Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 1, 2021, Boingo Wireless, Inc., a Delaware corporation (the "Company"), held a special meeting of stockholders (the "Special Meeting") to vote on the proposals described in the Company's definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 28, 2021. A total of 44,751,010 shares of the Company's common stock were entitled to vote at the close of business on April 16, 2021, the record date for the Special Meeting and approximately 28,147,762 shares of the Company's common stock issued and outstanding were present at the Special Meeting or represented by proxy at the Special Meeting, representing approximately 62.9% of those shares entitled to vote, which constituted a quorum.





Each of the proposals upon which the Company's stockholders voted at the Special
Meeting, and the final, certified results reported by the Company's independent
inspector of elections, Broadridge Financial Solutions, Inc. are set forth
below.



    1.   Proposal to approve and adopt 1) the Merger Agreement and Plan of Merger,
         dated as of February 26, 2021, by and among White Sands Parent, Inc.,
         White Sands Bidco, Inc. (the "Merger Sub") and the Company (the "Merger
         Agreement"), providing for, subject to the terms and conditions set forth
         in the Merger Agreement, the merger of Merger Sub with and into the
         Company (the "Merger"), with the Company surviving the Merger as a wholly
         owned subsidiary of Parent; 2) the Merger contemplated by the Merger
         Agreement.




For          Against   Abstain   Broker Non-Votes
28,090,999    29,096    27,667                  -




This proposal was approved by the Company's stockholders at the Special Meeting.





    2.   Proposal to adjourn the Special Meeting to a later date or dates if
         necessary or appropriate to solicit additional proxies if there were
         insufficient votes to adopt the Merger Agreement at the time of the
         Special Meeting.




For           Against    Abstain   Broker Non-Votes
26,525,540   1,585,132    37,090                  -




This proposal was approved by the Company's stockholders at the Special Meeting.





    3.   Non-binding, advisory proposal to approve compensation that will or may
         become payable by the Company to its named executive officers in
         connection with the Merger.




For           Against    Abstain   Broker Non-Votes
26,990,104   1,018,516   139,142                  -




This proposal was approved by the Company's stockholders at the Special Meeting.

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