- Special Meeting of BowX stockholders to approve proposed
business combination with WeWork to be held on October 19,
2021
- Stockholders of record as of the close of business on September
14, 2021, should vote their shares even if they no longer own
them
- Stockholders are encouraged to vote as soon as possible
BowX Acquisition Corp. (NASDAQ: BOWX, BOWXU, and BOWXW)
(“BowX”), a special purpose acquisition company, reminds
stockholders to vote in favor of its proposed business combination
with WeWork Inc. (“WeWork”) ahead of its special meeting scheduled
for October 19, 2021, at 11:00 AM Eastern Time (the “Special
Meeting”). Holders of BowX common stock as of the record date of
September 14, 2021, should vote their shares even if they no longer
own them and regardless of the number of shares they hold.
BowX’s board of directors recommends you vote “FOR” the
business combination with WeWork and “FOR” all of the related
proposals described in the proxy statement/prospectus dated
September 20, 2021. All stockholders of BowX are strongly
encouraged to read the proxy statement in its entirety before
voting.
The Special Meeting will be held virtually and can be accessed
by visiting https://www.cstproxy.com/bowxacquisitioncorp/sm2021.
BowX recommends that you log in at least 15 minutes before the
Special Meeting to ensure you are logged in when the Special
Meeting starts.
These are the two easiest ways to vote: Vote Online (Highly
Recommended): Follow the instructions on the Voting Instruction
Form you received in the mail provided by your bank, broker or
other nominee. You will need your control number, which is printed
on the form you received in order to vote online.
Vote by Telephone: Follow the instructions provided by
your broker, bank or other nominee on the voting instruction form
mailed (or emailed) to you. You will need your control number which
is included on the voting instruction form to vote via automated
telephone service.
Additionally, you can vote by mail: For voting by mail, be sure to:
- Mark, sign and date your Voting Instruction Form; and
- Fold and return your Voting Instruction Form in the
postage-paid envelope provided; and
- Return your Voting Instruction Form prior to the date of the
Special Meeting.
YOUR CONTROL NUMBER IS FOUND ON YOUR VOTING INSTRUCTION
FORM. If you did not receive or misplaced your voting
instruction form, contact your bank, broker or other nominee for a
replacement or to obtain your control number in order to vote. A
bank, broker or other nominee is a person or firm that acts as an
intermediary between an investor and the stock exchange who can
help you vote your shares.
FAQs How many votes do I have at
the Special Meeting? BowX’s stockholders are entitled to one
vote at the Special Meeting for each share of BowX common stock
held of record as of September 14, 2021, the record date for the
Special Meeting.
What do I need in order to participate in the Special Meeting
online? You can attend the Special Meeting via the Internet by
visiting: https://www.cstproxy.com/bowxacquisitioncorp/sm2021.
Can I attend the Special Meeting in person? No. BowX will
be hosting the Special Meeting via live webcast on the
Internet.
What happens if I sell my BowX common stock before the
Special Meeting? The record date for the Special Meeting is
September 14, 2021, earlier than the date of the Special Meeting
and earlier than the date the business combination is expected to
be completed. If you sell your shares after the record date, but
before the Special Meeting date, you will retain your right to vote
at the Special Meeting.
Who can help answer my questions? If you have questions
about the proposals to be presented at the Special Meeting or if
you need additional copies of the proxy statement/prospectus or the
enclosed Voting Instruction Form, contact BowX’s proxy solicitor as
follows:
Morrow Sodali LLC 470 West Avenue Stamford, CT, 06902
Individuals call toll-free (800) 662-5200 Banks and Brokers call
(203) 658-9400 bowx.info@investor.morrowsodali.com
About WeWork WeWork was founded in 2010 with the vision
to create environments where people and companies come together and
do their best work. Since opening our first location in New York
City, we’ve grown into a global flexible space provider committed
to delivering technology-driven flexible solutions, inspiring
spaces, and unmatched community experiences. Today, we’re
constantly reimagining how the workplace can help everyone, from
freelancers to Fortune 500s, be more motivated, productive, and
connected.
About BowX Acquisition Corp. BowX Acquisition Corp. is a
Special Purpose Acquisition Company formed by management of Bow
Capital, including Vivek Ranadivé, and Murray Rode. Bow Capital is
a venture capital fund bridging the best of academia, business, and
entertainment. Mr. Ranadivé has four decades of experience and is
founder and managing director of Bow Capital, as well as previous
founder and CEO of TIBCO. Mr. Rode is senior advisor of Bow Capital
and former CEO of TIBCO, with over 30 years of experience in
tech.
Additional Information and Where to Find It This press
release relates to a proposed transaction between BowX and WeWork.
This press release 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 WeWork, the combined company or BowX, 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. BowX has filed a registration statement on
Form S-4 (Registration No. 333-256133) with the SEC, which includes
a document that serves as a prospectus and proxy statement of BowX,
referred to as a proxy statement/prospectus. The definitive proxy
statement/prospectus was filed with the SEC on September 20, 2021
and was sent to all BowX stockholders as of September 14, 2021 (the
record date for voting on the proposed transaction). Before
making any voting decision, investors and security holders of BowX
are urged to read the registration statement, the proxy
statement/prospectus and all other relevant documents filed with
the SEC in connection with the proposed transaction because they
contain important information about the proposed transaction.
Investors and security holders will be able to obtain free copies
of the registration statement, the proxy statement/prospectus and
all other relevant documents filed with the SEC by BowX through the
website maintained by the SEC at www.sec.gov.
Participants in Solicitation BowX and its directors and
executive officers may be deemed to be participants in the
solicitation of proxies from BowX’s stockholders in connection with
the proposed transaction. A list of the names of the directors and
executive officers of BowX and information regarding their
interests in the business combination is set forth in BowX’s
registration statement on Form S-4 (Registration No. 333-256133)
filed with the SEC. Additional information regarding the interests
of such persons and other persons who may be deemed participants in
the solicitation is contained in the registration statement and the
proxy statement/prospectus. You may obtain free copies of these
documents as described in the preceding paragraph.
Forward-Looking Statements Certain statements made in
this press release are “forward looking statements” within the
meaning of the “safe harbor” provisions of the United States
Private Securities Litigation Reform Act of 1995. Such
“forward-looking statements” with respect to the proposed
transaction between WeWork and BowX include statements regarding
the benefits of the transaction, the clear path to positive
adjusted EBITDA, WeWork’s ability to continue self-funding its
growth into the future, the amount of cash the transaction will
provide WeWork, the anticipated timing of the transaction and the
products and markets of WeWork. These forward-looking statements
generally are identified by the words “believe,” “project,”
“expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,”
“opportunity,” “plan,” “pipeline,” “may,” “should,” “will,”
“would,” “will be,” “will continue,” “will likely result,” and
similar expressions. 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 risks and uncertainties. Many factors could cause actual
future events to differ materially from the forward-looking
statements in this press release, including but not limited to: (i)
the risk that the transaction may not be completed in a timely
manner or at all, which may adversely affect the price of BowX’s
securities, (ii) the risk that the transaction may not be completed
by BowX’s business combination deadline and the potential failure
to obtain an extension of the business combination deadline if
sought by BowX, (iii) the failure to satisfy the conditions to the
consummation of the transaction, including the adoption of the
Merger Agreement by the shareholders of BowX, the satisfaction of
the minimum amount in the trust account following redemptions by
BowX’s public shareholders and the receipt of certain governmental
and regulatory approvals, (iv) the lack of a third party valuation
in determining whether or not to pursue the proposed transaction,
(v) the inability to complete the PIPE investment, (vi) the
occurrence of any event, change or other circumstance that could
give rise to the termination of the Merger Agreement, (vii) the
effect of the announcement or pendency of the transaction on
WeWork’s business relationships, operating results, and business
generally, (viii) risks that the proposed transaction disrupts
current plans and operations of WeWork and potential difficulties
in WeWork employee retention as a result of the transaction, (ix)
the outcome of any legal proceedings that may be instituted against
WeWork or against BowX related to the Merger Agreement or the
proposed transaction, (x) the ability to maintain the listing of
BowX’s securities on a national securities exchange, (xi) the price
of BowX’s securities may be volatile due to a variety of factors,
including changes in the competitive and regulated industries in
which BowX plans to operate or WeWork operates, variations in
operating performance across competitors, changes in laws and
regulations affecting BowX’s or WeWork’s business, WeWork’s
inability to implement its business plan or meet or exceed its
financial projections and changes in the combined capital
structure, (xii) changes in general economic conditions, including
as a result of the COVID-19 pandemic, and (xiii) the ability to
implement business plans, forecasts, and other expectations after
the completion of the proposed transaction, and identify and
realize additional opportunities. The foregoing list of factors is
not exhaustive. You should carefully consider the foregoing factors
and the other risks and uncertainties described in the registration
statement on Form S-4 discussed above, the proxy
statement/prospectus and other documents filed or that may be filed
by BowX from time to time with the SEC. 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 WeWork and BowX
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 WeWork nor BowX gives any
assurance that either WeWork or BowX, or the combined company, will
achieve its expectations.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20211012005076/en/
Investors Chandler Salisbury investor@wework.com
Media Nicole Sizemore press@wework.com
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