Filed by CF Acquisition Corp. VI
Pursuant to Rule 425 under the Securities Act
of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Commission File No.: 333-262725
“Brazil’s Joe Rogan” Monark & Left-Wing Activist
Ferréz Cancel YouTube for Rumble
The influential Brazilian podcaster “Monark” and
left-wing activist “Ferréz” will exclusively stream on Rumble and Locals
LONGBOAT KEY, Mar. 31, 2022 -- Today, the video sharing platform Rumble
announced that influential Brazilian podcast host Bruno Aiub, known as “Monark,” and left-wing activist Reginaldo Ferreira
da Silva, known as “Ferréz,” will publish their shows exclusively on Rumble. Both creators will host their shows
multiple times each week on Rumble and make Locals their exclusive communities to offer subscription-only benefits to their supporters.
Like the Joe Rogan Experience, both shows will offer only short clips on YouTube and other streaming services as a promotion to encourage
users to view the full shows on Rumble and Locals.
“Rapidly growing Big Tech
censorship – overseen by U.S.-based corporations – is not something that affects only the US. Online censorship is now pervasive
in Brazil and is still gaining strength. Given that Brazil is one of the largest and most online countries in the world, the union of
the state, the judiciary and Big Tech monopolies are eager to control speech,” said Bruno Aiub. “I’m very excited that a large
and growing platform like Rumble is now ready to expand in Brazil, enabling journalists, commentators and content creators to speak freely
and fight against censorship. As of now, Rumble will be the only platform in Brazil truly devoted to free discourse and free thought.”
According to the New York Times, Monark is “Brazil’s version
of Joe Rogan,” and “perhaps the nation’s most popular podcaster. He broadcasts hours long interviews, often with divisive
newsmakers” and he is one of Brazil’s “most important interlocutors and most influential voices.” An
advocate of free speech, Monark is noted for his wide-ranging discussions with guests from all different walks of life. By some
measures, his “Flow” podcast is the most-listened-to podcast in Brazil.
“Our causes and urgencies need their own media, if the story
is ours, we should tell it.” Said Reginaldo Ferrreira da Silva.
Ferréz is a Brazilian left-wing activist, author, poet
and rapper. He is the leader of Literatura Marginal, or Marginal Literature, a movement that depicts daily life in the favelas of Brazil
and others living on the margins of society.
“Adding Monark and Ferréz expands Rumble’s reach into Brazil
in an explosive and a neutral way,” said Rumble CEO Chris Pavlovski ahead of the announcement. “Monark is one of the most popular
podcasters in Brazil, and his fans will now be able to access him uncensored on Rumble and Locals. Ferréz is an influential left-wing
cultural figure who reaches a large, underserved audience.”
Monark will launch his channel and live show on April 4th, 2022, and
Ferréz will launch his channel and live show on April 8th, 2022.
You can find Monark’s Rumble channel here: https://rumble.com/Monark
You can find Monark’s Locals community here: https://monark.locals.com
You can find Ferréz’s Rumble channel here: https://rumble.com/Ferrez
You can find Ferréz’s Locals community here: https://ferrez.locals.com
Rumble is a high-growth neutral video platform that is creating the
rails and independent infrastructure designed to be immune to cancel culture. Rumble’s mission is to restore the Internet to its roots
by making it free and open once again. Additionally, the company announced in December 2021 the execution of a definitive business combination
agreement with CF Acquisition Corp. VI (NASDAQ: CFVI). See the announcement here: https://corp.rumble.com.
*****
Important Information and Where to Find
It
This communication relates to a proposed transaction
between Rumble Inc. (“Rumble”) and CF Acquisition Corp. VI (“CFVI”). This communication does not constitute an
offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities
in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities
laws of any such jurisdiction. The proposed transactions will be submitted to CFVI’s stockholders for their consideration and approval
at a special meeting of stockholders. In connection with the proposed transactions, CFVI has filed a registration statement on Form S-4
(the “Registration Statement”), which included a preliminary proxy statement / prospectus in connection with CFVI’s
solicitation of proxies for the vote by CFVI’s stockholders in connection with the proposed transactions and other matters as described
in such Registration Statement, as well as the prospectus relating to the offer of the securities to be issued to Rumble’s shareholders
in connection with the completion of the proposed transactions. After the Registration Statement has been declared effective, CFVI will
mail a definitive proxy statement / prospectus and other relevant documents to its stockholders as of the record date established for
voting on the proposed transactions. Investors and security holders of CFVI are advised to read the preliminary proxy statement and any
amendments thereto, and, when available, the definitive proxy statement / prospectus, in connection with CFVI’s solicitation of
proxies for its special meeting of stockholders to be held to approve the proposed transactions because the proxy statement / prospectus
will contain important information about the proposed transaction and the parties to the proposed transactions. Investors and security
holders will be able to obtain free copies of the Registration Statement, including the proxy statement / prospectus and all other relevant
documents filed or that will be filed with the SEC by CFVI through the website maintained by the SEC at www.sec.gov. The documents filed
by CFVI with the SEC also may be obtained free of charge upon written request to CFVI at 110 East 59th Street, New York,
NY 10022.
NEITHER THE SEC NOR ANY
STATE SECURITIES REGULATORY AGENCY HAS APPROVED OR DISAPPROVED THE TRANSACTIONS DESCRIBED IN THIS DOCUMENT, PASSED UPON THE MERITS OR
FAIRNESS OF THE BUSINESS COMBINATION OR RELATED TRANSACTIONS OR PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURE IN THIS DOCUMENT.
ANY REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.
Participants in the Solicitation
CFVI and Rumble and their
respective directors and executive officers may be deemed to be participants in the solicitation of proxies from CFVI’s shareholders
in connection with the proposed transactions. CFVI’s stockholders and other interested persons may obtain, without charge, more
detailed information regarding the directors and executive officers of CFVI in the Registration Statement. Information regarding the persons
who may, under SEC rules, be deemed participants in the solicitation of proxies from CFVI’s stockholders in connection with the
proposed business combination is set forth in the Registration Statement.
No Offer or Solicitation
This document
is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential
transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of CFVI or Rumble, nor shall
there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior
to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made except
by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended.
Forward-Looking
Statements
This document
contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities
Exchange Act of 1934, as amended, including statements regarding the proposed transaction between CFVI and Rumble. Such forward-looking
statements include, but are not limited to, statements regarding the closing of the transaction and CFVI’s, Rumble’s, or their respective
management teams’ expectations, hopes, beliefs, intentions or strategies regarding the future. The words “anticipate”, “believe”,
“continue”, “could”, “estimate”, “expect”, “intends”, “may”, “might”,
“plan”, “possible”, “potential”, “predict”, “project”, “should”, “would”
and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not
forward-looking. Forward-looking statements are predictions, projections and other statements about future events that are based on current
expectations and assumptions and, as a result, are subject to assumptions, risks and uncertainties. These statements are based on various
assumptions, whether or not identified in this document. These forward-looking statements are provided for illustrative purposes only
and are not intended to serve as and must not be relied on by an investor as, a guarantee, an assurance, a prediction or a definitive
statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions.
Many actual events and circumstances are beyond the control of CFVI and Rumble. Many factors could cause actual future events to differ
from the forward looking-statements in this document, including but not limited, to (i) the risk that the transaction may not be completed
in a timely manner or at all, (ii) the failure to satisfy the conditions to the consummation of the transaction, (iii) the inability to
complete the PIPE offering, (iv) the occurrence of any event, change or other circumstance that could give rise to the termination of
the business combination agreement , (v) the outcome of any legal proceedings that may be instituted against Rumble and/or CFVI related
to the business combination agreement, (vi) the ability to maintain the listing of CFVI stock on Nasdaq (or, if applicable, to list and
maintain the listing of the combined entity on the NYSE), (vii) costs related to the transactions and the failure to realize anticipated
benefits of the transactions, (viii) the effect of the announcement or pendency of the transaction on Rumble’s business relationships,
operating results, performance and business generally, (ix) changes in the combined capital structure of Rumble and CFVI following the
transactions, (x) changes in laws and regulations affecting Rumble’s business, (xi) risks related to Rumble’s potential inability to achieve
or maintain profitability and generate cash, (xii) the enforceability of Rumble’s intellectual property, including its patents and the
potential infringement on the intellectual property rights of others, (xiii) the potential for and impact of cyber related attacks, events
or issues effecting Rumble, its business and operations, and (xiv) other risks and uncertainties indicated from time to time in the filings
of CFVI, including the definitive Registration Statement that CFVI will file, which will include a proxy statement/prospectus related
to the potential business combination. These filings identify and address other important risks and uncertainties that could cause actual
events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only
as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Rumble and CFVI assume
no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events,
or otherwise. Neither Rumble nor CFVI gives any assurance that either Rumble or CFVI will achieve its expectations.
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