Item 7.01
|
Regulation FD Disclosure.
|
In connection with the previously announced business combination (the Business Combination) between dMY Technology
Group, Inc. II (dMY) and Genius Sports Group Limited (GSG), the two companies have made a webcast available on their websites in which members of their respective managements discuss the Business
Combination (the Webcast). A copy of the transcript for the Webcast is furnished hereto as Exhibit 99.1.
In addition, on October 27, 2020, GSGs Chief Executive Officer, Mark Locke, spoke on Bloomberg tv. A copy of the transcript of the
interview is furnished hereto as Exhibit 99.2.
The information in this Item 7.01 and Exhibits 99.1 and 99.2
furnished hereto shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section, nor
shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the Securities Act) or the Exchange Act, except as expressly set forth by specific reference in such filing.
Important Information About the Business Combination and Where to Find It
In connection with the proposed Business Combination, Galileo NewCo Limited (NewCo) intends to file a registration
statement on Form F-4 (the Registration Statement) with the SEC, which will include a proxy statement/prospectus and certain other related documents, which will be both the proxy
statement to be distributed to holders of shares of dMYs Class A common stock in connection with dMYs solicitation of proxies for the vote by dMYs stockholders with respect to the Business Combination and other matters as may
be described in the definitive proxy statement, as well as the prospectus relating to the offer and sale of the securities of NewCo to be issued in the Business Combination. dMYs stockholders and other interested persons are advised to
read, when available, the preliminary proxy statement/prospectus included in the Registration Statement and the amendments thereto and the definitive proxy statement/prospectus and documents incorporated by reference therein filed in connection with
the Business Combination, as these materials will contain important information about the parties to the Business Combination Agreement, dMY and the Business Combination. After the Registration Statement is declared effective, the definitive proxy
statement/prospectus will be mailed to dMYs stockholders as of a record date to be established for voting on the Business Combination and other matters as may be described in the Registration Statement. Stockholders will also be able to obtain
copies of the proxy statement/prospectus and other documents filed with the SEC that will be incorporated by reference in the proxy statement/prospectus, without charge, once available, at the SECs web site at www.sec.gov, or by directing a
request to: dMY Technology Group, Inc. II, 1180 North Town Center Drive, Suite 100, Las Vegas, Nevada 89144, Attention: Niccolo de Masi.
Participants in the Solicitation
dMY and its directors and executive officers may be deemed participants in the solicitation of proxies from dMYs stockholders with
respect to the Business Combination. A list of the names of those directors and executive officers and a description of their interests in dMY is contained in the Registration Statement on Form S-1, which was
filed by dMY with the SEC on June 26, 2020 and is available free of charge at the SECs web site at www.sec.gov, or by directing a request to dMY Technology Group, Inc. II, 1180 North Town Center Drive, Suite 100, Las Vegas, Nevada
89144, Attention: Niccolo de Masi. Additional information regarding the interests of such participants will be contained in the Registration Statement when available.
GSGs directors and executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of dMY
in connection with the Business Combination. A list of the names of such directors and executive officers and information regarding their interests in the Business Combination will be included in the Registration Statement when available.