Hawks Acquisition Corp (the “Company”)
today announced that it will not make any permitted working capital withdrawals, which are subject to an annual limit of $1,000,000, from
the Company’s trust account (the “Trust Account”) following the redemption (the “Redemption”)
of shares of the Company’s Class A common stock, par value $0.0001 per share (the “Class A common stock”), that
is expected to occur in connection with the proposed extension of the date by which the Company must consummate an initial business combination
from April 13, 2023 to December 13, 2023 (the “Extension”, and such proposal, the “Extension Amendment Proposal”).
Any such permitted working capital withdrawals will occur prior to the Redemption. The Company’s stockholders will be asked to vote
on the Extension Amendment Proposal at the special meeting of the Company to be held at 10 a.m., Eastern Time, on April 6, 2023 (the “Special
Meeting”).
As disclosed in the Company’s definitive
proxy statement (the “Proxy Statement”) filed with the Securities and Exchange Commission (the “SEC”),
to mitigate the current uncertainty surrounding the implementation of the Inflation Reduction Act of 2022 (the “IR Act”),
an affiliate of Hawks Sponsor LLC intends to indemnify the Company for any excise tax liabilities resulting from the implementation of
the IR Act with respect to any redemptions that occur in connection with the Extension, solely to the extent the amount payable exceeds
the cash otherwise available to the Company outside of the Trust Account for the payment of any such tax. The Company clarified today
that funds held in the Trust Account, including any interest thereon, will not be used to pay for any excise tax liabilities with respect
to any future redemptions of the Class A common stock prior to or in connection with the Extension.
Additional Information and Where to Find It
On March 17, 2023, the Company filed the Proxy
Statement with the SEC in connection with its solicitation of proxies for the Special Meeting, which further describes the Extension Amendment
Proposal and other proposals to be voted on at the Special Meeting. Copies of the Proxy Statement may be obtained at the SEC’s website
located at www.sec.gov or by directing a written request to 600 Lexington Avenue, 9th Floor, New York, NY 10022.
Forward-Looking Statements
This Current Report includes, and oral statements
made from time to time by representatives of the Company may include, forward-looking statements within the meaning of 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 (the “Exchange Act”). The Company has based these forward-looking statements on its current expectations
and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions
about the Company that may cause the Company’s actual results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements.
In some cases, you can identify forward-looking statements by terminology such as “will,” “may,” “should,”
“could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,”
“continue,” “goal,” “target,” “outlook,” “allow,” “intend” or
the negative of such terms or other similar expressions. Such statements include, but are not limited to, possible business combinations
and the financing thereof, and related matters, as well as all other statements other than statements of historical fact included in this
Current Report. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in the Company’s
other SEC filings. Forward-looking statements in this Current Report may include, for example, the anticipated benefits of a business
combination; the Company’s intention with respect to working capital withdrawals; and any excise tax that may be imposed under the
IR Act in connection with redemptions of the Class A common stock.
The forward-looking statements contained in
this Current Report are based on the Company’s current expectations and beliefs concerning future developments and their potential
effects on the Company. There can be no assurance that future developments affecting the Company will be those that the Company has anticipated.
These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the Company’s control) or other
assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking
statements. These risks and uncertainties include, but are not limited
to, those factors described under the section titled “Risk
Factors” in the Proxy Statement and in the Company’s most recent Annual Report on Form 10-K. Should one or more of these risks
or uncertainties materialize, or should any of the Company’s assumptions prove incorrect, actual results may vary in material respects
from those projected in these forward-looking statements. The Company undertakes no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities
laws.
No Offer or Solicitation
This Current Report is for informational purposes
only and is neither an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy, any securities or the solicitation
of any vote in any jurisdiction pursuant to the Proxy Statement or otherwise, nor shall there be any sale, issuance or transfer of securities
in any jurisdiction in contravention of applicable law. No offer of securities shall be made except in accordance with the provisions
of the Securities Act. If a definitive agreement regarding a business combination is entered into, the Company will provide a separate
proxy statement and/or prospectus to stockholders in connection with a separate additional special meeting of stockholders regarding a
business combination. You are not being asked to make a voting or investment decision regarding a business combination at this time.
Participants in the Solicitation
The Company and certain of its directors and executive officers may be
deemed to be participants in the solicitation of proxies from the Company’s stockholders, in favor of the approval of the Extension
Amendment Proposal and the other proposals to be voted on at the Special Meeting. For information regarding the Company’s directors
and executive officers, please see the Company’s Annual Report on Form 10-K and the other documents filed (or to be filed) by the
Company from time to time with the SEC. Additional information regarding the interests of those participants and other persons who may
be deemed to be participants may be obtained by reading the Proxy Statement and other relevant documents filed with the SEC when they
become available. Free copies of these documents may be obtained at the SEC’s website located at www.sec.gov or by directing a written
request to 600 Lexington Avenue, 9th Floor, New York, NY 10022. If a definitive agreement regarding a business combination is entered
into, the Company will provide a separate proxy statement and/or prospectus to stockholders in connection with a separate additional special
meeting of stockholders regarding a business combination. You are not being asked to make a voting or investment decision regarding a
business combination at this time.