November 15, 2018 at 9:00am
ET
Haymaker Acquisition Corp. (NASDAQ: HYAC) (“Haymaker”), a publicly
traded special purpose acquisition company, and OneSpaWorld (“OSW”
or the “Company”), the pre-eminent global provider of health and
wellness products and services onboard cruise ships and in
destination resorts around the world, today announced that the
companies will host a meeting for the analyst and investment
community on Thursday, November 15, 2018 at the Lotte New York
Palace Hotel at 455 Madison Avenue, New York, NY to discuss their
recent business combination. Management will provide formal remarks
followed by a question and answer session with the meeting taking
place from 9:00 a.m. to 11:00 a.m. Eastern Time.
A live webcast will be accessible on Haymaker’s Events page at
http://haymakeracquisition.com/. A replay of the event will be
available on www.haymakeracquisition.com. The Analyst and Investor
presentation will also be available for download at
www.haymakeracquisition.com.
For additional information about the meeting and to register
please contact: Allison Malkin of ICR by email:
amalkin@icrinc.com.
About OSW:
Headquartered in Nassau, Bahamas, OSW is one of the largest
health and wellness services companies in the world. OSW’s
distinguished facilities offer guests a comprehensive suite of
premium health, fitness, beauty and wellness services, treatments,
and products aboard 161 cruise ships and at 66 destination resorts
around the world. OSW holds the leading market position within the
fast-growing international leisure market and has been built upon
its exceptional service standards, expansive global recruitment,
training and logistics platforms, and a history of service and
product innovation that has enhanced its guests’ health, fitness,
beauty, and wellness while vacationing for over 50 years.
About Haymaker:
Haymaker is a $330 million blank check company led by Steven
Heyer. Haymaker 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. The executives of Haymaker are
experienced at recognizing and quantifying the value of brands and
creating strategies to reposition those brands to reach their full
market potential. For more information about Haymaker, please visit
www.haymakeracquisition.com.
Additional Information Posted to Website
Important Information About the Proposed Transaction and Where
to Find It:
In connection with the proposed transaction,
OneSpaWorld Holdings Limited ("OSW Holdings") intends to file a
registration statement on Form S-4 (the “S-4”), which will include
a prospectus with respect to OSW Holding’s securities to be issued
in connection with the proposed business combination of OSW and
Haymaker and a proxy statement with respect to Haymaker’s
stockholder meeting to vote on the proposed transaction, with the
Securities and Exchange Commission (the “SEC”). Haymaker’s
stockholders and other interested persons are advised to read, when
available, the S-4 and the amendments thereto and any documents
incorporated by reference therein filed in connection the proposed
transaction, as these materials will contain important information
about OSW, Haymaker, and the proposed transaction. When available,
the S-4 and other relevant materials for the proposed transaction
will be mailed to stockholders of Haymaker as of a record date to
be established for voting on the proposed transaction. Stockholders
will also be able to obtain copies of the S-4 and other documents
filed with the SEC that will be incorporated by reference therein,
without charge, once available, at the SEC’s web site at
www.sec.gov, or by directing a request to: Haymaker Acquisition
Corp., 650 Fifth Avenue, Floor 10, New York, NY 10019.
Participants in the Solicitation:
OSW, OSW Holdings, Haymaker, and their
respective directors and executive officers may be deemed
participants in the solicitation of proxies from Haymaker’s
stockholders with respect to the proposed transaction. A list of
the names of those directors and executive officers and a
description of their interests in Haymaker is contained in
Haymaker’s annual report on Form 10-K for the fiscal year ended
December 31, 2017, 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 Haymaker Acquisition Corp., 650 Fifth
Avenue, Floor 10, New York, NY 10019, Attention: Christopher
Bradley or Joseph Tonnos, (212) 616-9600. Additional information
regarding the interests of such participants will be contained in
the S-4.
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 Haymaker, OSW and
OSW 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 including projected financial information
(which is not audited or reviewed by auditors) and anticipated
financial impacts of the proposed transaction, the satisfaction of
the closing conditions to the proposed transaction, 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 Haymaker, OSW, and OSW 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 Haymaker 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
following 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 ability 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 OSW’s and the combined company’s
services together with the possibility that OSW 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 Haymaker’s other filings with the SEC. Haymaker cautions
that the foregoing list of factors is not exclusive. You should not
place undue reliance upon any forward-looking statements, which
speak only as of the date made. Haymaker, OSW, and OSW 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.
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.
ContactsICR for Haymaker
Investors:Allison Malkin,
203-682-8225allison.malkin@icrinc.comJennifer Davis,
646-677-1813jennifer.davis@icrinc.com
Media:Jim Furrer, 646-677-1808jim.furrer@icrinc.com
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