L&F Acquisition Corp. Transfers Listing to NYSE American LLC
June 07 2022 - 8:00AM
Business Wire
L&F Acquisition Corp. (“LNFA”) (NYSE: LNFA.U, LNFA, LNFA
WS), a special purpose acquisition company, announced today that it
will transfer its listing to the NYSE American LLC (“NYSE
American”), where it has been approved to list. In connection with
the transfer, LNFA will voluntarily delist from The New York Stock
Exchange. LNFA’s decision to transfer to the NYSE American was
motivated by several factors, including more favorable thresholds
for continued listing on the NYSE American. Following the transfer,
LNFA will continue to file the same types of periodic reports and
other information it currently files with the Securities and
Exchange Commission (the “SEC”). LNFA anticipates the transfer to
the NYSE American to occur on or about June 10, 2022.
Forward-Looking Statements
Certain statements in this press release are “forward-looking
statements” within the meaning of the “safe harbor” provisions of
the United States Private Securities Litigation Reform Act of 1995.
When used in this report, words such as “may”, “should”, “expect”,
“intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”,
“potential” or “continue”, or variations of these words or similar
expressions (or the negative versions of such words or expressions)
are intended to identify forward-looking statements.
Additional Information about the Business Combination and
Where to Find It
As previously announced, on December 17, 2021, LNFA entered into
a definitive business combination agreement (as amended,
supplemented or otherwise modified from time to time, the “Business
Combination Agreement”), by and among LNFA, L&F Acquisition
Holdings, LLC, a Delaware limited liability company and direct,
wholly-owned subsidiary of L&F, ZF Merger Sub, Inc., a Delaware
corporation and direct, wholly-owned subsidiary of L&F
Holdings, IDX Merger Sub, Inc., a Delaware corporation and direct,
wholly-owned subsidiary of L&F Holdings, IDX Forward Merger
Sub, LLC, a Delaware limited liability company and direct,
wholly-owned subsidiary of L&F Holdings, ZeroFox, Inc., a
Delaware corporation (“ZeroFox”), and ID Experts Holdings, Inc., a
Delaware corporation (“IDX”). LNFA has filed with the SEC a
Registration Statement on Form S-4 (as amended or supplemented
through the date hereof, the “Registration Statement”), which
includes a preliminary proxy statement/prospectus of LNFA, which
will be both the proxy statement to be distributed to holders of
LNFA's ordinary shares in connection with the solicitation of
proxies for the vote by LNFA's shareholders with respect to the
Business Combination Agreement, including the transactions
contemplated thereby (the "Business Combination") and related
matters as may be described in the Registration Statement, as well
as the prospectus relating to the offer and sale of the securities
to be issued in the Business Combination. After the Registration
Statement is declared effective, LNFA will mail a definitive proxy
statement/prospectus and other relevant documents to its
shareholders. LNFA’s shareholders and other interested persons are
advised to read, when available, the preliminary proxy
statement/prospectus, and amendments thereto, and definitive proxy
statement/prospectus in connection with LNFA’s solicitation of
proxies for its shareholders’ meeting to be held to approve the
Business Combination and related matters, because the proxy
statement/prospectus will contain important information about LNFA,
ZeroFox and IDX and the proposed Business Combination.
The definitive proxy statement/prospectus will be mailed to
shareholders of LNFA as of a record date to be established for
voting on the proposed Business Combination and related matters.
Shareholders may obtain copies of the proxy statement/prospectus,
when available, without charge, at the SEC’s website at www.sec.gov
or by directing a request to: L&F Acquisition Corp., 150 North
Riverside Plaza, Suite 5200, Chicago, Illinois 60606.
No Offer or Solicitation
This press release is for informational purposes only, and is
not intended to and shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy or subscribe for any securities or a solicitation of any vote
of approval, nor shall there be any sale, issuance or transfer 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 made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933, as
amended, and otherwise in accordance with applicable law.
Participants in Solicitation
This press release is not a solicitation of a proxy from any
investor or securityholder. However, LNFA, ZeroFox, IDX, JAR
Sponsor, LLC and certain of their respective directors and
executive officers may be deemed to be participants in the
solicitation of proxies from LNFA’s shareholders in connection with
the Business Combination under the rules of the SEC. Information
regarding LNFA directors and executive officers and such other
persons may be found in the Registration Statement, including
amendments thereto, and other reports which are filed with the SEC.
These documents can be obtained free of charge from the sources
indicated above.
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L&F Acquisition Corp.
Media Inquiries Jordan Niezelski, Edelman
Jordan.Niezelski@edelman.com
Investor Relations info@lfacquisitioncorp.com
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