Item 8.01 Other Events.
On March 8, 2022, Endurance Acquisition Corp.
(“Endurance”) announced a proposed business combination with SatixFy Communications
Ltd. (“SatixFy”). On April 10, 2022, SatixFy issued a press release, a copy of which is attached hereto
as Exhibit 99.1 and incorporated by reference herein.
Important Information About the Proposed Transaction and Where to
Find It
The proposed business combination will be submitted
to shareholders of Endurance for their consideration. SatixFy intends to file a joint proxy statement/registration statement on Form F-4
(the “Registration Statement”) with the Securities and Exchange Commission (the “SEC”) which will
include preliminary and definitive proxy statements to be distributed to Endurance’s shareholders in connection with Endurance’s
solicitation for proxies for the vote by Endurance’s shareholders in connection with the proposed business combination and other
matters as described in the Registration Statement, as well as the prospectus relating to the offer of the securities to be issued to
SatixFy’s shareholders in connection with the completion of the proposed business combination. After the Registration Statement
has been filed and declared effective, Endurance will mail a definitive proxy statement and other relevant documents to its shareholders
as of the record date established for voting on the proposed business combination. Endurance’s shareholders and other interested
persons are advised to read, once available, the preliminary proxy statement / prospectus and any amendments thereto and, once available,
the definitive proxy statement / prospectus, in connection with Endurance’s solicitation of proxies for its extraordinary general
meeting of shareholders to be held to approve, among other things, the proposed business combination, because these documents will contain
important information about Endurance, SatixFy and the proposed business combination. Shareholders may also obtain a copy of the preliminary
or definitive proxy statement, once available, as well as other documents filed with the SEC regarding the proposed business combination
and other documents filed with the SEC by Endurance, without charge, at the SEC’s website located at www.sec.gov or by directing
a request to Endurance Acquisition Corp., 630 Fifth Avenue, 20th Floor, New York, NY 10111.
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN
HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS
OF THE PROPOSED TRANSACTION PURSUANT TO WHICH ANY SECURITIES ARE TO BE OFFERED OR THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED
HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Forward-Looking Statements
This
Current Report on Form 8-K includes “forward-looking statements” within the meaning of the “safe harbor” provisions
of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words
such as “estimate,” “plan,” “project,” “forecast,” “intend,” “will,”
“expect,” “anticipate,” “believe,” “seek,” “target” or other similar expressions
that predict or indicate future events or trends or that are not statements of historical matters. These statements are based on various
assumptions, whether or not identified in this Current Report on Form 8-K, and on the current expectations of SatixFy’s and Endurance’s
management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only
and are not intended to serve as, and must not be relied on by any 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 SatixFy and Endurance. These forward-looking statements are subject to
a number of risks and uncertainties, including the occurrence of any event, change or other circumstances that could give rise to the
termination of the proposed business combination; the outcome of any legal proceedings that may be instituted against SatixFy or Endurance,
the combined company or others following the announcement of the proposed business combination; the inability to complete the proposed
business combination due to the failure to obtain approval of the shareholders of SatixFy or Endurance or to satisfy other conditions
to closing; changes to the proposed structure of the proposed business combination that may be required or appropriate as a result of
applicable laws or regulations or as a condition to obtaining regulatory approval of the proposed business combination; the ability to
meet stock exchange listing standards following the consummation of the proposed business combination; the risk that the proposed business
combination disrupts current plans and operations of SatixFy as a result of the announcement and consummation of the proposed business
combination; the ability to recognize the anticipated benefits of the proposed business combination, which may be affected by, among other
things, competition, the ability of the combined company to grow and manage growth profitably, maintain
relationships with customers and retain its management and key employees and the execution of the CEO transition plan; costs related to
the proposed business combination; changes in applicable laws or regulations; SatixFy’s estimates of expenses and profitability
and underlying assumptions with respect to shareholder redemptions and purchase price and other adjustments; any downturn or volatility
in economic conditions; the effects of COVID-19 or other epidemics; changes in the competitive environment affecting SatixFy or its customers,
including SatixFy’s inability to introduce new products or technologies; the impact of pricing pressure and erosion; supply chain
risks; risks to SatixFy’s ability to protect its intellectual property and avoid infringement by others, or claims of infringement
against SatixFy; the possibility that SatixFy or Endurance may be adversely affected by other economic, business and/or competitive factors;
SatixFy's estimates of its financial performance; risks related to the fact that SatixFy is incorporated in Israel and governed by Israeli
law; and those factors discussed in Endurance’s final prospectus dated September 14, 2021 and Annual Report on Form 10-K for the
fiscal year ended December 31, 2021, in each case, under the heading “Risk Factors,” and other documents of Endurance filed,
or to be filed, with the SEC. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially
from the results implied by these forward-looking statements. There may be additional risks that neither SatixFy nor Endurance presently
know or that SatixFy and Endurance currently believe are immaterial that could also cause actual results to differ from those contained
in the forward-looking statements. In addition, forward-looking statements reflect SatixFy’s and Endurance’s expectations,
plans or forecasts of future events and views as of the date of this Current Report on Form 8-K. SatixFy and Endurance anticipate that
subsequent events and developments will cause SatixFy’s and Endurance’s assessments to change. However, while SatixFy and
Endurance may elect to update these forward-looking statements at some point in the future, SatixFy and Endurance specifically disclaim
any obligation to do so. These forward-looking statements should not be relied upon as representing SatixFy’s and Endurance’s
assessments as of any date subsequent to the date of this Current Report on Form 8-K. Accordingly, undue reliance should not be placed
upon the forward-looking statements.
No Offer or Solicitation
This Current Report on Form 8-K does not
constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall
there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such jurisdiction.
Participants in Solicitation
Endurance, SatixFy and certain of their respective
directors, executive officers and other members of management and employees may, under SEC rules, be deemed to be participants in the
solicitations of proxies from Endurance’s shareholders in connection with the proposed business combination. Information regarding
the persons who may, under SEC rules, be deemed participants in the solicitation of Endurance’s shareholders in connection with
the proposed business combination will be set forth in Endurance’s proxy statement / prospectus when it is filed with the SEC. You
can find more information about Endurance’s directors and executive officers in Endurance’s final prospectus dated September
14, 2021 and Annual Report on Form 10-K for the fiscal year ended December 31, 2021. Additional information regarding the participants
in the proxy solicitation and a description of their direct and indirect interests will be included in the proxy statement / prospectus
when it becomes available. Shareholders, potential investors and other interested persons should read the proxy statement / prospectus
carefully when it becomes available before making any voting or investment decisions. You may obtain free copies of these documents from
the sources indicated above.