Good morning, everyone. Welcome to the Envestnet, Inc. Special Meeting of Stockholders. Should you wish to submit a question during the meeting, please click on the messaging icon at the top of the left side of your screen. Type your question into the text box, then click the send icon at the right of that text box. Please note that in the interest of all stockholders, we will only consider addressing those questions that are pertinent to the proposals being considered at the meeting. At this time, I would like to introduce Mr. James Fox, Chair of the Envestnet Board and Interim Chief Executive Officer, to commence the meeting. Thank you, and good morning, everyone. It is my pleasure, on behalf of the Board of Directors and officers of Envestnet, to extend to you a welcome and a thank you for attending our special meeting. We appreciate your attendance, your interest, and most importantly, your support of Envestnet. I would now like to introduce our Chief Legal Officer, General Counsel, and Corporate Secretary, Shelly O'Brien, to cover procedural matters. Shelly, has notice of this meeting been sent to all stockholders entitled to vote at this meeting? Yes, I confirm that the company has received an affidavit of mailing from Broadridge Financial Solutions, LLC, our proxy service provider, certifying that a notice of this meeting was mailed on or about August 23rd, 2024, to stockholders of record as of August 20th, 2024, the record date for this meeting. Among other things, the notice confirmed that this meeting may be attended virtually online via the Internet and telephone details contained therein. In addition, the company maintains the list of the holders of record of common stock of the company at the close of business on August 20th, 2024, the record date. This list of stockholders has been open for examination for any purpose relevant to this meeting during ordinary business hours for the past 10 days. This list is available for inspection during this meeting by any stockholder on the website used to access this meeting. Thank you, Shelly. Please file a copy of the notice, together with the proxy statement, the affidavit as to the mailing of the notice for this meeting, and the oath and report of the inspector with the minutes of this meeting. Mr. Jim Raitt of American Election Services has been appointed Inspector of the Election. Mr. Raitt, would you please now present your report of attendance at this meeting so that we can determine whether a quorum is present? Mr. Fox, there were present 55,244,657 shares of common stock entitled to vote as of August 20th, 2024, the record date. As the Inspector of Election, I report there are 43,118,361 shares of stock represented, virtually or by proxy, or approximately 78.05% of all the shares entitled to vote at this special meeting. The shares so represented exceed 50% of the total shares entitled to vote at this meeting and thus constitute a quorum. Accordingly, we may proceed with this business. Thank you. The polls for voting on all matters are open. All Envestnet stockholders entitled to vote at this meeting have the ability to do so online. If you are a stockholder entitled to vote and have not yet voted, or if you want to change your previously cast vote, please do so via the website used for accessing this meeting. Please remember that you've already voted by proxy, it is not necessary to vote again. After voting has been completed on all matters on the agenda, we will close the polls and provide a preliminary report. Based on the report of the Secretary and the Inspector of Election, I find that proper notice has been given and that a quorum is present. Accordingly, this meeting has been properly convened. The proposals to be voted on at this meeting are described in our proxy statement that was made available to all stockholders. Shelly will now review the proposals. The first matter to come before the meeting is a vote on a proposal to adopt the agreement and plan of merger, dated as of July 11th, 2024, which we refer to as the merger agreement, by and among BCPE Pequod Buyer, Inc., who we refer to as Parent, BCPE Pequod Merger Sub, Inc., who we refer to as Merger Sub, and Envestnet, and to approve the merger contemplated by the merger agreement, which we refer to as the merger, whereby Merger Sub will merge with and into Envestnet, with Envestnet surviving the merger and becoming a wholly-owned subsidiary of Parent. This is referred to as the merger proposal. Parent and Merger Sub are affiliates of vehicles managed or advised by Bain Capital. Pursuant to the merger agreement, as a result of the merger, Envestnet will no longer be a publicly traded company. After careful consideration, Envestnet's Board of Directors unanimously approved and declared the merger agreement and the transactions contemplated by the agreement, including the merger, to be advisable and in the best interest of Envestnet stockholders, and recommended that you vote for the adoption of the merger proposal. The adoption of the merger proposal requires the affirmative vote of a majority of the outstanding shares of Envestnet common stock. I will now move on to the second proposal. The second matter to come before the meeting is a vote on a proposal to approve, on a non-binding, advisory basis, the compensation that will or may become payable by Envestnet to its named executive officers in connection with the merger. This is referred to as the merger-related compensation proposal. The vote is not binding, but our Compensation Committee and Board of Directors value the opinions of our stockholders and will consider the outcome of the vote when determining future executive compensation arrangements. The Board of Directors recommends a vote to approve on an advisory basis the merger-related compensation proposal. The final matter to come before the meeting is a vote on a proposal to approve an adjournment of the special meeting from time to time, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve the merger proposal or in the absence of a quorum. This is referred to as the adjournment proposal. This concludes the introduction of the proposals to be presented at this meeting. As stated, the polls are open. Shelly, will you please describe the voting process? If you have previously voted by proxy, it is not necessary to vote during the meeting. Only stockholders who have not voted or those who wish to change their vote on their proxy should vote during the meeting. Any stockholder who desires to vote during the meeting, please do so now by clicking the proxy voting site link on the left side of your screen. The voting will be closing shortly. I will now pass it over to Jim for the closing of the polls. Given the fact that most shareholders previously voted by proxy and all attending shareholders have now had adequate time to vote, it is now 10:08 A.M. Eastern Time, and the voting is closed. On behalf of everyone here at Envestnet, I thank you, our stockholders, for your support. I see that the vote tally is complete. Mr. Raitt, would you please now present your report on the vote? Thank you, Mr. Fox. As the Inspector of Election, I have delivered my preliminary report, and I will now announce the preliminary results. Based on my preliminary report as the Inspector of Election, the following is for proposal one: over 42,827,672 shares, or more than 99.33% of the Envest stock represented at this meeting, voted for the approval of the merger proposal. On item two, the second proposal, over 41,431,052 shares of more than 96.0% of the Envest stock represented at this meeting have been voted for the approval of the merger-related compensation proposal. I declare that both the merger proposal and the merger-related compensation proposal have been adopted by the vote of the majority of the shares entitled to vote on such matters. Since the merger proposal was approved, the vote to approve the adjournment proposal will not be called for. I will file the final report of the Inspector of Election with the records of this meeting. The company expects to report the results of the voting on a Form 8-K to be filed with the SEC within four business days of this meeting, and that is all. Thank you, Mr. Raitt. If anyone wishes to comment or ask a question, please do so through the link on the web portal. Questions and comments should be relevant to matters of concern to stockholders generally. The company will review any submitted questions after the meeting and address them directly at our earliest opportunity. Thank you, Shelly. Thank you everyone for attending today's meeting and for your interest in and support of Envestnet. With the voting concluded, we have no further business to be conducted, and today's meeting is now adjourned. The event has now concluded. Thank you for joining. You may now disconnect.
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