98% of Votes in Favor of Proposed Merger; 1.3% of Outstanding Shares Required to Approve Merge
SAN JOSE, Calif. (January, 2023) – Velodyne Lidar, Inc. (Nasdaq: VLDR, VLDRW) today announced that the Special Meeting of Stockholders (“Special Meeting”) to approve the proposed merger with Ouster, Inc. (NYSE: OUST) and related matters was convened and adjourned without conducting any business. The Special Meeting will reconvene at 9:00 a.m. PT on February 3, 2023.
According to Velodyne bylaws, 50% of shareholders must participate to reach the required quorum for the Special Meeting. In addition, more than 50% of outstanding shares must be voted in favor of the merger to pass the proposal. At this time, shareholders representing over 48.6% of total outstanding shares have recorded their vote on the proposed merger, of which over 98% of the shares have been voted in favor. Under 3.3 million more shares of approximately 238 million total shares outstanding are needed to be voted in favor to pass the merger proposal. All stockholders of record as of the close of business on December 5, 2022 are entitled to vote and attend the Special Meeting. The reconvened Special Meeting will be held at 5521 Hellyer Avenue, San Jose, CA 95138.
The proxy card included with the previously distributed proxy materials will not be updated to reflect the adjournment and may continue to be used to vote shares in connection with the Special Meeting. Stockholders who have not submitted their proxy for the Special Meeting, or who wish to change or revoke their proxy, are urged to do so promptly. Stockholders who have previously submitted their proxy and do not wish to change or revoke their proxy need not take any action. If you are a stockholder of record and have questions or need assistance voting your shares, please contact the Company’s proxy solicitor Kingsdale Advisors by calling toll-free at 877-659-1821 or via email at [email protected].
Velodyne Lidar urges stockholders to please vote “FOR” the Company’s proposed merger with Ouster, Inc. Further information on the proposed merger can be found in the Company’s definitive proxy statement (click here), which highlights the following benefits:
- Accelerated lidar adoption through leveraging complementary customer bases, industry partners and distribution channels as well as reduced production costs
- Ability to leverage the combined strengths of both companies, which is expected to result in a more robust product suite and expanded commercial reach
- A unified team for top-tier customer support and customer success
- Strengthened financial position, including operational synergies to drive a more efficient cost structure and annualized cost savings, thus extending the cash runway – collectively, these attributes are expected to provide an improved path to profitability
Voting Information and How to Vote:
- Voting can be done quickly and easily online at www.proxyvote.com. You will be asked to enter your “control number” as indicated on the proxy card mailed to each stockholder of record. If you are a beneficial stockholder and do not have your control number, please contact your broker; if you are a registered stockholder and do not have your control number, please contact the Company’s proxy solicitation firm Kingsdale Advisors by calling toll-free at 877-659-1821 or via email at [email protected].
- To vote by phone, please dial 1-800-690-6903 and have your control number ready, which is available on the proxy card mailed to each stockholder of record.
- To vote by mail, please mark, sign and date your proxy card and return it in the postage-paid envelope provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, NY 11717.
If you did not receive your proxy information, please contact Velodyne Lidar’s Investor Relations Department at [email protected] for a replacement copy to be sent by mail or email. Votes must be cast by 11:59 PM Eastern Time on Thursday, February 2, 2023.