UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 8, 2021 (
(Exact name of Registrant as specified in its charter)
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Explanatory Note
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Front Yard held the Special Meeting on January 6, 2021, via live webcast, whereby holders of an aggregate of 43,725,109 shares of Front Yard common stock, par value $0.01 per share (the “Shares” and each, a “Share”), which represent 74.42% of the Shares outstanding and entitled to vote as of the Special Meeting record date of December 7, 2020 (the “Record Date”), were represented at the meeting via the virtual meeting website or by proxy. Preliminary voting results were disclosed in a Form 8-K filed by the Company on January 6, 2020. A summary of the final voting results for the following proposals, each of which is described in detail in the Company’s proxy statement dated December 8, 2020 and first mailed to the Company’s stockholders on or about December 8, 2020, is set forth below:
Proposal No. 1: The Proposal to Approve the Merger.
As previously reported, on October 19, 2020, the Company entered into an Agreement and Plan of Merger, as amended by the First Amendment to Agreement and Plan of Merger, dated as of November 20, 2020, with Pretium Midway Holdco, LP, a Delaware limited partnership, and Midway AcquisitionCo REIT, a Maryland real estate investment trust.
At the Special Meeting, the Company’s stockholders voted on and approved a proposal to approve the merger. The proposal was approved, having received “for” votes from holders of a majority of the outstanding Shares entitled to vote on such proposal. The final voting results on this proposal were as follows:
| FOR | AGAINST | ABSTENTIONS | ||
| 43,656,248 |
11,049 | 57,812 |
Proposal No. 2: The Non-Binding Compensation Advisory Proposal.
At the Special Meeting, the Company’s stockholders voted on and approved a proposal to approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company’s named executive officers that is based on or otherwise relates to the merger. The non-binding compensation advisory proposal was approved, having received “for” votes from holders of a majority of the votes cast at the Special Meeting via the virtual meeting website or represented by proxy. The final voting results on this proposal were as follows:
| FOR | AGAINST | ABSTENTIONS | ||
| 34,592,020 |
8,967,822 | 165,267 |
Proposal No. 3: Authority to Adjourn the Special Meeting.
Because stockholders holding at least a majority of Shares outstanding and entitled to vote at the close of business on the Record Date approved the proposal to approve the merger, the vote was not called on the proposal to adjourn the Special Meeting to a later date or time if necessary or appropriate, including to solicit additional proxies in favor of the proposal to approve the merger if there had been insufficient votes at the time of the Special Meeting to approve the merger.
| Item 8.01 | Other Events. |
With the approval of the merger proposal, the Company anticipates the closing of the merger to occur on January 11, 2021, subject to the satisfaction or waiver of the remaining conditions to closing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| SIGNATURES | ||||||
| Front Yard Residential Corporation | ||||||
| January 8, 2021 |
By: | /s/ Robin N. Lowe | ||||
| Robin N. Lowe | ||||||
| Chief Financial Officer | ||||||