NEW YORK, Aug. 5, 2022 /PRNewswire/ -- GO Acquisition Corp.
(the "Company") (NYSE: GOAC, GOAC.U, GOAC.WS), a special purpose
acquisition company, today announced that it will redeem all of its
outstanding shares of Class A common stock (the "public shares"),
effective as of the close of business on August 17, 2022 (the "Redemption Date"), because
the Company will not complete an initial business combination
within the time period required by its Amended and Restated
Certificate of Incorporation (the "Certificate of
Incorporation").
As stated in the Company's registration statement on Form S-1,
effective as of August 4, 2020, and
in the Certificate of Incorporation, if the Company has not
completed an initial business combination within 24 months of the
closing of the Company's initial public offering, or August 7, 2022, the Company will: (i) cease all
operations except for the purpose of winding up; (ii) as promptly
as reasonably possible but not more than ten business days
thereafter (subject to lawfully available funds therefor), redeem
the public shares, at a per-share price, payable in cash, equal to
the aggregate amount then on deposit in the trust account including
interest earned on the funds held in the trust account and not
previously released to the Company to pay its taxes, if any (less
up to $100,000 of interest to pay
dissolution expenses), divided by the number of the then
outstanding public shares, which redemption will completely
extinguish the rights of the public stockholders (including the
right to receive further liquidation distributions, if any),
subject to applicable law; and (iii) as promptly as reasonably
possible following such redemption, subject to the approval of the
Company's remaining stockholders and its board of directors,
liquidate and dissolve, subject in each case, to its obligations
under Delaware law to provide for
claims of creditors and the requirements of other applicable
law.
The per-share redemption price for the public shares is expected
to be approximately (but not less than) $10.01 (the "Redemption Amount"). In
accordance with the terms of the related trust agreement, the
Company expects to retain interest earned on the funds deposited in
the trust account to pay the Company's tax obligations and
$100,000 of dissolution expenses.
As of the close of business on the Redemption Date, assuming
that a sum sufficient to redeem the public shares has been
irrevocably deposited or set aside to pay the Redemption Amount for
each public share, such public shares will be deemed to no longer
be outstanding and will represent only the right to receive the
Redemption Amount for each such public share.
The Redemption Amount will be payable to the holders of the
public shares upon presentation of their respective stock or unit
certificates or other delivery of their shares or units to the
Company's transfer agent, Continental Stock Transfer & Trust
Company. Beneficial owners of public shares held in "street name,"
however, will not need to take any action in order to receive the
Redemption Amount.
There will be no redemption rights or liquidating distributions
with respect to the Company's warrants, which will expire
worthless.
The Company expects that the last day of trading of its units
and common stock on the NYSE will be August
16, 2022, following which, the Company expects that the NYSE
will file a Form 25 with the United States Securities and Exchange
Commission (the "Commission") to delist its units and common stock
on or about August 16, 2022. The
Company thereafter expects to file a Form 15 with the Commission to
terminate the registration of its securities under the Securities
Exchange Act of 1934, as amended.
About GO ACQUISITION CORP.
GO Acquisition Corp. is a blank check company incorporated for
the purpose of effecting a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with one or more businesses or entities. The
Company focused its efforts on identifying a prospective target
business on travel-related and travel-adjacent businesses, with
either all or a substantial portion of its activities in
North America or Europe, though it was permitted to pursue
targets in any industry.
Forward-Looking Statements
This press release includes "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. When used in this press release, the words "could,"
"should," "will," "may," "believe," "anticipate," "intend,"
"estimate," "expect," "project," the negative of such terms and
other similar expressions are intended to identify forward-looking
statements, although not all forward-looking statements contain
such identifying words. Such forward-looking statements are based
on current information and expectations, forecasts and assumptions,
and involve a number of judgments, risks and uncertainties.
Accordingly, forward- looking statements should not be relied upon
as representing the Company's views as of any subsequent date, and
the Company does not undertake any obligation to update
forward-looking statements to reflect events or circumstances after
the date they were made, whether as a result of new information,
future events or otherwise, except as may be required under
applicable securities laws. You should not place undue reliance on
these forward-looking statements. As a result of a number of known
and unknown risks and uncertainties, actual results or performance
may be materially different from those expressed or implied by
these forward-looking statements.
Media Contact:
Jonathan Greenspun
jgreenspun@MercuryLLC.com
212-681-1380
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SOURCE GO Acquisition Corp.