GAIN Capital Holdings, (“GAIN” or “the Company”), a global provider of online trading services, announced that at a special meeting of its stockholders held earlier , the Company’s stockholders voted to approve the adoption of the previously announced Agreement and Plan of Merger, dated as of February 26, 2020 (the “Merger Agreement”), by and among the Company, INTL FCStone Inc., a Delaware corporation (“INTL”) and Golf Merger Sub I Inc., a Delaware corporation and wholly owned subsidiary of INTL (“Merger Sub”), providing for the merger of Merger Sub with and into GAIN, with GAIN surviving the merger as a wholly owned subsidiary of INTL (the “merger”).
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Approximately 83.2 percent of the Company’s shares issued and outstanding as of the close of business on April 23, 2020, the record date for the special meeting, were present in person or by proxy at the meeting. Holders of approximately 71.2 percent of the Company’s shares issued and outstanding as of the close of business on the record date voted in favor of the proposal to adopt the Merger Agreement, representing approximately 85.7 percent of votes cast (excluding abstentions). Also at the special meeting, the Company’s stockholders approved, by a non-binding, advisory basis, certain compensation that will or may be paid by GAIN to its named executive officers that is based on or otherwise relates to the merger.
The Company anticipates that the merger will be completed during the third quarter of 2020, subject to the satisfaction or waiver of the remaining customary conditions to closing, including among other things, receipt of other required regulatory approvals.
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