NEW
YORK, July 20, 2022 /PRNewswire/
-- Hypebeast Limited (HKSE: 00150, "Hypebeast" or the
"Company"), the go-to platform for contemporary culture and
lifestyle and a premier destination for editorially-driven commerce
and news, and Iron Spark I Inc. (Nasdaq: ISAA, "Iron Spark"), a
publicly-traded special purpose acquisition company ("SPAC"), are
pleased to announce that Coresight Research, a research and
advisory firm specializing in retail and technology, has initiated
company-sponsored research coverage on the Company. The full report
by Coresight Research, as well as news and advanced industry data
on Hypebeast, is available here.
On April 3, 2022, Hypebeast
entered into a definitive agreement with Iron Spark to bring its
robust contemporary culture and lifestyle platform to the U.S.
public markets. The Business Combination is subject to customary
closing conditions, including the approval of Iron Spark's
stockholders, and is expected to be consummated in the third
quarter of 2022. Upon the closing of the Business Combination, the
Company will operate under the Hypebeast name and is expected to be
dual-listed on NASDAQ trading under the new symbol "HYPE" and its
existing listing on the Hong Kong Stock Exchange under the stock
code 00150.HK.
Forward-Looking Statements
This press release contains
forward-looking statements within the meaning of section 27A of the
U.S. Securities Act of 1933, as amended (the "Securities Act"), and
section 21E of the U.S. Securities Exchange Act of 1934 ("Exchange
Act") that are based on beliefs and assumptions and on information
currently available to Iron Spark and Hypebeast. 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," "target," "seek" or the
negative or plural of these words, or other similar expressions
that are predictions or indicate future events or prospects,
although not all forward-looking statements contain these words.
Any statements that refer to expectations, projections or other
characterizations of future events or circumstances, including
projections of market opportunity and market share, the capability
of Hypebeast's business plans including its plans to expand, the
sources and uses of cash from the proposed transaction, the
anticipated enterprise value of the combined company following the
consummation of the proposed transaction, any benefits of
Hypebeast's partnerships, strategies or plans as they relate to the
proposed transaction, anticipated benefits of the proposed
transaction and expectations related to the terms and timing of the
proposed transaction are also forward looking statements. These
statements involve risks, uncertainties and other factors that may
cause actual results, levels of activity, performance or
achievements to be materially different from those expressed or
implied by these forward-looking statements. Although each of Iron
Spark and Hypebeast believes that it has a reasonable basis for
each forward-looking statement contained in this communication,
each of Iron Spark and Hypebeast caution you that these statements
are based on a combination of facts and factors currently known and
projections of the future, which are inherently uncertain. In
addition, there will be risks and uncertainties described in the
proxy statement/prospectus on Form F-4 relating to the proposed
transaction, which is expected to be filed by Hypebeast with the
SEC and other documents filed by Iron Spark or Hypebeast from time
to time with the SEC. These filings may identify and address other
important risks and uncertainties that could cause actual events
and results to differ materially from those contained in the
forward-looking statements. Neither Iron Spark nor Hypebeast can
assure you that the forward-looking statements in this
communication will prove to be accurate. These forward-looking
statements are subject to a number of risks and uncertainties,
including, among others, the ability to complete the business
combination due to the failure to obtain approval from Iron Spark's
stockholders or satisfy other closing conditions in the business
combination agreement, the occurrence of any event that could give
rise to the termination of the business combination agreement, the
ability to recognize the anticipated benefits of the business
combination, the amount of redemption requests made by Iron Spark's
public stockholders, costs related to the transaction, the impact
of the global COVID-19 pandemic, the risk that the transaction
disrupts current plans and operations as a result of the
announcement and consummation of the transaction, the outcome of
any potential litigation, government or regulatory proceedings and
other risks and uncertainties, including those to be included under
the heading "Risk Factors" in the final prospectus for Iron Spark's
initial public offering filed with the SEC on June 10, 2021 and in its subsequent quarterly
reports on Form 10-Q and other filings with the SEC. There may be
additional risks that neither Iron Spark or Hypebeast presently
know or that Iron Spark and Hypebeast currently believe are
immaterial that could also cause actual results to differ from
those contained in the forward-looking statements. In light of the
significant uncertainties in these forward-looking statements, you
should not regard these statements as a representation or warranty
by Iron Spark, Hypebeast, their respective directors, officers or
employees or any other person that Iron Spark and Hypebeast will
achieve their objectives and plans in any specified time frame, or
at all. The forward-looking statements in this press release
represent the views of Iron Spark and Hypebeast as of the date of
this communication. Subsequent events and developments may cause
those views to change. However, while Iron Spark and Hypebeast may
update these forward-looking statements in the future, there is no
current intention to do so, except to the extent required by
applicable law. You should, therefore, not rely on these
forward-looking statements as representing the views of Iron Spark
or Hypebeast as of any date subsequent to the date of this
communication.
No Offer or Solicitation
This press release is not a
proxy statement or solicitation of a proxy, consent or
authorization with respect to any securities or in respect of the
potential transaction and does not constitute an offer to sell or a
solicitation of an offer to buy any securities of Iron Spark or
Hypebeast, nor shall there be any sale of any such securities in
any state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of such state or jurisdiction. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of the Securities Act.
Important Additional Information Regarding the Transaction
Will Be Filed With the SEC
In connection with the proposed
business combination, Hypebeast intends to file with the SEC a
registration statement on Form F-4 containing a preliminary proxy
statement and a preliminary prospectus of Iron Spark, and after the
registration statement is declared effective, Iron Spark will mail
a definitive proxy statement/prospectus/consent solicitation
statement relating to the proposed business combination to its
stockholders and Hypebeast's shareholders. This press release does
not contain all the information that should be considered
concerning the proposed business combination and is not intended to
form the basis of any investment decision or any other decision in
respect of the business combination. Iron Spark's stockholders and
other interested persons are advised to read, when available, the
preliminary proxy statement/prospectus/consent solicitation
statement and the amendments thereto and the definitive proxy
statement/prospectus/consent solicitation statement and other
documents filed in connection with the proposed business
combination, as these materials will contain important information
about Hypebeast, Iron Spark and the proposed business combination.
When available, the definitive proxy statement/prospectus/consent
solicitation statement and other relevant materials for the
proposed business combination will be mailed to stockholders of
Iron Spark as of a record date to be established for voting on the
proposed business combination. Such stockholders will also be able
to obtain copies of the preliminary proxy
statement/prospectus/consent solicitation statement, the definitive
proxy statement/prospectus/consent solicitation statement and other
documents filed with the SEC, without charge, once available, at
the SEC's website at www.sec.gov, or by directing a request to Iron
Spark I Inc., 125 N Cache St Jackson,
Wyoming 83001, Attention: Olivia
Defechereux Dejah.
Participants in the Solicitation
Iron Spark and
Hypebeast 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 Iron
Spark's stockholders in connection with the proposed transaction.
Information regarding the persons who may, under SEC rules, be
deemed participants in the solicitation of Iron Spark's
stockholders in connection with the proposed business combination
will be set forth in Hypebeast's registration statement on Form
F-4, including a proxy statement/prospectus/consent solicitation
statement, when it is filed with the SEC. Investors and security
holders may obtain more detailed information regarding the names
and interests in the proposed transaction of Iron Spark's directors
and officers in Iron Spark's filings with the SEC and such
information will also be in the Registration Statement to be filed
with the SEC by Hypebeast, which will include the proxy statement /
prospectus/consent solicitation statement of Iron Spark for the
proposed transaction.
Investor Contact:
ICR
Ashley DeSimone
Ashley.DeSimone@icrinc.com
(646) 677-1827
Media Contacts:
Iron Spark I
Olivia Defechereux Dejah
olivia@ironspark.com
Telephone: (307) 200-9007
Hypebeast Limited
Sujean
Lee / Rosita Cheng
media@hypebeast.com
Coresight:
Meir Kahtan
RCN
mkahtan@rcn.com
About Hypebeast Limited
Hypebeast is a leading global
platform for contemporary culture and lifestyle, and a premier
destination for editorially-driven commerce and content. Founded in
2005, it became a publicly listed media company in 2016 and today
boasts a global readership across North
America, Asia Pacific,
Europe and more. The Group has
expanded its publishing brands to a wider scope in recent years,
encompassing Hypebeast and its multiple content distribution
platforms, e-commerce and retail platform HBX, and agency
Hypemaker.
About Iron Spark I Inc.
Iron Spark I Inc. is a newly
incorporated blank check company incorporated as a Delaware corporation for the purpose of
effecting a merger, capital stock exchange, asset acquisition,
stock purchase, reorganization or similar business combination with
one or more businesses. Although there is no restriction or
limitation on what industry or geographic region our target
operates in, it is our intention to pursue prospective targets that
are consumer brands. The Company will pay a quarterly dividend of
$0.05 per outstanding share of Class
A common stock.
About Coresight Research
Coresight Research is a
research and advisory firm specializing in retail and technology.
Established in 2018 by leading global retail analyst Deborah Weinswig, the firm is headquartered in
New York, with offices in
London, Lagos, Hong
Kong, Shanghai and
Mangalore (India). The firm
provides data-driven analysis and strategic advisory to clients
including retailers, brands, enterprise technology companies,
accelerators and more. In addition to being renowned for its
breadth and depth of research, Coresight Research is known for its
expertise in the China market,
helping clients with market entry and cross-border e-commerce
strategies. Coresight Research is also known for its Innovator
Intelligence platform, consisting of a vast network of technology
entrepreneurs that it actively cultivates through events,
mentorship, and regularly updated report coverage. For more
information, visit www.coresight.com.
View original content to download
multimedia:https://www.prnewswire.com/news-releases/coresight-research-initiates-research-coverage-on-hypebeast-301590053.html
SOURCE Hypebeast