NEW YORK, Oct. 08, 2021 (GLOBE NEWSWIRE) – Horizon Acquisition Corp. (NYSE: HZAC) (“Horizon” or the “Company”) announced today that, assuming the conditions to close its current business combination are met with Vivid Seats Inc. (“Vivid Seats” ) (the “Business Combination”), including the approval of the Business Combination by the shareholders of the Company, Vivid Seats, as a surviving entity, intends to list its common shares and warrants listed on the Nasdaq Capital Marché (the “Nasdaq”) under the ticker symbols “SEAT” and “SEAT WS”, respectively and that Horizon intends to voluntarily delist all of its securities from the New York Stock Exchange (“NYSE”), including each of Horizon’s units, public shares and public warrants currently listed on the NYSE under the symbols “HZAC.U”, “HZAC” and “HZAC WS”, respectively. The decision to list on Nasdaq was taken into consideration in the business combination. Trading is currently expected to begin on the Nasdaq on or around October 19, 2021 after the completion of the business combination, which is currently scheduled to take place on October 18, 2021, subject to final shareholder approval at the extraordinary general meeting. Horizon on October 14, 2021., and the satisfaction of other customary closing conditions. Until the business combination is completed, the common shares, warrants and Class A units of Horizon will continue to trade under the ticker symbols “HZAC”, “HZAC WS” and “HZAC.U” , Respectively, on the NYSE. Listing on the Nasdaq and delisting from the NYSE is subject to the closing of the business combination and compliance with all requirements for listing on the Nasdaq. Horizon expects the last day of trading on the NYSE to be on or around October 18, 2021, subject to final shareholder approval at Horizon’s special general meeting on October 14, 2021 and the satisfaction of other customary closing conditions.
As previously announced, the Company will hold the Special General Meeting at 10:00 a.m. New York time on October 14, 2021, at the offices of Kirkland & Ellis LLP located at 601 Lexington Avenue, New York, NY 10022, and via a virtual meeting. To https://www.cstproxy.com/horizonacquisitioncorp/sm2021. The proxy statement / prospectus regarding the business combination, as well as a proxy card for voting, have been mailed to the shareholders of the company. Shareholders are encouraged to attend the extraordinary general meeting and vote as soon as possible by signing, dating and returning the proxy card attached to the proxy statement / prospectus. If you have any questions, please contact Morrow Sodali LLC, our proxy lawyer, by calling (800) -662-5200, or banks and brokers can call collect at (203) -658-9400, or sending an email to [email protected] .morrowsodali.com.
About Horizon Acquisition Corporation
Horizon is a blank check company incorporated for the purpose of effecting a merger, stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. . Horizon is sponsored by the Sponsor, a subsidiary of Eldridge Industries, LLC (“Eldridge”). Horizon is led by Todd L. Boehly, Co-Founder, President and CEO of Eldridge. Horizon’s securities are traded on the NYSE under the ticker symbols HZAC, HZAC WS, and HZAC.U. Learn more at https://www.horizonacquisitioncorp.com/.
About Vivid Seats
Founded in 2001, Vivid Seats is a leading online ticketing marketplace committed to being the ultimate partner in connecting fans to live events, artists and teams they love. Based on the belief that everyone should ‘experience it live’, the Chicago-based company delivers exceptional value by offering one of the largest selections of events and tickets in North America and a rewards program. Industry leading Vivid Seats where all fans earn on every purchase. Vivid Seats has been chosen as the official ticketing partner by some of the biggest brands in the entertainment industry, including ESPN, Rolling Stone and the Los Angeles Clippers. Using proprietary software and unique technology, Vivid Seats drives the consumer and business ecosystem for live event ticketing and enables the power of shared experiences to unite people. Vivid Seats is recognized by Newsweek as America’s # 1 ticketing customer service company. Fans who want the best live experiences can start by downloading the Vivid Seats mobile app, going to vifseats.com or calling 866-848-8499.
Additional information on the business combination and where to find it
In connection with the proposed business combination, Horizon has filed a registration statement with the SEC on Form S-4, which was declared effective on September 23, 2021, and includes a proxy circular / prospectus , and certain other related documents, to be used at the shareholders’ meeting to approve the proposed business combination. INVESTORS AND HOLDERS OF SECURITIES OF HORIZON ACQUISITION CORPORATION ARE URGED TO READ CAREFULLY THE PROXY STATEMENT / PROSPECTUS AND OTHER RELEVANT DOCUMENTS THAT ARE FILED WITH THE SEC AND IN THEIR ENTIRE INFORMATION WHEN DISCLOSED WHEN DISCLOSED. IMPORTANT COMMERCIAL COMBINATION. The proxy circular / final prospectus will be mailed to Horizon shareholders on the registration date of September 7, 2021 set for voting on the proposed business combination. Investors and security holders will also be able to obtain copies of the registration statement and other documents containing important information about each of the companies once these documents are filed with the SEC, free of charge, from the website. of the SEC at www.sec.gov.
Participants in the solicitation
Horizon and its directors and executive officers may be considered participants in the solicitation of proxies from the members of Horizon with respect to the proposed business combination. A list of the names of such directors and officers and a description of their interests in Horizon are contained in the documents filed by Horizon with the SEC, including Horizon’s annual report on Form 10-K for the fiscal year ended 31 December 2020, which was filed with the SEC on March 31, 2021 and amended on May 10, 2021, and is available free of charge on the SEC’s website at www.sec.gov, or by submitting a request to Horizon Acquisition Corporation, 600 Steamboat Road, Suite 200, Greenwich, CT 06830. Additional information regarding the interests of such participants will be set out in the registration statement for the proposed business combination when available. Vivid Seats and its directors and executive officers may also be considered participants in the solicitation of proxies from Horizon shareholders in connection with the proposed business combination. A list of the names of such directors and officers and information regarding their interests in the business combination will be included in the proposed business combination registration statement when available.
Caution Regarding Forward-Looking Statements
Certain statements made in this press release are “forward-looking statements” within the meaning of the “safety rule” provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words ” estimates ”,“ forecast ”,“ expects ”,“ anticipates ”,“ anticipates ”,“ anticipates ”,“ intends ”,“ believes ”,“ seeks ”,“ may ”,“ will ”, “Should”, “future”, “propose” and variations of such similar words or phrases (or negative versions of such words or phrases) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control of Vivid Seats or Horizon, which could cause results or results to differ materially from those discussed in the forward-looking statements. Significant factors, among others, that may affect actual results include the inability to complete the business combination (including due to lack of required shareholder approvals or failure of other closing conditions) ; failure to recognize the anticipated benefits of the proposed business combination; the impossibility of obtaining the listing of Vivid Seats shares on the Nasdaq following the Business Combination; costs related to the Business Combination; the risk that the Business Combination will disrupt current plans and operations following the announcement and completion of the Business Combination; the ability of Horizon and Vivid Seats to manage growth; the ability of Horizon and Vivid Seats to execute its business plan and meet its forecasts; potential litigation involving Vivid Seats or Horizon; changes in applicable laws or regulations, and general economic and market conditions affecting the demand for Vivid Seats or Horizon products and services, and in particular economic and market conditions in the entertainment / entertainment industry. technology / software in the markets in which Vivid Seats and Horizon operate; the ability of Vivid Seats to update its computer systems; developments regarding the COVID-19 pandemic; and other risks and uncertainties indicated from time to time in the Management Proxy Circular / Business Combination Prospectus, including those referred to in the “Risk Factors” section and in other documents filed by Horizon with of the SEC. Neither Vivid Seats nor Horizon makes any commitment to update or revise forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
No offer or solicitation
This press release does not constitute a solicitation of any proxy, consent or authorization with respect to any security or with respect to the proposed transaction. This press release also does not constitute an offer to sell or the solicitation of an offer to buy any securities, and there will be no sale of securities in any state or jurisdiction in which such an offer, solicitation or sale would be illegal prior to registration or qualification under the securities laws of such jurisdiction. No offer of securities will be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.
Ashley DeSimone, IC
Brett Milotte, IC
Julia Young, IC