Item 5.07. Submission of Matters to a Vote of Security Holders
A special meeting of the unitholders of
1. The unitholders approved (i) the Agreement and Plan of Merger, datedJanuary 14, 2020 , as amended by Amendment No. 1, dated as ofApril 1, 2020 (as it may be amended from time to time, the "Merger Agreement") with Rayonier Inc., aNorth Carolina corporation ("Rayonier"), Rayonier, L.P., aDelaware limited partnership whose general partner is Rayonier,Rayonier Operating Company LLC , aDelaware limited liability company and a wholly owned subsidiary of Rayonier ("ROC"),Rayonier Operating Company Holdings, LLC , aDelaware limited liability company and a wholly owned subsidiary of Rayonier,Pacific GP Merger Sub I, LLC , aDelaware limited liability company and a wholly owned subsidiary of Rayonier,Pacific GP Merger Sub II, LLC , aDelaware limited liability company and a wholly owned subsidiary of Rayonier,Pacific LP Merger Sub III, LLC , aDelaware limited liability company and a wholly owned subsidiary of ROC ("Merger Sub 3"), Pope,Pope EGP, Inc. , aDelaware corporation, andPope MGP, Inc. , aDelaware corporation and the managing general partner of Pope and (ii) the merger of Pope with Merger Sub 3 (the "Merger"), with Pope surviving the Merger as a wholly owned subsidiary of ROC and (iii) the other transactions contemplated by the Merger Agreement, as follows: For 3,151,756 Against 29,674 Abstain 4,419 Broker Non Votes N/A 2. The unitholders approved, on an advisory basis, the compensation that may be paid or may become payable to Pope's named executive officers in connection with, or following, the Merger, as follows: For 3,078,140 Against 58,437 Abstain 49,272 Broker Non Votes N/A
--------------------------------------------------------------------------------
3. The unitholders approved the adjournment of the Meeting, if necessary or appropriate, to solicit additional proxies in the event there were insufficient votes at the time of the Meeting to approve Merger Agreement, as follows: For 3,144,612 Against 35,466 Abstain 5,771 Broker Non Votes N/A Item 8.01. Other Events.
On
Item 9.01. Financial Statements and Exhibits.
Exhibit No. Description 99.1 Press Release, datedMay 5, 2020
--------------------------------------------------------------------------------
© Edgar Online, source