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Doma (DOMA) investor relations material
Doma Proxy Filing summary
Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.Executive summary
Entered into a Merger Agreement on March 28, 2024, to be acquired for $6.29 per share in cash, with closing expected in the second half of 2024.
Special meeting for stockholder approval scheduled for August 27, 2024; board unanimously recommends approval.
Eleven stockholder demand letters alleged proxy omissions; company issued supplemental disclosures but maintains allegations are without merit.
Discontinued Local Component operations in 2023, resulting in strategic shift and discontinued operations presentation.
Net loss from continuing operations was $38.5M for the first half of 2024, improved from $55.5M loss in the prior year period.
Cash and equivalents at June 30, 2024, were $73.1M; management believes liquidity is sufficient for at least 12 months.
Voting matters and shareholder proposals
Stockholders will vote on the Merger Agreement and related transactions at the August 27, 2024, special meeting.
Approval requires a majority of disinterested stockholders; Lennar-affiliated holders (25% voting power) have agreed to vote in favor.
If the Merger is not consummated by September 28, 2024, the agreement may be terminated, with possible extensions for regulatory approvals.
Board of directors and corporate governance
A special committee of independent directors reviewed and recommended the Merger; the full board unanimously approved.
Board is subject to a “no-shop” provision post go-shop period, with limited exceptions for superior proposals.
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