TORONTO, Aug. 2, 2024
/CNW/ - FG ACQUISITION CORP. (TSX: FGAA.U) (TSX:
FGAA.WT.U) (the "Corporation") announced today that, having
obtained a receipt for its final prospectus dated August 2, 2024 (the "Final Prospectus")
with respect to its Qualifying Acquisition (as defined below), the
Corporation anticipates that the Qualifying Acquisition will close
in September 2024.
The Final Prospectus, which was filed with the securities
regulatory authorities in each of the provinces and territories of
Canada (except for Quebec), contains details of the Corporation's
proposed acquisition (the "Qualifying Acquisition") from
Strong Global Entertainment, Inc. ("Strong Global") of
Strong/MDI Screen Systems, Inc. ("MDI"), and is available on
SEDAR+ at www.sedarplus.ca. The Corporation will mail the Final
Prospectus to holders of the Class A restricted voting shares (the
"Class A Restricted Voting Shares") of the Corporation over
the course of the coming days.
In connection with the Qualifying Acquisition, holders of Class
A Restricted Voting Shares have the right to redeem all or a
portion of their Class A Restricted Voting Shares, provided that
they deposit their Class A Restricted Voting Shares prior to
5:00 p.m. (Toronto time) on the date to be announced by
the Corporation by way of news release (the "Redemption Election
Deadline") in accordance with the instructions contained in a
notice of redemption (the "Notice of Redemption"). Once the
Redemption Election Deadline is determined, the Corporation will
prepare and mail the Notice of Redemption to all holders of the
Class A Restricted Voting Shares and will make the Notice of
Redemption available on SEDAR+ at www.sedarplus.ca.
In connection with the Qualifying Acquisition, holders of share
purchase warrants of FGAC (the "IPO Warrants"), other than
FGAC Investors LLC and CG Investments VII Inc. (collectively, the
"Sponsors"), have the right to require the Sponsors to
acquire all or a portion of their IPO Warrants for US$1.25 per IPO Warrant, provided that they
deposit their IPO Warrants prior to 5:00 p.m. (Toronto time) on the date to be announced by
the Corporation by way of news release (the "IPO Warrant Deposit
Deadline"), in accordance with the instructions contained in a
notice of qualifying transaction (the "Notice of Qualifying
Transaction"). Once the IPO Warrant Deposit Deadline is
determined, the Corporation will prepare and mail the Notice of
Qualifying Transaction to all holders of the IPO Warrants and will
make the Notice of Qualifying Transaction available on SEDAR+ at
www.sedarplus.ca.
Advisors
Goodmans LLP is acting as legal counsel to the Corporation.
Gowling WLG is acting as legal counsel to Strong Global and
MDI.
About FG Acquisition Corp.
FG Acquisition Corp. is a special purpose acquisition company
incorporated under the laws of British
Columbia for the purpose of effecting, directly or
indirectly, an acquisition of one or more businesses or assets, by
way of a merger, amalgamation, arrangement, share exchange, asset
acquisition, share purchase, reorganization, or any other similar
business combination involving the Corporation. Kyle Cerminara serves as Chairman, Larry Swets, Jr. serves as Director and Chief
Executive Officer, and Hassan R.
Baqar serves as Director and Chief Financial Officer of the
Corporation. In addition, Robert I.
Kauffman, a former co-founder and Principal of Fortress
Investment Group, serves as a Senior Advisor to the
Corporation.
Forward‐Looking Statements
This press release may contain forward‐looking information
within the meaning of applicable securities legislation, which
reflects the Corporation's current expectations regarding future
events, including the closing date of the Qualifying Acquisition.
Forward‐looking information is based on a number of assumptions and
is subject to a number of risks and uncertainties, many of which
are beyond the Corporation's control, that could cause actual
results and events to differ materially from those that are
disclosed in or implied by such forward‐looking information. The
Corporation does not undertake any obligation to update such
forward‐looking information, whether as a result of new
information, future events or otherwise, except as expressly
required by applicable law.
SOURCE FG Acquisition Corp.