Altitude Acquisition Corp. (Nasdaq: ALTUU, ALTU, ALTUW)
(“Altitude”), announced today that its board of directors (the
“Board”), upon request by Altitude’s sponsor, Altitude Acquisition
Holdco LLC (the “Sponsor”), has extended the date by which Altitude
must consummate an initial business combination (the “Deadline
Date”) for an additional month, from June 11, 2023 to July 11,
2023.
Altitude’s Amended and Restated Certificate of
Incorporation, as amended (the “Charter”), gives the Board the
right to extend the Deadline Date, without further stockholder
vote, up to eight times for an additional one month each time
(each, an “Extension”), from April 11, 2023 to up to December 11,
2023. On May 31, 2023, pursuant to the Charter and upon request
from the Sponsor, the Board determined to implement a third
Extension.
As previously announced, on April 23, 2023,
Altitude entered into a business combination agreement (the
“Business Combination Agreement”) with Picard Medical, Inc.
(“Picard”) and the other parties thereto, which provides for a
business combination between Altitude and Picard. The purpose of
this monthly Extension is to provide Altitude with additional time
to consummate the proposed business combination with Picard.
About Altitude Acquisition
Corp.Altitude Acquisition Corp. (Nasdaq: ALTUU, ALTU,
ALTUW) is a blank check company incorporated as a Delaware
corporation for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses or
entities.
Important Information About the Business
Combination and Where to Find ItIn connection with the
proposed business combination, Altitude intends to file a
preliminary proxy statement and a definitive proxy statement with
the Securities and Exchange Commission (“SEC”). Altitude urges its
investors, shareholders and other interested persons to read, when
available, the preliminary proxy statement, any amendments thereto,
the definitive proxy statement, as well as other documents filed
with the SEC because these documents will contain important
information about Altitude, Picard and the business combination.
When available, the definitive proxy statement will be mailed to
shareholders of Altitude as of a record date to be established for
voting on the proposed business combination. Once available,
shareholders will also be able to obtain a copy of the definitive
proxy statement and other documents filed with the SEC without
charge, by directing a request to: Altitude Acquisition Corp., 400
Perimeter Center Terrace, Suite 151, Atlanta Georgia 30346. The
preliminary and definitive proxy statement, once available, can
also be obtained, without charge, at the SEC’s website
(www.sec.gov)
Participants in the
Solicitation
Altitude and Picard and their respective
directors and executive officers may be considered participants in
the solicitation of proxies with respect to the proposed business
combination described in this press release under the rules of the
SEC. Information about the directors and executive officers of
Altitude is set forth in Altitude’s annual report on Form 10-K for
the year ended December 31, 2022 filed with the SEC on March 23,
2023, and is available free of charge at the SEC’s website at
www.sec.gov or by directing a request to: Altitude Acquisition
Corp., 400 Perimeter Center Terrace, Suite 151, Atlanta Georgia
30346. Information regarding the persons who may, under the rules
of the SEC, be deemed participants in the solicitation of Altitude
stockholders in connection with the proposed business combination
will be set forth in the proxy statement for the proposed business
combination when it is filed with the SEC. These documents can be
obtained free of charge from the sources indicated above.
Forward-Looking Statements
Certain statements included in this press
release that are not historical facts are forward-looking
statements for purposes of the safe harbor provisions under the
United States Private Securities Litigation Reform Act of 1995.
Forward-looking statements generally are accompanied by words such
as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,”
“intend,” “expect,” “should,” “would,” “plan,” “predict,”
“potential,” “seem,” “seek,” “future,” “outlook,” “project,” and
similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. These
forward-looking statements include, but are not limited to,
statements regarding estimates and forecasts of financial and
performance metrics and projections of market opportunity,
Altitude’s and Picard’s expectations with respect to future
performance and anticipated financial impacts of the proposed
business combination, the satisfaction of the closing conditions to
the proposed business combination and the timing of the completion
of the proposed business combination. These statements are based on
various assumptions, whether or not identified in this press
release, and on the current expectations of the respective
management of Altitude and Picard and are not predictions of actual
performance. These forward-looking statements are provided for
illustrative purposes only and are not intended to serve as, and
must not be relied on by an investor as, a guarantee, an assurance,
a prediction or a definitive statement of fact or probability.
Actual events and circumstances are difficult or impossible to
predict and will differ from assumptions. Many actual events and
circumstances are beyond the control of Altitude and Picard. These
forward-looking statements are subject to a number of risks and
uncertainties, including changes in domestic business, market,
financial, political, and legal conditions; the inability of the
parties to successfully or timely consummate the proposed business
combination, including the risk that any regulatory approvals are
not obtained, are delayed or are subject to unanticipated
conditions that could adversely affect the combined company or the
expected benefits of the proposed business combination or that the
approval of the stockholders of Altitude or Picard is not obtained;
failure to realize the anticipated benefits of the proposed
business combination; risks relating to the uncertainty of the
projected financial information with respect to Picard; risks
related to the performance of Picard’s business; the development,
effects and enforcement of laws and regulations; Picard’s ability
to manage future growth; Picard’s ability to develop new products
and solutions, bring them to market in a timely manner, and make
enhancements to its platform; the effects of competition on
Picard’s business; the amount of redemption requests made by
Altitude’s stockholders; the ability of Altitude or Picard to
obtain financing in connection with the proposed business
combination or in the future; the outcome of any potential
litigation, government and regulatory proceedings, investigations
and inquiries; and those factors discussed in Altitude’s annual
report on Form 10-K for the year ended December 31, 2022
filed with the SEC on March 23, 2023 under the heading “Risk
Factors,” and other documents Altitude has filed, or will file,
with the SEC. If any of these risks materialize or our assumptions
prove incorrect, actual results could differ materially from the
results implied by these forward-looking statements. There may be
additional risks that neither Altitude nor Picard presently know,
or that Altitude or Picard currently believe are immaterial, that
could also cause actual results to differ from those contained in
the forward-looking statements. In addition, forward-looking
statements reflect Altitude’s and Picard’s expectations, plans, or
forecasts of future events and views as of the date of this press
release. Altitude and Picard anticipate that subsequent events and
developments will cause Altitude’s and Picard’s assessments to
change. However, while Altitude and Picard may elect to update
these forward-looking statements at some point in the future,
Altitude and Picard specifically disclaim any obligation to do so.
These forward-looking statements should not be relied upon as
representing Altitude’s and Picard’s assessments as of any date
subsequent to the date of this press release. Accordingly, undue
reliance should not be placed upon the forward-looking
statements.
No Offer or SolicitationThis
press release is not a proxy statement or solicitation of a proxy,
consent or authorization with respect to any securities or in
respect of the proposed business combination and shall not
constitute an offer to sell or a solicitation of an offer to buy
any securities, nor shall there be any sale of securities in any
state or jurisdiction in which such offer, solicitation, or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of the Securities Act.
ContactCody Slach or Matthew
HauschGatewayALTU@gatewayir.com 949-574-3860
Altitude Acquisition (NASDAQ:ALTUW)
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Altitude Acquisition (NASDAQ:ALTUW)
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