–Through a merger with Fifth Wall Acquisition
Corp. III, Mobile Infrastructure Corporation, the only
publicly listed exclusive owner of parking assets, goes
public—
NEW
YORK, Aug. 28, 2023 /PRNewswire/ -- Fifth Wall
Acquisition Corp. III (NASDAQ: FWAC) ("FWAC"), a special purpose
acquisition company ("SPAC") sponsored by an affiliate of Fifth
Wall, the largest asset manager focused on improving,
future-proofing, and decarbonizing the built world, announced today
the completion of its business combination with Mobile
Infrastructure Corp. ("MIC"), one of the largest
institutional-quality, mobility-focused parking asset owners within
the United States.
The combined company will now operate under the name Mobile
Infrastructure Corporation. Starting August
28th, 2023, Mobile Infrastructure Corporation commenced
trading on the New York Stock Exchange ("NYSE") under the ticker
symbol "BEEP."
In connection with the transaction, a PIPE investment provided
an additional $46 million of capital
that will be used for deleveraging certain debt facilities and
general corporate purposes. No Street Capital and affiliates
invested an additional $40 million
via the PIPE.
Gibson, Dunn & Crutcher LLP served as the legal counsel to
Fifth Wall Acquisition Corp. III. As part of the business
combination, Brad Greiwe—Co-Founder and Managing Partner of Fifth
Wall—has joined Mobile Infrastructure Corporation's Board of
Directors.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995, as amended. These statements relate to, among other things,
the declaring and reaffirming of the combined company's business
strategy and objectives, the combined company's future financial
performance and results of operations, the successful expansion of
the combined company, and the combined company's ability to grow
and to capitalize the market opportunity.
These forward-looking statements are based on the combined
company's current expectations, estimates, and projections about
its business and industry, management's beliefs, and certain
assumptions made by the combined company and its management, all of
which are subject to change. Forward-looking statements generally
can be identified by the use of forward-looking terminology such as
"future," "believe," "expect," "may," "will," "intend," "estimate,"
"continue," or similar expressions or the negative of those terms
or expressions. Such statements involve risks and uncertainties,
which could cause actual results to vary materially from those
expressed in or indicated by the forward-looking statements.
Factors that may cause actual results to differ materially include,
but are not limited to, the following: the risks and uncertainties
related to the inability of the combined company to realize the
anticipated benefits of the merger, risks related to the combined
company's ability to execute on its business strategy, attain its
investment strategy or increase the value of its portfolio, act on
its pipeline of acquisitions, attract and retain users, develop new
offerings, enhance existing offerings, compete effectively, and
manage growth and costs, the impact of global macroeconomic events,
inflation, and the COVID-19 pandemic, the possibility that the
combined company may be adversely affected by other economic,
business, and/or competitive factors, the ability of the combined
company to leverage its relationship with investors and grow its
customer base, the ability of the combined company to continuously
meet the NYSE American LLC's listing standards, risks associated
with the change of the terms of the combined company's credit
facility, risks associated with lack of cash on hand of the
combined company, as well as the other risk factors described in
the joint proxy statement/prospectus filed with the Securities and
Exchange Commission (the "SEC") on July 11, 2023, under "Risk Factors" section of
Form 10 information included in the combined company's Current
Report on Form 8-K to be filed with the SEC in connection with the
consummation of the merger, and any subsequent quarterly filings on
Form 10-Q filed with the SEC (available at www.sec.gov).
The combined company cautions you not to place undue reliance on
forward-looking statements, which speak only as of the date hereof.
The combined company assumes no obligation to update any
forward-looking statements in order to reflect events or
circumstances that may arise after the date of this release, except
as required by law.
About Fifth Wall Acquisition Corp. III
Fifth Wall
Acquisition Corp. III is a blank check company incorporated for the
purpose of effecting a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with one or more businesses.
Important Information About Fifth Wall
In this press
release, references to "Fifth Wall" generally refers to Fifth Wall
Asset Management, LLC, and Fifth Wall Ventures Management, LLC,
collectively with their affiliates and any investment funds,
investment vehicles or accounts managed or advised by any of the
foregoing (each such fund, vehicle or account, a "Fifth Wall
Fund"). FWAC is sponsored by Fifth Wall Acquisition
Sponsor III LLC (the "FWAC Sponsor"), which is an affiliate of
Fifth Wall. However, FWAC is an independent publicly-traded
company, and not a member of Fifth Wall or the Fifth Wall Group.
Fifth Wall has not and is not providing investment advice to any
person in connection with the matters contemplated herein,
including FWAC, FWAC Sponsor or MIC.
Except for certain limited obligations of the FWAC Sponsor
related to the disposition of its founder shares in FWAC, Fifth
Wall in not a party to the proposed transaction agreements between
FWAC and MIC or related transactions. Neither Fifth Wall, nor any
of its partners, employees or other representatives will have at
any time any legal obligation or commitment to any person
(including MIC) to promote, advertise, market, or support the
products, services, business or operations of MIC or the combined
company. Fifth Wall's position following consummation of the
proposed merger will be that of an investor in the combined company
until such time as Fifth Wall may, subject to its contractual
obligations, dispose of its shares in the combined Company.
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SOURCE Fifth Wall Acquisition Corp. III