Filed by RedBall Acquisition Corp.
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Subject Company: RedBall Acquisition Corp.
Commission File No. 001-39440
Date: October 13, 2021
Sportico
Article Covering the Business Combination
October 13, 2021
SEATGEEK AND REDBALL INK IPO PLAN AS ACCEL, KEVIN DURANT JOIN DEAL
Sportico
By Brendan Coffey
13 October 2021
Ticketing business SeatGeek has signed a
definitive agreement to go public with Gerry Cardinales RedBall SPAC in a deal valuing the enterprise at $1.35 billion, according to a Wednesday morning press release.
It really gives us the opportunity to double-down on what weve already been doing, said SeatGeek CEO Jack Groetzinger, in a phone call.
To continue to grow our brand, to continue to sign new enterprise deals, to continue to expand marketing, but also to invest in new products and technology and find a way to make the industry better for all stakeholders.
Joining the transaction are Utah Jazz owner Ryan Smith and Kevin Durants Thirty Five Ventures, which are part of a PIPE syndicate buying
$100 million of shares and warrants. The PIPE group also includes Accel Partners, an existing investor in SeatGeek, as well as other investors not yet disclosed. RedBall will be bringing all $575 million it raised at its IPO to the
transaction. After paying expenses and accounting for existing cash on its books, SeatGeek will have $669 million to finance activities after the merger closes in early 2022.
As part of the deal, the company will pay down $62 million in debt, while RedBalls sponsors, led by Cardinale, will take a promote of
about 7.2 million shares, half of which is deferred and exerciseable at $12.50 and $15 a share, according to an investor presentation. The promote are large amounts of cheap warrants to buy stock SPAC sponsors award themselves at their IPO, a
level that is frequently negotiated down with target companies. Overall, existing SeatGeek shareholders will own 63.5% of the new business at closing, RedBall shareholders 28.5%, RedBalls sponsors 3.1% and PIPE investors 5%, according to the
document.