HOUSTON, Jan. 31, 2019 (GLOBE NEWSWIRE) — Indoor Harvest Corp (OTCQB: INQD) is a precision agriculture technology company, focused on producing bio-pharma grade Cannabis, for the wholesale and research Cannabis markets, as well as development of next generation personalized medicines. The Company has postponed the previously scheduled virtual special meeting of shareholders until February 5, 2019 at 5:00pm (Central Standard Time) due to a lack of voting by shareholders.
As of this morning, approximately 97% of Series A Convertible Preferred shareholders had voted in favor of management’s proposed changes to the Company’s certificate of formation and approximately 60% of all common stock shareholders had voted, with approximately 55% of all common stock shareholders in favor and 5% against the proposed changes. In order to pass the proposed changes, the Company needs a minimum of 66.67%, or 2/3’s of both Series A Convertible Preferred shareholders and common stock shareholders to vote in favor to pass the proposals under Texas law.
“The majority of our Series A and registered shareholders have overwhelmingly voted in favor of the proposed changes. We have had a weaker turn out than expected, however, from our beneficial shareholder population with approximately 50% of beneficial shareholders having not cast a vote. Every single vote is important regardless of your ownership size. If the proposals fail to gain enough votes, the Company’s ability to capitalize new efforts will be severely disrupted and the Company will be forced to hold the vote again, or consider an undesirable reverse split as an alternative to recapitalization. We ask that everyone please make an effort to vote,” stated Dan Weadock, the Company’s Chief Executive Officer.
Rescheduled Special Meeting of Shareholders
The Company is hosting a virtual special meeting of shareholders on February 5, 2019 at 5:00 p.m. (CST). Common stock shareholders and Series A convertible preferred shareholders who were record holders on December 7, 2018, will be able to attend the special meeting, vote, and submit questions during the meeting via live webcast by visiting www.virtualshareholdermeeting.com/INQD. To enter the Special Meeting, you must have your 16-digit control number that was mailed to shareholders of record. If you were a shareholder of record on December 7, 2018 and have not received a proxy statement from the Company, please email firstname.lastname@example.org. Your vote on these measures is important.
The purpose of the meeting is to amend and restate the Company’s certificate of formation in order to increase the amount of shares of capital stock authorized to be issued, to grant the Board of Directors (the “Board”) “blank check preferred stock” authority allowing the Board to fix the terms and issue new series of preferred stock without the approval of the holders of the Company’s common stock, to explicitly permit stockholders of different classes of the Company’s capital stock to vote as a single class with regard to changes to the certificate of formation, and to decrease the vote required for the approval of fundamental actions and fundamental business transactions.
The Board believes it is in the best interests of our shareholders to increase the number of authorized shares of capital stock and to allow the Board to issue preferred stock and to fix its terms without further approval of the holders of Common Stock in order to give us greater flexibility in considering and planning for future potential strategic transactions, including mergers, acquisitions and business combinations, as well as other general corporate transactions, as further discussed below.
About Indoor Harvest Corp
Indoor Harvest Corp (OTCQB: INQD), is a precision agriculture technology company focused on delivering pharmaceutical grade Cannabis for researchers, and the development of next generation personalized medicines. The Company is a pending applicant to produce Cannabis under the Texas Compassionate Use Program and is seeking additional licenses in the State of Massachusetts.
This release contains certain “forward-looking statements” relating to the business of Indoor Harvest and its subsidiary companies, which can be identified by the use of forward-looking terminology such as “estimates,” “believes,” “anticipates,” “intends,” expects” and similar expressions. Such forward-looking statements involve known and unknown risks and uncertainties that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Certain of these risks and uncertainties are or will be described in greater detail in our filings with the Securities and Exchange Commission. These forward-looking statements are based on Indoor Harvest’s current expectations and beliefs concerning future developments and their potential effects on Indoor Harvest. There can be no assurance that future developments affecting Indoor Harvest will be those anticipated by Indoor Harvest. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the control of the Company) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by such forward-looking statements. Indoor Harvest undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
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