M&A - Leafly Holdings, Inc. /DE

Form Type: DEF 14A

Filing Date: 2025-05-09

Corporate Action: Merger

Type: New

Accession Number: 000095017025067927

Filing Summary: Leafly Holdings, Inc. invites stockholders to the 2025 Annual Meeting on June 11, 2025, where voting will occur on key proposals including the election of a Class I director, an amendment to change the company name to Leafly.com Holdings, Inc., and a proposal for a reverse stock split of between 1 for 200 to 1 for 500. The reverse split aims to reduce the number of stockholders to below 300, allowing the company to deregister and cease being a public reporting entity, thus saving costs associated with compliance. The company cites financial challenges, including a significant decline in trading price and high operational costs from its public company status. Shareholders will have rights to cash-out at $0.28 for fractional shares after the split. The Board believes this transaction is in the best interest of shareholders, consolidating their ownership in a less regulated environment. Furthermore, it emphasizes an intention to explore fundraising options for debt management and growth catalyzed by the changes enforced by the proposed transactions. The efficacy of their strategy hinges on shareholder approval for the proposals presented in the proxy statement.