In partnership with the Turkish Ministry of
Interior Department of Disaster and Emergency Management, the
Turkish Red Crescent, the World Health Organization, Beşiktaş J.K.
and the Turkish Pharmacists’ Association, MNG Airlines is working
to supply rescue and relief supplies to southeast Turkey.
Earthquake victims and rescue and relief
workers remain in dire need of supplies. Donors can find additional
information and support the efforts at the following sites:
https://en.afad.gov.tr/
https://www.kizilay.org.tr/
MNG Havayollari ve Tasimacilik A.S. (“MNG Airlines” or “MNGA”),
a global logistics provider and e-commerce enabler, is providing
ground transport, logistics and air cargo services to aid victims
of the devastating February 6th earthquakes. MNGA has mobilized a
fleet of cargo trucks to support the Turkish Ministry of Interior
Department of Disaster and Emergency Management to deliver supplies
from Istanbul directly to Malatya and Gaziantep. Starting on
February 7th, the MNGA’s trucks began delivering emergency aid to
the region. On February 8th, MNG Airlines volunteered an A300-600
aircraft to transport relief goods including 44 tons of supplies
donated by MNG Airlines staff. After the first flight, MNGA
operated 4 flights to Malatya and 2 flights to Adana to provide
transportation for donations from Beşiktaş JK, the Turkish
Pharmacists’ Association and other donors.
MNG Airlines has also partnered with the Turkish Red Crescent to
collect and transport emergency donations from across Europe to
Malatya and Adana. Starting on February 9th, and working alongside
international embassies and consulate staff, airport staff and our
ground handling partner DNATA CGN, MNG Airlines loaded emergency
relief donations at the Cologne, Amsterdam, and Charles de Gaulle
airports for transport to Istanbul Airport. MNG Airlines’
collaboration with the Red Crescent is ongoing, and as of today,
MNG Airlines has transported 240 tons of aid.
On February 8th, 16th and 23rd, MNG Airlines operated an
A300-600 cargo plane on behalf of the World Health Organization
(“WHO”) to transport 120 tons of emergency medical kits from Al
Maktoum International Airport in Dubai to Istanbul, where the WHO’s
emergency response teams began transporting the kits to areas most
in need. On February 18th, MNG Airlines operated an A300-600 cargo
plane on behalf of UNICEF to transport 37 tons of relief goods.
MNG Airlines and Golden Falcon Acquisition Corporation stand
with friends, family, and fellow Turkish citizens whose lives have
been impacted by the earthquakes, and will continue supporting our
disaster relief and recovery partners during this difficult
time.
About MNG Airlines
MNG Airlines is a global logistics provider. MNG Airlines
started operations in 1996, having conducted its first
transatlantic flight in 1998, and now services over 15,000
corporate customers across 41 countries through over 3,500 flights
per year. MNG Airlines offers charter services with customized
plane and capacity options in addition to scheduled flights and
aircraft, maintenance, crew and insurance (ACMI) services. MNG
Airlines also has a fully equipped and EU standards-compliant
warehouse since 2000.
About Golden Falcon Acquisition Corp.
Golden Falcon Acquisition Corp. (Golden Falcon) is a New York
Stock Exchange-listed special purpose acquisition company. Golden
Falcon management’s combined experience includes over 100 years of
investment banking, private equity and executive management
experience and over 230 transactions with an aggregate value of
over $450 billion globally. Golden Falcon brings a transatlantic
network of relationships with entrepreneurs, family-owned
businesses, large corporations, sovereign wealth funds, private
equity, venture capital and asset management firms to help finance,
support and grow its business combination partner.
In addition, Golden Falcon’s board members and strategic
advisory group bring extensive expertise in operating, financing,
and investing in leading companies. They have held leadership
positions with multinational corporations, where they established a
proven track record of creating shareholder value, organically as
well as through strategic transactions.
Important Information About the Proposed Transaction and
Where to Find It
In connection with the proposed transaction between Golden
Falcon and MNGA, MNGA intends to publicly file a registration
statement on Form F-4 (the “Form F-4”) 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 Golden Falcon’s common stock in connection
with Golden Falcon’s solicitation of proxies for the vote by its
stockholders with respect to the proposed transaction and other
matters as may be described in the definitive proxy statement, as
well as a prospectus relating to the offer and sale of the
securities of MNGA to be issued in the proposed transaction. The
definitive proxy statement/prospectus will be sent to all Golden
Falcon stockholders as of a record date to be established for
voting on the transaction. Golden Falcon also will file other
documents regarding the proposed transaction with the SEC.
Before making any voting decision, investors and security
holders of Golden Falcon are urged to read the registration
statement, the proxy statement/prospectus, and amendments thereto,
and the definitive proxy statement/prospectus in connection with
Golden Falcon’s solicitation of proxies for its stockholders’
meeting to be held to approve the transaction, and all other
relevant documents filed or that will be filed with the SEC in
connection with the proposed transaction as they become available
because they will contain important information about Golden
Falcon, MNGA and the proposed transaction.
Investors and securityholders will be able to obtain free copies
of the registration statement, the proxy statement/prospectus and
all other relevant documents filed or that will be filed with the
SEC by Golden Falcon and MNGA through the website maintained by the
SEC at www.sec.gov.
The documents filed by Golden Falcon with the SEC also may be
obtained free of charge at Golden Falcon’s website at
www.goldenfalconcorp.com or upon written request to: Golden Falcon
Acquisition Corp., 850 Library Avenue, Suite 204, Newark, DE
19711.
NEITHER THE SEC NOR ANY STATE SECURITIES REGULATORY AGENCY HAS
APPROVED OR DISAPPROVED THE TRANSACTIONS DESCRIBED IN THIS
COMMUNICATION, PASSED UPON THE MERITS OR FAIRNESS OF THE
TRANSACTION OR RELATED TRANSACTIONS OR PASSED UPON THE ADEQUACY OR
ACCURACY OF THE DISCLOSURE IN THIS COMMUNICATION. ANY
REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.
Forward-Looking Statements
This communication contains certain “forward-looking statements”
within the meaning of the United States Private Securities
Litigation Reform Act of 1995, Section 27A of the Securities Act of
1933, as amended (the “Securities Act”), and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements other
than statements of historical fact contained in this communication
are forward-looking statements. Some of these forward-looking
statements can be identified by the use of forward-looking words,
including “may,” “should,” “expect,” “intend,” “will,” “estimate,”
“anticipate,” “believe,” “predict,” “plan,” “targets,” “projects,”
“could,” “would,” “continue,” “forecast” or the negatives of these
terms or variations of them or similar expressions. All
forward-looking statements are subject to risks, uncertainties, and
other factors, which could cause actual results to differ
materially from those expressed or implied by such forward-looking
statements. All forward-looking statements are based upon
estimates, forecasts and assumptions that, while considered
reasonable by Golden Falcon and its management, and MNGA and its
management, as the case may be, are inherently uncertain and many
factors may cause the actual results to differ materially from
current expectations which include, but are not limited to: our
expectation that we will continue to provide disaster aid relief to
those impacted by the earthquake; the risk that MNGA is not able to
expand its network coverage or efficiently use its fleet; the risk
that MNGA Airlines does not become a global logistics provider; the
risk that the market does not receive MNGA as a high-quality
business; the risk that the proposed transaction may not be
completed in a timely manner or at all, which may adversely affect
the price of Golden Falcon’s securities; Golden Falcon’s potential
failure to obtain an extension of the deadline for the proposed
transaction; the failure to satisfy the conditions to the
consummation of the proposed transaction, including the adoption of
the business combination agreement by the stockholders of Golden
Falcon; failure to satisfy the minimum cash amount following
redemptions by Golden Falcon’s public stockholders in connection
with the stockholder vote to extend the business combination
deadline and the stockholder vote to approve the business
combination agreement and the transactions contemplated thereby;
failure to receive certain governmental and regulatory approvals;
the lack of a third party valuation in determining whether or not
to pursue the proposed transaction; the occurrence of any event,
change or other circumstance that could give rise to the
termination of the business combination agreement; costs related to
the proposed transaction; actual or potential conflicts of interest
of Golden Falcon’s management with its public stockholders; the
effect of the announcement or pendency of the proposed transaction
on MNGA’s business relationships, performance, and business
generally; risks that the proposed transaction disrupts current
plans of MNGA and potential difficulties in MNGA’s employee
retention as a result of the proposed transaction; the outcome of
any legal proceedings that may be instituted against MNGA or
against Golden Falcon related to the business combination agreement
or the proposed transaction; failure to realize the anticipated
benefits of the proposed transaction; the inability to meet and
maintain the listing of Golden Falcon’s securities (or the
securities of MNGA) on the NYSE; the risk that the price of Golden
Falcon’s or MNGA’s securities may be volatile due to a variety of
factors, including macro-economic and social environments affecting
MNGA’s business and changes in the combined capital structure; the
inability to implement business plans, forecasts, and other
expectations after the completion of the proposed transaction, and
identify and realize additional opportunities; the risk that MNGA
will need to raise additional capital to execute its business plan,
which may not be available on acceptable terms or at all; the risk
that the post-combination company experiences difficulties in
managing its growth and expanding operations; negative economic
conditions that could impact MNGA and the air cargo business in
general; factors that affect air cargo companies generally; changes
in, and MNGA’s ability to comply with, laws and government
regulations, particularly, the civil aviation regulatory framework;
competition in the air cargo industry; reduction in demand for
MNGA’s cargo or charter operations, including as a result of
reductions in global trade growth or e-commerce activity,
government reduction or limitation of operating capacity; risks
associated with MNGA doing business in emerging markets; conflict
and uncertainty in neighboring countries; and other risks and
uncertainties set forth in the sections entitled “Risk Factors” and
“Cautionary Note Regarding Forward-Looking Statements” in Golden
Falcon’s Annual Report on Form 10-K which was filed by Golden
Falcon on March 31, 2022 (the “2021 Form 10-K”), and subsequently
filed Quarterly Reports on Form 10-Q, as such factors may be
updated from time to time in Golden Falcon’s filings with the SEC,
the Form F-4 and the proxy statement/prospectus contained therein.
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.
Golden Falcon and MNGA caution that the foregoing list of factors
is not exclusive.
Nothing in this communication should be regarded as a
representation by any person that the forward-looking statements
set forth herein will be achieved or that any of the contemplated
results of such forward-looking statements will be achieved. You
should not place undue reliance on forward-looking statements,
which speak only as of the date they are made. Neither Golden
Falcon nor MNGA gives any assurance that either Golden Falcon or
MNGA or the combined company will achieve its expected results.
Neither Golden Falcon nor MNGA undertakes any duty to update these
forward-looking statements, except as otherwise required by
law.
Participants in the Solicitation
MNGA and Golden Falcon and their respective directors and
officers and other members of management may, under SEC rules, be
deemed to be participants in the solicitation of proxies from
Golden Falcon stockholders with the proposed transaction and the
other matters set forth in the proxy statement/prospectus.
Information about Golden Falcon’s directors and executive officers
is set forth in Golden Falcon’s filings with the SEC, including the
2021 Form 10-K. Additional information regarding the direct and
indirect interests, by security holdings or otherwise, of those
persons and other persons who may be deemed participants in the
proposed transaction may be obtained by reading the proxy
statement/prospectus regarding the proposed transaction when it
becomes available. You may obtain free copies of these documents as
described above under “Important Information About the Proposed
Transaction and Where to Find It.”
No Offer or Solicitation
This communication is for information purposes only and shall
not constitute a proxy statement or solicitation of a proxy,
consent or authorization with respect to any securities or in
respect of the proposed transaction and is not intended to and does
not constitute an offer to sell or the solicitation of an offer to
buy, sell or solicit any securities or any proxy, 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. No offer of securities shall be deemed to be made
except by means of a prospectus meeting the requirements of Section
10 of the Securities Act, or an exemption therefrom.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230223005688/en/
Ipek Akyildiz, Corporate Communications Manager,
ipek.akyildiz@mngairlines.com Michael Bowen, Managing Director, ICR
Inc, MNGAirlines@icrinc.com
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