New Vista Acquisition Corp Signs Nonbinding Letter of Intent for Business Combination
01 Febbraio 2023 - 2:30PM
Business Wire
New Vista Acquisition Corp (NASDAQ: NVSA) (“New Vista”) today
announced that it has entered into a nonbinding letter of intent
for a business combination with Verijet Holding Company LLC
(“Verijet”). Verijet provides customers with private aviation
services as the largest fleet operator of Cirrus Vision jets,
operating 19 jets in the Northeast, Southeast and West Coast. The
Cirrus Vision jet, winner of the 2017 Collier Trophy “for the
greatest achievement in aeronautics . . . in America,” is currently
the only single-engine turbofan aircraft widely available in the
private aviation marketplace. Additionally, the Cirrus Vision jet
has important safety features as a turbo-fan powered aircraft with
a full aircraft parachute as well as Garmin Autoland (itself the
winner of the 2020 Collier Trophy) which autonomously lands the
plane with the push of a single button if a pilot is unable to fly,
allowing it to be operated safely with a single pilot.
New Vista expects to provide additional details regarding the
potential business combination with Verijet only if and when a
definitive agreement is executed.
Completion of the potential business combination is subject to,
among other matters, the completion of due diligence, the
negotiation of a definitive agreement providing for the potential
business combination, satisfaction of the conditions negotiated
therein and approval of the potential business combination by board
and equity holders of both companies, as well as regulatory
approvals. Accordingly, there can be no assurance that the parties
will successfully negotiate and enter into a definitive agreement,
or that the potential business combination will be consummated on
the terms or timeframe currently contemplated, or at all.
Forward-Looking Statements
This press release may include “forward-looking statements”
within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements other than statements of historical fact
included in this press release are forward-looking statements. When
used in this press release, words such as “anticipate,” “believe,”
“estimate,” “expect,” “intend” and similar expressions, as they
relate to us or our management team, identify forward-looking
statements.
These forward-looking statements include, but are not limited
to, statements regarding New Vista’s ability to enter into a
definitive agreement or consummate a transaction with Verijet. Such
forward-looking statements are based on the beliefs of New Vista’s
management, as well as assumptions made by, and information
currently available to, New Vista’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 results could differ materially from
those contemplated by the forward-looking statements. These
forward-looking statements are subject to a number of risks and
uncertainties, including: the risk that the approval of the
shareholders of New Vista of the proposal for an extension of time
for New Vista to complete a business combination from February 19,
2023, to February 19, 2024 is not obtained; New Vista’s ability to
enter into a definitive agreement with respect to the proposed
business combination or consummate a transaction with Verijet; the
risk that the approval of the shareholders of New Vista for the
potential business combination is not obtained; the failure to
obtain the necessary financing for the potential business
combination; the amount of redemption requests made by New Vista’s
shareholders and the amount of funds remaining in New Vista’s trust
account after satisfaction of such requests; the failure to obtain
the necessary regulatory approvals; those factors discussed in New
Vista’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2021, which was filed with the Securities and Exchange
Commission (the “SEC”) on March 31, 2022 (the “Annual Report”)
under the heading “Risk Factors,” and other documents of New Vista
filed, or to be filed, with the SEC. If the risks materialize or
assumptions prove incorrect, actual results could differ materially
from the results implied by these forward-looking statements. There
may be additional risks that New Vista presently does not know or
that New Vista currently believes are immaterial that could also
cause actual results to differ from those contained in the
forward-looking statements. New Vista undertakes no obligation to
update these statements for revisions or changes after the date of
this release, except as required by law.
Important Additional Information and Where to Find It
On January 12, 2023, New Vista filed a definitive proxy
statement (the “Shareholder Meeting Proxy Statement”) with the SEC
in connection with its solicitation of proxies for New Vista’s
extraordinary general meeting to be held on Friday, February 10,
2023, commencing at 10:00 a.m., New York City time, at the offices
of Skadden, Arps, Slate, Meagher & Flom LLP, located at One
Manhattan West, New York, NY 10001 (the “Shareholder Meeting Proxy
Statement”). On January 12, 2023, New Vista filed with the SEC an
amendment to the Shareholder Meeting Proxy Statement. INVESTORS AND
SECURITY HOLDERS OF NEW VISTA ARE URGED TO READ THE SHAREHOLDER
MEETING PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS (INCLUDING
ANY AMENDMENTS OR SUPPLEMENTS THERETO) THAT WILL BE FILED WITH THE
SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NEW VISTA,
THE EXTRAORDINARY GENERAL MEETING AND RELATED MATTERS.
If New Vista and Verijet enter into a definitive agreement with
respect to the potential business combination, New Vista will file
with the SEC a proxy statement (the “Business Combination Proxy
Statement”). New Vista will send the Business Combination Proxy
Statement to its shareholders and may file other documents
regarding the potential business combination with the SEC. This
communication is not a substitute for the Business Combination
Proxy Statement or any other document that New Vista may send to
its shareholders in connection with the potential business
combination. INVESTORS AND SECURITY HOLDERS OF NEW VISTA ARE URGED
TO READ THE BUSINESS COMBINATION PROXY STATEMENT AND ANY OTHER
RELEVANT DOCUMENTS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS
THERETO) THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR
ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT NEW VISTA, VERIJET, THE POTENTIAL
BUSINESS COMBINATION AND RELATED MATTERS. Investors and security
holders of New Vista will be able to obtain free copies of the
Business Combination Proxy Statement and other documents (including
any amendments or supplements thereto) containing important
information about New Vista and Verijet once those documents are
filed with the SEC, through the website maintained by the SEC at
www.sec.gov. New Vista makes available copies of materials they
file with, or furnish to, the SEC free of charge at its website
www.newvistacap.com/investor-relations.
Participants In The Solicitation
New Vista and its directors and executive officers may be
considered participants in the solicitation of proxies from the
shareholders of New Vista in connection with the potential business
combination. Information about the directors and executive officers
of New Vista is set forth in its Annual Report and on its website
at www.newvistacap.com/investor-relations. Additional information
regarding the interests of those participants and other persons who
may be deemed participants in the potential business combination
may be obtained by reading the Business Combination Proxy Statement
and other relevant documents filed with the SEC when they become
available. Free copies of these documents may be obtained as
described in the preceding paragraph.
No Offer or Solicitation
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 with respect to the potential 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.
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version on businesswire.com: https://www.businesswire.com/news/home/20230201005627/en/
Investor Contact: Hank Neal hn@newvistacap.com
News Media Contact: press@newvistacap.com
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