DALLAS, Aug. 06, 2018 (GLOBE NEWSWIRE) -- RMG Networks Holding Corporation (NASDAQ: RMGN) today announced that the special committee of the board of directors of the Company and the board of directors of the Company each held a meeting on August 1, 2018 to consider the previously announced alternative acquisition proposal from a third party, Hale Capital Partners, Inc., to engage in a recapitalization transaction with the Company which was received by the Company during the “go-shop” period provided for in the existing merger agreement between the Company and entities owned by Mr. Gregory Sachs, the company’s executive chairman, and modified after negotiations between the Special Committee, in consultation with its financial advisors and legal counsel, and Hale.

In the meeting held by the Special Committee, the Special Committee unanimously determined that the Hale Transaction would result in a transaction more favorable to the Company’s stockholders than the Merger Agreement and the transactions contemplated by the Merger Agreement and recommended to the Board that the Board, among other things, declare the Hale Transaction to be a “Superior Proposal” (as defined in the Merger Agreement).

Immediately following the Special Committee meeting, the Board held a meeting attended by each of the six members of the Board. At that meeting, the Board considered whether to declare the Hale Transaction to be a “Superior Proposal” (as defined in the Merger Agreement). After discussion, each member of the Special Committee, Mr. Jeffrey Hayzlett, Mr. Alan Swimmer, and Mr. Jonathan Trutter, voted in favor of the matter, Mr. Robert Michelson and Mr. Larry Weber voted against the matter, and Mr. Gregory Sachs abstained from voting. The Company’s bylaws provide that, with certain exceptions not applicable to this matter, approval of a matter requires the affirmative vote of a majority of the directors present at any meeting of the Board at which there is a quorum. As a result, the matter did not pass.

On August 2, 2018, each of Mr. Jeffrey Hayzlett, Mr. Alan Swimmer, and Mr. Jonathan Trutter resigned as a member of the Board effective August 2, 2018.

About RMG

RMG Networks Holding Corporation (NASDAQ: RMGN) goes beyond traditional communications to help businesses increase productivity, efficiency and engagement through digital messaging. By combining best-in-class software, hardware, business applications and services, the Company offers a single point of accountability for integrated data visualization and real-time performance management. The company is headquartered in Dallas, Texas, with additional offices in the United States, United Kingdom and the United Arab Emirates. For more information, visit www.rmgnetworks.com.