Item 5.07. Submission of Matters to a Vote of Security Holders.
On February 26, 2019, TransMontaigne Partners L.P., a Delaware limited partnership (TLP), held a special meeting of unitholders (the Special Meeting), to vote on the proposals identified in the definitive proxy statement dated January 25, 2019, which was first mailed to TLP unitholders on or about January 25, 2019.
As of the close of business on January 28, 2019, the record date for the Special Meeting, there were 16,229,123 TLP common units outstanding and entitled to vote at the Special Meeting. A quorum of 10,473,256 common units was represented in person or by proxy at the Special Meeting. A summary of the voting results for the following proposals, which are described in detail in the definitive proxy statement, is set forth below:
1. Proposal to approve the Agreement and Plan of Merger, dated as of November 25, 2018, by and among TLP, TransMontaigne GP L.L.C., the general partner of the Partnership (the General Partner), TLP Finance Holdings, LLC (Parent), TLP Merger Sub, LLC (Merger Sub), TLP Acquisition Holdings, LLC (TLP Holdings) and, solely for the purposes of Section 6.19 thereof, TLP Equity Holdings, LLC (Equity Holdings), and the transactions contemplated thereby, including the merger (the Merger Proposal). The Merger Proposal received the affirmative vote of approximately 97.2% of the outstanding common units represented at the Special Meeting in person or by proxy.
Votes For
|
|
Votes Against
|
|
Votes Abstained
|
|
Broker Non-
Votes
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10,179,188
|
|
277,439
|
|
16,629
|
|
0
|
2. Proposal to approve the adjournment of the Special Meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes to approve the Merger Agreement and the Merger at the time of the Special Meeting (the Adjournment Proposal). The Adjournment Proposal received the affirmative vote of approximately 96.7% of the outstanding common units represented at the Special Meeting in person or by proxy.
Votes For
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|
Votes Against
|
|
Votes Abstained
|
|
Broker Non-
Votes
|
9,998,340
|
|
314,916
|
|
26,167
|
|
133,833
|
No other business properly came before the Special Meeting.