Jack Creek Investment Corp. Announces Shareholder Approval of Business Combination, Cancellation of Extraordinary General Meeting for Extension
25 1월 2023 - 1:02AM
Jack Creek Investment Corp. (“Jack Creek”) (Nasdaq: JCIC), a Cayman
Islands exempted company, announced that earlier today Jack Creek
held an extraordinary general meeting of its shareholders (the
“EGM”), at which its shareholders approved Jack Creek’s business
combination (the “Business Combination”) with Bridger Aerospace
Group Holdings, LLC (“Bridger Aerospace”). Jack Creek expects to
close the Business Combination promptly.
As a result of shareholder approval of the
Business Combination, Jack Creek also announced its decision to
cancel Jack Creek’s extraordinary general meeting of shareholders
in lieu of an annual general meeting, at which shareholders were
expected to vote on a proposal to extend the date by which Jack
Creek had to consummate a business combination, previously
scheduled to be held on January 24, 2023 at 4:00 p.m. Eastern Time.
Jack Creek also announced its corresponding decision to withdraw
from consideration by shareholders the proposals set forth in Jack
Creek’s Definitive Proxy Statement on Schedule 14A filed with the
Securities and Exchange Commission (the “SEC”) on January 17,
2023.
About Jack Creek
Jack Creek is a special purpose acquisition
company formed for the purpose of effecting a merger, share
exchange, asset acquisition, share purchase, reorganization or
similar business combination with one or more businesses. More
information about Jack Creek is available at
https://www.jackcreekinvestmentcorp.com/ir-resources/investor-faqs.
About Bridger Aerospace
Based in Bozeman, Montana, Bridger Aerospace is
one of the nation’s largest privately held aerial firefighting
companies. Bridger Aerospace is committed to utilizing its team,
aircraft and technology to save lives, property and habitats
threatened by wildfires. Bridger Aerospace provides aerial
firefighting and wildfire management services to federal and state
government agencies, including the United States Forest Service,
across the nation. More information about Bridger Aerospace is
available at https://www.bridgeraerospace.com.
No Offer or Solicitation
This press release does not constitute an offer to
sell, or a solicitation of an offer to buy, or a recommendation to
purchase, any securities in any jurisdiction, or the solicitation
of any vote, consent or approval in any jurisdiction in connection
with the Business Combination, nor shall there be any sale,
issuance or transfer of any securities in any jurisdiction where,
or to any person to whom, such offer, solicitation or sale may be
unlawful under the laws of such jurisdiction. This press release
does not constitute either advice or a recommendation regarding any
securities. No offering of securities shall be made except by means
of a prospectus meeting the requirements of the Securities Act of
1933, as amended, or an exemption therefrom.
Forward Looking Statements
Certain statements included in this press release
are not historical facts but are forward-looking statements,
including 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,” “project,”
“forecast,” “predict,” “potential,” “seem,” “seek,” “future,”
“outlook,” “target,” and similar expressions that predict or
indicate future events or trends or that are not statements of
historical matters, but the absence of these words does not mean
that a statement is not forward-looking. These forward-looking
statements include, but are not limited to, (1) references with
respect to the anticipated benefits of the Business Combination and
anticipated closing timing; (2) the sources and uses of cash of the
Business Combination; (3) the anticipated capitalization and
enterprise value of the combined company following the consummation
of the Business Combination; (4) current and future potential
commercial and customer relationships; and (5) anticipated
investments in additional aircraft, capital resource, and research
and development and the effect of these investments. These
statements are based on various assumptions, whether or not
identified in this press release, and on the current expectations
of Jack Creek’s and Bridger Aerospace’s management 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 any 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 Bridger
Aerospace. These forward-looking statements are subject to a number
of risks and uncertainties, including: changes in domestic and
foreign business, market, financial, political and legal
conditions; the inability of the parties to successfully or timely
consummate the Business Combination, including the risk that any
required stockholder or 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 Business Combination is not obtained; failure to realize the
anticipated benefits of the Business Combination; risks relating to
the uncertainty of the projected financial information with respect
to Bridger Aerospace; Bridger Aerospace’s ability to successfully
and timely develop, sell and expand its technology and products,
and otherwise implement its growth strategy; risks relating to
Bridger Aerospace’s operations and business, including information
technology and cybersecurity risks, loss of requisite licenses,
flight safety risks, loss of key customers and deterioration in
relationships between Bridger Aerospace and its employees; risks
related to increased competition; risks relating to potential
disruption of current plans, operations and infrastructure of
Bridger Aerospace as a result of the announcement and consummation
of the Business Combination; risks that Bridger Aerospace is unable
to secure or protect its intellectual property; risks that the
combined company experiences difficulties managing its growth and
expanding operations; the ability to compete with existing or new
companies that could cause downward pressure on prices, fewer
customer orders, reduced margins, the inability to take advantage
of new business opportunities, and the loss of market share; the
impact of the COVID-19 pandemic; the ability to successfully
select, execute or integrate future acquisitions into the business,
which could result in material adverse effects to operations and
financial conditions; and those factors discussed in the sections
entitled “Risk Factors” and “Special Note Regarding Forward-Looking
Statements” in the 424(b) final prospectus filed by Wildfire New
PubCo, Inc. (“New PubCo”) (to be known as Bridger Aerospace Group
Holdings, Inc.) with the SEC on December 20, 2022, and in those
documents that Jack Creek or New PubCo 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. The risks and
uncertainties above are not exhaustive, and there may be additional
risks that neither Jack Creek nor Bridger Aerospace presently know
or that Jack Creek and Bridger Aerospace 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 Jack Creek’s and Bridger
Aerospace’s expectations, plans or forecasts of future events and
views as of the date of this press release. Jack Creek and Bridger
Aerospace anticipate that subsequent events and developments will
cause Jack Creek’s and Bridger Aerospace’s assessments to change.
However, while Jack Creek and Bridger Aerospace may elect to update
these forward-looking statements at some point in the future, Jack
Creek and Bridger Aerospace specifically disclaim any obligation to
do so. These forward-looking statements should not be relied upon
as representing Jack Creek’s and Bridger Aerospace’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.
IMPORTANT INFORMATION
This press release is not a substitute for the
registration statement on Form S-4 for New PubCo that was declared
effective by the SEC on December 16, 2022 or for any other document
that Jack Creek or New PubCo has filed and may file with the SEC in
connection with the Business Combination. INVESTORS AND SECURITY
HOLDERS ARE URGED TO READ THE DOCUMENTS FILED WITH THE SEC
CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION. Investors and security holders may obtain free copies
of other documents filed with the SEC by Jack Creek and New PubCo
through the website maintained by the SEC at
https://www.sec.gov.
Investor Contacts
Bridger Aerospace Investor Contact
Alison Ziegler
Darrow Associates
201-220-2678
aziegler@darrowir.com
Jack Creek Investor Contact
Lauren Ores
KSH Capital
212-710-5073
lores@kshcapital.com
Jack Creek Investment (NASDAQ:JCIC)
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Jack Creek Investment (NASDAQ:JCIC)
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