Closing of the transaction anticipated on July
30, 2021, subject to the result of the stockholder vote and
satisfaction of closing conditions
CCC Intelligent Solutions Inc.
(“CCC”), a leading SaaS platform for the property and
casualty (“P&C”) insurance economy, and Dragoneer Growth
Opportunities Corp. (NYSE: DGNR) (“Dragoneer”), a special purpose
acquisition company (“SPAC”) formed by an affiliate of Dragoneer
Investment Group, LLC (“Dragoneer Investment Group”), today
announced that the U.S. Securities and Exchange Commission (“SEC”)
has declared effective Dragoneer’s registration statement on Form
S-4 (as amended, the “Registration Statement”).
Dragoneer is preparing to commence mailing of the definitive
proxy statement and a notice of voting and instruction form or a
proxy card related to the special meeting (“Special Meeting”) of
Dragoneer’s stockholders of record as of the close of business on
June 7, 2021 (the “Record Date”). The Special Meeting of
stockholders and the vote to approve the business combination will
be held on July 29, 2021 at 9:00 a.m., Eastern Time. If the
proposals at the Special Meeting are approved, the business
combination is expected to close on July 30, 2021, subject to the
satisfaction of customary closing conditions.
CCC’s common stock and warrants are expected to be listed on the
New York Stock Exchange under the ticker symbols “CCCS” and “CCCH,”
respectively, following the close of the business combination. As
part of the timing arrangements mentioned above, CCC and Dragoneer
have agreed to extend the outside date under the business
combination agreement by an additional three business days.
“Today’s announcement is an important milestone in CCC’s return
to the public markets. We are looking forward to completing our
business combination with Dragoneer and utilizing our improved
capital structure to continue investing in innovation that delivers
significant value to our customers,” said Githesh Ramamurthy,
Chairman and CEO of CCC. “The rapid pace at which the P&C
insurance economy is digitizing and the resulting business momentum
for CCC gives us confidence in our outlook for 2021 and long-term
growth projections.”
About CCC
CCC is a leading SaaS platform for the multi-trillion-dollar
P&C insurance economy powering operations for insurers,
repairers, automakers, part suppliers, lenders, and more. CCC cloud
technology connects more than 30,000 businesses digitizing
mission-critical workflows, commerce, and customer experiences. A
trusted leader in AI, IoT, customer experience, network and
workflow management, CCC delivers innovations that keep people's
lives moving forward when it matters most. Learn more about CCC at
www.cccis.com.
CCC and the CCC logo are registered trademarks of CCC
Intelligent Solutions Inc.
About Dragoneer
Dragoneer is a blank check company formed by an affiliate of
Dragoneer Investment Group. Dragoneer Investment Group is a
growth-oriented investment firm with over $19 billion in
long-duration capital from many of the world’s leading endowments,
foundations, sovereign wealth funds, and family offices. The firm
has a history of partnering with management teams growing
exceptional companies characterized by sustainable differentiation
and superior economic models. The firm’s track record includes
public and private investments across industries and geographies,
with a particular focus on technology-enabled businesses. Dragoneer
has been an investor in companies such as Airbnb, Alibaba,
Atlassian, AppFolio, Bytedance, Ceridian, Chime, Datadog, Doordash,
Duck Creek, PointClickCare, Procore, Slack, Samsara, ServiceTitan,
Snowflake, Spotify, Uber, UiPath and others.
Important Information and Where to Find It
In connection with the business combination, Dragoneer has filed
with the SEC the Registration Statement, which included a
preliminary proxy statement and preliminary prospectus. Dragoneer
will mail the definitive proxy statement/final prospectus (“proxy
statement/prospectus”) and other relevant documents to its
shareholders on or about July 7, 2021. This press release is not a
substitute for the Registration Statement, the proxy
statement/prospectus or any other document that Dragoneer will send
to its shareholders in connection with the business combination.
Investors and security holders of Dragoneer are advised to read
the proxy statement/prospectus in connection with Dragoneer’s
solicitation of proxies for its Special Meeting to be held on July
29, 2021 to approve the business combination (and related matters)
because the proxy statement/prospectus contains important
information about the business combination and the parties to the
business combination. The proxy statement/prospectus will be
mailed to shareholders of Dragoneer as of the Record Date.
Shareholders may also obtain copies of the proxy
statement/prospectus, without charge, at the SEC’s website at
www.sec.gov or by directing a request to: Dragoneer Growth
Opportunities Corp., One Letterman Drive, Building D, Suite M500,
San Francisco, California, 94129.
Participants in the Solicitation
Dragoneer, CCC and their respective directors, executive
officers, other members of management, and employees, under SEC
rules, may be deemed to be participants in the solicitation of
proxies of Dragoneer’s shareholders in connection with the business
combination. Investors and security holders may obtain more
detailed information regarding the names and interests in the
business combination of Dragoneer’s directors and officers in
Dragoneer’s filings with the SEC, including the Registration
Statement, which includes the proxy statement/prospectus of
Dragoneer for the business combination, and such information and
names of CCC’s directors and executive officers are also included
in such Registration Statement.
Disclaimer
This press release is for informational purposes only and is
neither an offer to purchase, nor a solicitation of an offer to
sell, subscribe for or buy any securities or the solicitation of
any vote in any jurisdiction pursuant to the business combination
or otherwise, nor shall there be any sale, issuance or transfer of
securities in any jurisdiction in contravention of applicable law.
No offer 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.
Special Note Regarding Forward-Looking Statements
This press release contains forward-looking statements that are
based on beliefs and assumptions and on information currently
available. In some cases, you can identify forward-looking
statements by the following words: “may,” “will,” “could,” “would,”
“should,” “expect,” “intend,” “plan,” “anticipate,” “believe,”
“estimate,” “predict,” “project,” “potential,” “continue,”
“ongoing” or the negative of these terms or other comparable
terminology, although not all forward-looking statements contain
these words. These statements involve risks, uncertainties and
other factors that may cause actual results, levels of activity,
performance or achievements to be materially different from the
information expressed or implied by these forward-looking
statements. We caution you that these statements are based on a
combination of facts and factors currently known by us and our
projections of the future, which are subject to a number of risks.
Forward-looking statements in this press release include, but are
not limited to, statements regarding future events, such as the
proposed business combination between Dragoneer and CCC, including
the timing of the transaction, the listing of CCC’s common stock
and warrants on the New York Stock Exchange, the likelihood and
ability of the parties to successfully consummate the business
combination and other transactions contemplated by the Business
Combination Agreement dated as of February 2, 2021 by and among
Dragoneer, Chariot Opportunity Merger Sub, Inc., and Cypress
Holdings, Inc. (as amended from time to time, the “Business
Combination Agreement”). We cannot assure you that the
forward-looking statements in this press release will prove to be
accurate. These forward-looking statements are subject to a number
of risks and uncertainties, including, among others, the general
economic, political, business and competitive conditions; the
inability of the parties to consummate the business combination or
the occurrence of any event, change or other circumstances that
could give rise to the termination of the Business Combination
Agreement or any related agreements that could otherwise cause the
transaction to fail to close; the outcome of any legal proceedings
that may be instituted against the parties following the
announcement of the business combination and the transactions
contemplated by the business combination; the ability of existing
investors to redeem the ability to complete the business
combination due to the failure to obtain approval from Dragoneer’s
shareholders, or the risk that the approval of the shareholders of
Dragoneer for the potential transaction is otherwise not obtained;
the failure to satisfy other closing conditions in the Business
Combination Agreement or otherwise, the occurrence of any event
that could give rise to the termination of the Business Combination
Agreement; the failure to obtain financing to complete the business
combination, including to consummate the PIPE or the transactions
contemplated by the forward purchase agreements (each as described
in the Registration Statement); the ability to recognize the
anticipated benefits of the business combination; the impact of
COVID-19 on CCC’s business and/or the ability of the parties to
complete the business combination; the receipt of an unsolicited
offer from another party for an alternative business transaction
that could interfere with the business combination; changes to the
proposed structure of the business combination that may be required
or appropriate as a result of applicable laws or regulations or as
a condition to obtaining regulatory approval of the business
combination; failure to realize the anticipated benefits of the
business combination, including as a result of a delay in
consummating the potential transaction or difficulty in integrating
the businesses of Dragoneer and CCC; the risk that the business
combination disrupts current plans and operations of Dragoneer or
CCC as a result of the announcement and consummation of the
business combination; the ability of the combined company to grow
and manage growth profitably and retain its key employees; the
inability to obtain or maintain the listing of the post-acquisition
company’s securities on the New York Stock Exchange following the
business combination; changes in applicable laws or regulations and
delays in obtaining, adverse conditions contained in, or the
inability to obtain regulatory approvals required to complete the
business combination; costs related to the business combination;
and other risks and uncertainties, including those included under
the header “Risk Factors” in the Registration Statement and those
included under the header “Risk Factors” in the Dragoneer Annual
Report on Form 10-K, as amended, filed with the SEC. Furthermore,
if the forward-looking statements prove to be inaccurate, the
inaccuracy may be material. In addition, you are cautioned that
past performance may not be indicative of future results. In light
of the significant uncertainties in these forward-looking
statements, you should not rely on these statements in making an
investment decision or regard these statements as a representation
or warranty by us or any other person that we will achieve our
objectives and plans in any specified time frame, or at all. The
forward-looking statements in this press release represent our
views as of the date of this press release. We anticipate that
subsequent events and developments will cause our views to change.
However, while we may elect to update these forward-looking
statements at some point in the future, we have no current
intention of doing so except to the extent required by applicable
law. You should, therefore, not rely on these forward-looking
statements as representing our views as of any date subsequent to
the date of this press release.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210706005804/en/
Dragoneer Contact: Cassandra Bujarski / Nate Johnson Sard
Verbinnen & Co Dragoneer-SVC@sardverb.com
CCC Investor Contact: Brian Denyeau ICR, LLC (646)
277-1251 IR@cccis.com
CCC Media Contact: Michelle Hellyar Director Public
Relations, CCC Intelligent Solutions Inc. mhellyar@cccis.com
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