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Item 8.01 Other
Events.
On May22, 2019, Liberated Syndication Inc. (the “Company”)
hosted a conference call regarding its financial results for the
first quarter of 2019. During the call, management discussed such
results and addressed questions submitted by shareholders,
including one regarding filings made by a stockholder regarding a
solicitation to request a special meeting of stockholders. The
Company is clarifying those remarks made during the
call:
The
Board of Directors and management of the Company value shareholder
input and frequently speak with many shareholders, which has
included the stockholder who has made such filings regarding a
special meeting, to solicit feedback and hear their views on the
Company. When structuring the Company’s milestone-based
equity grants in 2017, the Board of Directors incorporated
shareholder input it had received previously. However, at that
time, the stockholder requesting the special meeting had not yet
provided input on the equity grants. In addition, the remarks that
the Company would be “responding more completely in the near
term” and requesting stockholders to decline participation in
such consent solicitation should not be construed as an indication
that the Company is soliciting any revocation of consents currently
sought by such stockholder at this time, as the Company determined
following the conference call to provide its views and
recommendations regarding these matters at such time as required by
the circumstances. The Company continues to believe that its
strategic plan is delivering results and that its Board of
Directors and management team are properly incentivized to drive
growth and create value for shareholders. The Company intends to
monitor the activities of such stockholder and, should a special
meeting be requested, respond appropriately and pursuant to a full
solicitation process by and on behalf of the Company’s Board
of Directors.
2
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
