SKY HARBOUR GROUP CORPORATION Announces Filing of 2021 Annual Report on Form 10-K, 2021 Audited Financial Statements for Its Operating Subsidiary in Form 8-K/A and Form S-1 for Issuance of Shares Underlying Its Warrants and Resale of Private Warrants
March 28 2022 - 6:24PM
Business Wire
- Filing of Annual Report on Form 10-K for 2021 Audited
Financials for Predecessor Yellowstone Acquisition Company renamed
Sky Harbour Group Corporation
- Filing of Current Report on Form 8-K/A for 2021 Audited
Financial Statements for Sky Harbour LLC
- Filing of Current Report on Form 8-K/A for Pro Forma
Business Combination Statements as of December 31, 2021
- Filing of Registration Statement on Form S-1 for (i)
issuance of up to 14,519,218 Shares of Class A Common Stock
issuable upon exercise of 6,799,439 Public Warrants and 7,719,779
Private Warrants and (ii) resale of up to 7,719,779 Private
Warrants and 7,719,779 Shares of Class A Common Stock issuable upon
exercise of the Private Warrants
Sky Harbour Group Corporation (NYSE American: SKYH, SKYH WS)
(“SHGC”) announced today that they have filed with the Securities
and Exchange Commission (the “SEC”) the following forms in
compliance with its reporting obligations and contractual
obligations with its warrant holders. Investors can find each of
these filings on the SEC’s website, www.sec.gov.
Form 10-K SHGC filed in an Annual Report on Form 10-K the
audited financial statements for the year ended December 31, 2021
for its predecessor company, the Yellowstone Special Acquisition
Corporation (“YSAC”), reflecting the financial statements prior to
the Business Combination that closed on January 25, 2022 between
SHGC and YSAC.
Form 8-K SHGC filed in a Current Report on Form 8-K the
audited consolidated financial statements for the years ended
December 31, 2021 and 2020 for its wholly owned subsidiary, Sky
Harbour LLC (“Sky”), reflecting the financial statements prior to
the Business Combination as well as the unaudited pro forma
condensed financial information of SHGC as of and for the year
ended December 31, 2021.
S-1 Registration Statement SHGC filed a Registration
Statement on Form S-1 (the “Form S-1”) for (i) issuance of up to
14,519,218 shares of Class A Common Stock issuable upon exercise of
6,799,439 Public Warrants and 7,719,779 Private Warrants. The Form
S-1 also registered the resale of up to 7,719,779 Private Warrants
and the shares of Class A Common Stock underlying such warrants
held by BOC Yellowstone LLC, an affiliate of the Sponsor of YSAC.
Both the Private Warrants and their underlying shares of Class A
Common Stock are subject to lock-up provisions as detailed in the
Form S-1. Upon being declared effective by the SEC, the holders of
the Warrants may exercise their Warrants in accordance with the
Warrant Agreement dated October 21, 2020. The Company will inform
warrant holders as soon as the Form S-1 is declared effective by
the SEC.
Any Public Warrant holder seeking to exercise its Warrants must
instruct its broker-dealer (DTC participant) directly and follow
their processes to implement such exercise. If the Form S-1 is
declared effective prior to April 20, 2022, such exercise of Public
Warrants would require the holder to pay the exercise price of
$11.50 per share to receive a shares of Class A Common Stock. If
the Form S-1 is declared effective on or after April 21, 2022,
Public Warrants may be exercised “cashless” in accordance with the
Warrant Agreement.
About Sky Harbour Group Corporation Sky Harbour Group
Corporation is an aviation infrastructure development company
building the first nationwide network of Home-Basing Solutions
(“HBS”) for business aircraft. We develop, lease and manage general
aviation hangars across the United States, targeting airfields in
the largest growth markets with significant aircraft populations
and high hangar demand. Our HBS campuses feature exclusive private
hangars and a full suite of dedicated services specifically
designed for home-based aircraft. To learn more, visit
www.skyharbour.group.
Forward Looking Statements Certain statements made in
this release are "forward looking statements" within the meaning of
the "safe harbor" provisions of the United States Private
Securities Litigation Reform Act of 1995, including statements
about the anticipated benefits of the business combination, and the
financial condition, results of operations, earnings outlook and
prospects of SHGC may include statements for the period following
the consummation of the business combination. When used in this
press release, the words “plan,” “believe,” “expect,” “anticipate,”
“intend,” “outlook,” “estimate,” “forecast,” “project,” “continue,”
“could,” “may,” “might,” “possible,” “potential,” “predict,”
“should,” “would” and other similar words and expressions (or the
negative versions of such words or expressions) are intended to
identify forward-looking statements, but the absence of these words
does not mean that a statement is not forward-looking. The
forward-looking statements are based on the current expectations of
the management of SHGC as applicable and are inherently subject to
uncertainties and changes in circumstances and their potential
effects and speak only as of the date of such statement. There can
be no assurance that future developments will be those that have
been anticipated. These forward-looking statements involve a number
of risks, uncertainties or other assumptions that may cause actual
results or performance to be materially different from those
expressed or implied by these forward-looking statements. These
risks and uncertainties include, but are not limited to, those
discussed and identified in the public filings made or to be made
with the SEC by SHGC, including the filings described above,
regarding the following: the effectiveness of the Form S-1;
expectations regarding SHGC’s strategies and future financial
performance, including its future business plans, expansion plans
or objectives, prospective performance and opportunities and
competitors, revenues, products and services, pricing, operating
expenses, market trends, liquidity, cash flows and uses of cash,
capital expenditures, and SHGC’s ability to invest in growth
initiatives; SHGC’s ability to scale and build the hangars
currently under development or planned in a timely and
cost-effective manner; the implementation, market acceptance and
success of SHGC’s business model and growth strategy; the success
or profitability of SHGC’s hangar facilities; SHGC’s future capital
requirements and sources and uses of cash; SHGC’s ability to obtain
funding for its operations and future growth; developments and
projections relating to SHGC’s competitors and industry; the
ability to recognize the anticipated benefits of the business
combination; geopolitical risk and changes in applicable laws or
regulations; the possibility that SHGC may be adversely affected by
other economic, business, and/or competitive factors; operational
risk; risk that the COVID-19 pandemic, and local, state, and
federal responses to addressing the pandemic may have an adverse
effect on SHGC’s business operations, as well as SHGC’s financial
condition and results of operations. Should one or more of these
risks or uncertainties materialize or should any of the assumptions
made by the management of SHGC prove incorrect, actual results may
vary in material respects from those projected in these
forward-looking statements. SHGC undertakes no obligation to update
or revise any forward-looking statements, whether as a result of
new information, future events or otherwise, except as required by
law.
SOURCE: Sky Harbour Group Corporation
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version on businesswire.com: https://www.businesswire.com/news/home/20220328005854/en/
SHGC Investor Relations: investors@skyharbour.group Attn:
Francisco X. Gonzalez
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