Tiberius Acquisition Corporation (NASDAQ: TIBR) (“Tiberius”), a
special purpose acquisition company, today announced that it will
hold a special meeting of stockholders at which its stockholders
will be asked to consider and vote upon a proposal to amend the
amended and restated certificate of incorporation of Tiberius (the
“Charter”) to extend the date (the “Extension”) by which Tiberius
is required to consummate its initial business combination from
March 20, 2020 until April 20, 2020 (the “Extension Amendment
Proposal”). The Extension is being sought to provide
additional time for the closing of the proposed business
combination (the “Business Combination”) between Tiberius and
International General Insurance Holdings Limited (“IGI”) but will
only be implemented if additional time is required to complete the
Business Combination. IGI has previously reported receipt of
regulatory approval from the UK Prudential Regulation Authority
(PRA), Financial Conduct Authority (FCA), Bermuda Monetary
Authority (BMA) and Dubai Financial Services Authority (DFSA) in
connection with the Business Combination. Tiberius expects to close
the Business Combination on March 17th. The Extension provides
additional time in the unlikely event that it is needed to execute
the closing.
If Tiberius’s stockholders approve the Business Combination at
the separate special meeting of stockholders (the “Business
Combination Meeting”) and the other conditions to the Business
Combination are then satisfied or will be satisfied or waived on or
before March 20, 2020, then Tiberius intends to complete the
Business Combination on or before such date. If Tiberius
completes the Business Combination on or before March 19, 2020, it
will cancel the special meeting and will not implement the
Extension. If Tiberius completes the Business Combination on March
20, 2020, it will not implement the Extension. Tiberius intends to
hold the special meeting to approve the Extension Amendment
Proposal and file the proposed amendment to the Charter only if it
has determined as of the time of the special meeting that it may
not be able to complete the Business Combination on or before March
20, 2020.
Tiberius’s stockholders that have elected to redeem their public
shares of Tiberius in connection with the Business Combination
Meeting and also desire to have such shares redeemed in connection
with the special meeting do not need to take any additional action
as such shares will be automatically submitted for redemption in
connection with the special meeting. However, Tiberius’s
stockholders that have not elected to redeem their public shares of
Tiberius in connection with the Business Combination Meeting may
elect to redeem such shares in connection with the special
meeting.
The special meeting will be held at 10:00 am ET on March 19,
2020 at the offices of Ellenoff Grossman & Schole LLP, 1345
Avenue of the Americas, 11th Floor, New York, NY 10105.
Stockholders of record as of February 14, 2020 (the “Record Date”)
will be entitled to attend and vote at the special meeting.
In connection with the special meeting, Tiberius filed a
preliminary proxy statement with the U.S. Securities and Exchange
Commission (the “SEC”) on February 27, 2020 and intends to file
other relevant materials with the SEC, including a definitive proxy
statement. Tiberius’s stockholders and other interested persons are
advised to read the preliminary proxy statement and any amendments
thereto, and other relevant materials to be filed in connection
with the special meeting with the SEC, including, when available, a
definitive proxy statement, as these materials will contain
important information about the special meeting. When available,
the definitive proxy statement and other relevant materials for the
special meeting will be mailed to the stockholders of Tiberius as
of the Record Date. Stockholders are also able to obtain copies of
the preliminary proxy statement and other relevant materials filed
with the SEC, and will also be able to obtain, once available, the
definitive proxy statement and other relevant materials filed with
the SEC, without charge, at the SEC’s web site at www.sec.gov, or
by directing a request to: Tiberius Acquisition Corporation, 3601 N
Interstate 10 Service Rd W, Metairie, Louisiana 70002, Attention:
Bryce Quin.
About IGI:
IGI is a leading international specialist commercial insurer and
reinsurer, underwriting a diverse portfolio of specialty lines.
Established in 2001, IGI is an entrepreneurial business with a
worldwide portfolio of energy, property, construction &
engineering, ports & terminals, financial institutions,
casualty, legal expenses, general aviation, professional indemnity,
marine liability, political violence, forestry and reinsurance
treaty business. Registered in the Dubai International Financial
Centre with operations in Bermuda, London, Amman, Labuan and
Casablanca, IGI always aims to deliver outstanding levels of
service to clients and brokers. IGI is rated “A” (Excellent) with a
Stable outlook by AM Best and “A-” with a Stable outlook by S&P
Global Ratings. For more information about IGI, please visit
www.iginsure.com.
About Tiberius:
Tiberius is a blank check company with over $200 million of
capital in trust and forward purchase commitments and is led by
Michael Gray and Andrew Poole. Tiberius was formed for the purpose
of effecting a merger, capital stock exchange, asset acquisition,
stock purchase, recapitalization, reorganization, or similar
business combination with one or more target businesses in the
insurance sector. The executives and Board of Directors of Tiberius
have greater than 140 years of public company operational,
regulatory and insurance public company leadership. For more
information about Tiberius, please visit www.tiberiusco.com.
Important Information About the Proposed Transaction and Where
to Find It:
In connection with the proposed transaction, International
General Insurance Holdings Limited (“IGI Holdings”) has filed a
registration statement on Form F-4 (the “F-4”) with the Securities
and Exchange Commission (the “SEC”) which includes a prospectus
with respect to IGI Holdings’ securities to be issued in connection
with the proposed business combination and a proxy statement with
respect to Tiberius’s special meeting of stockholders at which
Tiberius’s stockholders will be asked to vote on the proposed
transaction. Tiberius’s stockholders and other interested persons
are advised to read the F-4 and the amendments thereto and other
information filed with the SEC in connection with the proposed
transaction, as these materials contain important information about
IGI, Tiberius, and the proposed transaction. The proxy statement
contained in the F-4 and other relevant materials for the proposed
transaction are being mailed to stockholders of Tiberius as of the
Record Date. Stockholders also are able to obtain copies of the F-4
and other documents filed with the SEC, without charge at the SEC’s
website at www.sec.gov, or by directing a request to: Tiberius
Acquisition Corp., 3601 N Interstate 10 Service Rd W, Metairie, LA
70002.
Participants in the Solicitation:
Tiberius, IGI, IGI Holdings and certain of their respective
directors and executive officers may be deemed participants in the
solicitation of proxies from Tiberius’s stockholders with respect
to the proposed transaction. A list of the names of Tiberius’s
directors and executive officers and a description of their
interests in Tiberius is contained in Tiberius’s annual report on
Form 10-K for the fiscal year ended December 31, 2019, which was
filed with the SEC and is available free of charge at the SEC’s web
site at www.sec.gov, or by directing a request to Tiberius
Acquisition Corp., 3601 N Interstate 10 Service Rd W, Metairie, LA
70002, Attention: Bryce Quin. Additional information regarding the
interests of such participants is contained in the F-4.
IGI and certain of its directors and executive officers may also
be deemed to be participants in the solicitation of proxies from
the stockholders of Tiberius in connection with the proposed
transaction. A list of the names of such directors and executive
officers is included in the F-4.
No Offer or Solicitation:
This press release shall not constitute a solicitation of a
proxy, consent, or authorization with respect to any securities or
in respect of the proposed transaction. This press release shall
also not constitute an offer to sell or the solicitation of an
offer to buy any securities, nor shall there be any sale of
securities in any states or jurisdictions in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of section 10 of the Securities
Act of 1933, as amended.
Forward-Looking Statements:
This press release includes “forward-looking statements” within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995. The expectations,
estimates, and projections of the businesses of Tiberius, IGI and
IGI Holdings may differ from their actual results and consequently,
you should not rely on these forward-looking statements as
predictions of future events. Words such as “expect,” “estimate,”
“project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,”
“may,” “will,” “could,” “should,” “believes,” “predicts,”
“potential,” “continue,” and similar expressions are intended to
identify such forward-looking statements. These forward-looking
statements include, without limitation, expectations with respect
to future performance, projected financial information, statements
regarding the anticipated financial impact of the proposed
transaction, the satisfaction of the closing conditions to the
proposed transaction, including without limitation receipt of all
required regulatory approvals, and the timing of the completion of
the proposed transaction. These forward-looking statements involve
significant risks and uncertainties that could cause the actual
results to differ materially from the expected results. Most of
these factors are outside of the control of Tiberius, IGI, and IGI
Holdings and are difficult to predict. Factors that may cause such
differences include, but are not limited to: (1) the occurrence of
any event, change or other circumstances that could give rise to
the termination of the business combination agreement, (2) the
outcome of any legal proceedings that may be instituted against the
parties following the announcement of the business combination
agreement and the transactions contemplated therein; (3) the
inability to complete the proposed transaction, including due to
failure to obtain approval of the stockholders of Tiberius or other
conditions to closing in the business combination agreement; (4)
the occurrence of any event, change, or other circumstance that
could give rise to the termination of the business combination
agreement or could otherwise cause the transaction to fail to
close; (5) the receipt of an unsolicited offer from another party
for an alternative business transaction that could interfere with
the proposed transaction; (6) the inability to obtain or maintain
the listing of the post-acquisition company’s common shares on
Nasdaq in connection with or following the closing of the proposed
transaction; (7) the risk that the proposed transaction disrupts
current plans and operations as a result of the announcement and
consummation of the proposed transaction; (8) the potential
inability to recognize the anticipated benefits of the proposed
transaction, which may be affected by, among other things,
competition, the ability of the combined company to grow and manage
growth profitably and retain its key employees; (9) costs related
to the proposed transaction; (10) changes in applicable laws or
regulations; (11) the demand for IGI’s and the combined company’s
services together with the possibility that IGI or the combined
company may be adversely affected by other economic, business,
and/or competitive factors; and (12) other risks and uncertainties
indicated from time to time in the proxy statement relating to the
proposed transaction, including those under “Risk Factors” therein,
and in Tiberius’s and IGI Holdings’ other filings with the SEC. The
foregoing list of factors is not exclusive. In addition, any
financial projections issued by the parties are inherently based on
various estimates and assumptions that are subject to the judgment
of those preparing them and are also subject to significant
economic, competitive, industry and other uncertainties and
contingencies, all of which are difficult or impossible to predict
and many of which are beyond the control of Tiberius and IGI. There
can be no assurance that IGI’s financial condition or results of
operations will be consistent with those set forth in such
financial projections. You should not place undue reliance upon any
forward-looking statements, which speak only as of the date made.
Tiberius, IGI, and IGI Holdings do not undertake or accept any
obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements to reflect any change
in their expectations or any change in events, conditions, or
circumstances on which any such statement is based.
Tiberius Acquisition Investor Contact:Andrew Poole, Chief
Investment Officerapoole@tiberiusco.com
International General Insurance Investor Contact:Robin
Sidders, Head of Investor Relations+ 44 (0) 20 7220
4937Robin.Sidders@iginsure.com
Tiberius Acquisition (NASDAQ:TIBR)
과거 데이터 주식 차트
부터 1월(1) 2025 으로 2월(2) 2025
Tiberius Acquisition (NASDAQ:TIBR)
과거 데이터 주식 차트
부터 2월(2) 2024 으로 2월(2) 2025