Investor Presentation
Attached as Exhibit 99.1 to this
Report is the form of investor presentation to be used by GigCapital, Inc. (the Company) with regard to the proposed business combination (the Business Combination) with Kaleyra S.p.A. (Kaleyra) in presentations
to certain of its stockholders and other persons interested in purchasing its securities.
Pre-Commencement Communications
This Current Report on Form 8-K is for informational purposes only and is not an offer to buy or the
solicitation of an offer to sell any of the Companys rights. The anticipated tender offer described in this Current Report on Form 8-K has not yet commenced, and while the Company intends
to commence the tender offer as soon as reasonably practicable upon the filing of the definitive proxy statement, and complete the tender offer, there can be no assurance that the Company will commence or complete the tender offer on the terms
described in this press release, or at all. If the Company commences the tender offer, the solicitation and offer to buy the rights will be made only pursuant to an offer to purchase, letter of transmittal and related materials that the Company
intends to distribute to its rightsholders and file with the SEC. The full details of the tender offer, including complete instructions on how to tender rights, will be included in the offer to purchase, letter of transmittal and related materials,
which will become available to rightsholders upon commencement of the tender offer.
Forward-Looking Statements
This Current Report on Form 8-K may include forward-looking statements within the meaning of the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995 regarding the proposed transaction, the Business Combination, the proposed rights tender offer, the Company and Kaleyra. All statements, other than statements of
historical facts, that address activities, events or developments that the Company and/or Kaleyra expects or anticipates will or may occur in the future are forward-looking statements and are identified with, but not limited to, words such as
believe and expect. Such forward-looking statements include, but are not limited to, statements regarding the entry by the Company into a definitive purchase agreement with Greenhaven or its closing, closing of the Business
Combination, potential capital alternatives or changes to the capital structure of the Company, including a tender offer of the rights, and the expectations, hopes, beliefs, intentions, plans, prospects or strategies regarding the Business
Combination and future business plans of the Company and Kaleyra management teams. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions,
are forward-looking statements. These statements are based on certain assumptions and analyses made by the management of the Company and/or Kaleyra in light of their respective experience and their perception of historical trends, current conditions
and expected future developments and their potential effects on the Company and Kaleyra as well as other factors they believe are appropriate in the circumstances. There can be no assurance that future developments affecting the Company or Kaleyra
will be those anticipated and actual results may differ materially from those expressed in this press release due to many factors such as, but not limited to, the ability to satisfy closing conditions for the Business Combination, including that the
Company stockholders will approve the Business Combination, the ability of the combined company to meet the NYSEs listing standards, and that the Company will have sufficient capital upon the approval of the Business Combination to operate as
anticipated. Should one or more of these risks or uncertainties materialize, or should any of the assumptions being made prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. These
statements speak only as of the date they are made and none of the Company and/or Kaleyra undertakes any obligation to update any forward-looking statements contained in this press release to reflect events or circumstances which arise after
the date of this Current Report on Form 8-K.