Lynk has proven two-way sat2phone connectivity
on all seven continents, including SMS, emergency alerts, voice
calls, and data, and is scaling to provide coverage everywhere on
Earth at broadband speeds
Lynk believes it is the world’s only patented
and commercially licensed sat2phone system
Combined company expected to list on Nasdaq
under the ticker symbol “LYNK” in the second half of 2024
Lynk Global, Inc. (“Lynk”), the world’s leading
satellite-direct-to-standard-phone (“sat2phone”) telecoms provider,
and Slam Corp. (NASDAQ: SLAM), a special purpose acquisition
company (“Slam”), today announced that they have signed a
non-binding letter of intent (“LOI”) for a potential business
combination. Under the terms of the LOI, the combined company (the
"Combined Company") would operate as Lynk Global, Inc. and its
common stock and warrants are expected to be listed on Nasdaq under
the ticker symbol “LYNK” and “LYNKW,” respectively.
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Lynk was founded in 2017 by Charles Miller, President and CEO;
Margo Deckard, COO; and Tyghe Speidel, CTO. Lynk’s proprietary
technology created the sat2phone category, which encompasses
products and services that leverage mobile phones. It designs,
builds, and operates proprietary “cell-tower-in-space” satellites
that provide direct-to-standard-phone connectivity and global
coverage. Lynk believes it is the world’s only patented, proven,
and commercially licensed sat2phone system. Lynk has proven two-way
sat2phone connectivity on all seven continents, including SMS,
emergency alerts, voice calls, and data and is scaling to provide
ubiquitous service at broadband speeds. Lynk partners with wireless
providers and mobile network operators (“MNOs”) to deliver
connectivity to their customers through their existing mobile
devices.
"Lynk was created with the mission to connect everyone,
everywhere by providing affordable connectivity to billions
globally using the phones already in their pockets," stated Lynk
CEO, Charles Miller. "In effect, we’ve created a new category, and
our operational technology requires no change to consumers’ phones
while delivering services with immense lifesaving implications. As
a public company, we will have access to greater capital to take
advantage of the satellite-direct-to-device opportunity, bringing
these services to even more people and truly ending the era of the
disconnected."
Alex Rodriguez, Chief Executive Officer of Slam, said, "Lynk has
built a truly global platform that is set to revolutionize the
satellite-direct-to-phone sector. Since Slam's listing, we have
sought to partner with a company beyond providing capital, through
operational support, commercial network expansion, and brand
amplification. Lynk is a perfect fit for our investment criteria.
We are impressed by its innovative technology and proven ability to
scale. The Combined Company is positioned to make a tremendous
global impact, potentially providing broadband access to billions
of people currently underserved by a lack of mobile
connectivity."
Lynk and Slam intend to finalize their definitive business
combination agreement (the “Business Combination”) in the coming
weeks and will announce additional details at that time. Based on
the LOI, the Combined Company is expected to be valued at no less
than $800 million upon listing, subject to current market
conditions. There can be no assurance that a definitive agreement
will be entered into or that the proposed transaction will be
consummated on the terms or timeframe currently contemplated, or at
all.
Lynk Investment
Highlights
Patented and Proven Technology
- Lynk believes it is the world's only patented, proven, and
commercially licensed satellite-direct-to-standard-phone
system.
- Lynk technology is compatible with any unmodified cellular
device from 2G to 5G, and positioned for compatibility with future
generations of devices.
- Successfully launched three commercial satellite cell towers in
space and has begun operations in four countries.
- Lynk’s technology has been tested and proven in over 25
countries and on all seven continents.
- Lynk has signed 35 commercial contracts to provide coverage in
approximately 50 countries.
Attractive Satellite Communications Market
Opportunity
- Satellite communications represent approximately $14 billion of
the broader global connectivity market valued at more than $1
trillion annually, growing at a 12% CAGR through 2030 to
approximately $35 billion.1
- Satellite-direct-to-device is a new category within satellite
communications that analysts estimate could grow to become “the
largest opportunity in satcom’s history.”2
- Approximately 750 million of the 5.4 billion existing mobile
phone users are not connected on average at any point in time due
to being in "coverage black spots."
- Traditional mobile cell coverage is limited by the economics of
building and operating traditional ground-based cell towers, making
it cost-prohibitive to expand mobile cell coverage into remote
areas lacking coverage.
- Satellite cell towers are approximately four orders of
magnitude lower in operating expense per square mile than
traditional ground-based cell towers. This allows satellite cell
towers to affordably fill in black spots and lower the pricing of
ground-based cell towers.
Clear Growth Trajectory with MNOs
- Lynk partners with MNOs around the world to offer 100%
geographic coverage in their territory by integrating seamlessly
with their existing network.
- Lynk believes sat2phone services could drive 40% top-line
growth in the mobile wireless market from today’s $1 trillion per
year to $1.4 trillion annually.
- These estimates represent $150 billion annually from
“everywhere connectivity” for the 5.4 billion existing mobile
customers, and approximately $250 billion annually from new
customers who buy their first mobile device once guaranteed
coverage is in place.
Experienced and Proven Management
- Lynk leadership represents the best of the space, telecoms, and
satellite industries.
- Average of 32 years of experience in the space and telecoms
industries, in both the public and private sectors.
- Three Lynk co-founders lead the c-suite.
- Proprietary network of advisors with deep expertise and
experience across satellite, telecoms, and technology
industries.
Advisors
Jones Trading is serving as financial advisor and BTIG, LLC is
serving as capital markets advisor to Lynk Global, Inc. Goodwin
Procter LLP is serving as legal counsel to Lynk Global, Inc.
Kirkland & Ellis LLP is serving as legal counsel to Slam
Corp.
About Lynk
Lynk believes it is the world’s only patented, proven, and
commercially-licensed satellite-direct-to-standard-mobile-phone
system. Today, Lynk allows commercial subscribers to send and
receive text messages to and from space, via standard unmodified
mobile devices. Lynk’s service has been demonstrated in over 25
countries and is currently being deployed commercially, based on 35
MNO commercial service contracts covering approximately 50
countries. Lynk is currently providing cell broadcast (emergency)
alerts, and two-way SMS messaging, and intends to launch voice and
mobile broadband services in the future. By partnering with Lynk
via a simple roaming agreement, a mobile network operator opens the
door to new revenue in untapped markets, gives subscribers peace of
mind with ubiquitous connectivity, and may possibly provide a
pathway to economic prosperity for billions. For more information,
visit www.lynk.world or follow @lynktheworld.
About Slam Corp.
Slam Corp. (Nasdaq: SLAM) is a special purpose acquisition
company established by baseball legend, investor and Chairman and
Chief Executive Officer of A-Rod Corp., Alex Rodriguez, and
Founder, Managing Partner and Chief Investment Officer of Antara
Capital LP, Himanshu Gulati. Slam Corp. intends to pursue
investment opportunities with companies that have large and growing
addressable markets, significant revenue growth, defensible
business models and superior market share.
Additional Information about the Transaction and Where to
Find It
This communication relates to the proposed Business Combination
involving Lynk and Slam. If a legally binding definitive agreement
with respect to the proposed Business Combination is executed,
Slam, or another party to the proposed Business Combination,
intends to file with the SEC a registration statement on Form S-4
(the “Registration Statement”), which will include a preliminary
proxy statement/prospectus. This communication is not a substitute
for the Registration Statement, the definitive proxy
statement/final prospectus or any other document that Slam or Lynk
has filed or will file with the SEC or send to its shareholders in
connection with the proposed Business Combination. This document
does not contain all the information that should be considered
concerning the proposed Business Combination and other matters and
is not intended to form the basis for any investment decision or
any other decision in respect of such matters.
BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, SLAM’S
SHAREHOLDERS AND OTHER INTERESTED PARTIES ARE URGED TO READ THE
PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE AND ANY
AMENDMENTS THERETO AND ANY OTHER DOCUMENTS FILED BY SLAM WITH THE
SEC IN CONNECTION WITH THE PROPOSED BUSINESS COMBINATION OR
INCORPORATED BY REFERENCE THEREIN IN THEIR ENTIRETY BEFORE MAKING
ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED
BUSINESS COMBINATION BECAUSE THEY CONTAIN IMPORTANT INFORMATION
ABOUT THE PROPOSED BUSINESS COMBINATION AND THE PARTIES TO THE
PROPOSED BUSINESS COMBINATION.
After the Registration Statement is declared effective, the
definitive proxy statement will be mailed to shareholders of Slam
as of a record date to be established for voting on the proposed
Business Combination. Additionally, Slam will file other relevant
materials with the SEC in connection with the proposed Business
Combination. Copies of the Registration Statement, the definitive
proxy statement/final prospectus and all other relevant materials
for the proposed Business Combination filed or that will be filed
with the SEC may be obtained, when available, free of charge at the
SEC’s website at www.sec.gov. In addition, the documents filed by
Slam may be obtained, when available, free of charge from Slam at
www.slamcorp.com. Slam’s shareholders may also obtain copies of the
definitive proxy statement/prospectus, when available, without
charge, by directing a request to Slam Corp., 55 Hudson Yards, 47th
Floor, Suite C, New York, New York 10001.
No Offer or Solicitation
This communication is for information purposes only and is not
intended to and does not constitute, or form part of, an offer,
invitation or the solicitation of an offer or invitation to
purchase, otherwise acquire, subscribe for, sell or otherwise
dispose of any securities, or the solicitation of any vote or
approval in any jurisdiction, pursuant to the proposed Business
Combination or otherwise, nor shall there be any sale, issuance or
transfer of securities in any jurisdiction in contravention of
applicable law. The proposed Business Combination is expected to be
implemented solely pursuant to a legally binding definitive
agreement which is expected to be filed as an exhibit to a Current
Report on Form 8-K by Slam, and which is expected to contain the
full terms and conditions of the proposed Business Combination. No
offer of securities shall be made except by means of a prospectus
meeting the requirements of the Securities Act of 1933, as
amended.
Participants in the Solicitation of Proxies
This communication may be deemed solicitation material in
respect of the proposed Business Combination. Slam and Lynk and
certain of their respective directors and officers may be deemed
participants in the solicitation of proxies from Slam’s
shareholders in connection with the proposed Business Combination.
Slam’s shareholders and other interested persons may obtain,
without charge, more detailed information regarding the names and
interests in the proposed Business Combination of Slam’s directors
and officers in Slam’s filings with the SEC, including Slam’s
initial public offering prospectus, which was filed with the SEC on
February 24, 2021, Slam’s subsequent annual reports on Form 10-K
and quarterly reports on Form 10-Q. To the extent that holdings of
Slam’s securities by insiders have changed from the amounts
reported therein, any such changes have been or will be reflected
on Statements of Change in Ownership on Form 4 filed with the SEC.
Information regarding the persons who may, under SEC rules, be
deemed participants in the solicitation of proxies to Slam’s
shareholders in connection with the Business Combination will be
included in the definitive proxy statement/prospectus relating to
the proposed Business Combination when it becomes available. You
may obtain free copies of these documents, when available, as
described in the preceding paragraphs.
Use of Non-GAAP Financial Measures
This press release includes certain financial measures of the
industry Lynk operates in not presented in accordance with GAAP,
including, but not limited to CAGR. To the extent that
forward-looking non-GAAP financial measures are provided, they are
presented on a non-GAAP basis without reconciliations of such
forward-looking non-GAAP measures due to the inherent difficulty in
forecasting and quantifying certain amounts that are necessary for
such reconciliations.
Cautionary Statement Regarding Forward Looking
Statements
Certain statements made in this press release, and oral
statements made from time to time by representatives of Slam and
Lynk are “forward-looking statements” within the meaning of the
safe harbor provisions of the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements may
generally be identified by the use of words such as “estimate,”
“projects,” “expects,” “anticipates,” “forecasts,” “plans,”
“intends,” “believes,” “seeks,” “may,” “will,” “would,” “should,”
“future,” “propose,” “potential,” “target,” “goal,” “objective,”
“outlook” and variations of these words or similar expressions (or
the negative versions of such words or expressions) are intended to
identify forward-looking statements. These forward-looking
statements include, but are not limited to, statements regarding
the financial position, business strategy and the plans and
objectives of management for future operations including as they
relate to the proposed Business Combination and related
transactions, pricing and market opportunity, the satisfaction of
closing conditions to the proposed Business Combination and related
transactions, the level of redemptions by Slam’s public
shareholders and the timing of the completion of the proposed
Business Combination, including the anticipated closing date of the
proposed Business Combination and the use of the cash proceeds
therefrom. These statements are based on various assumptions,
whether or not identified in this communication, and on the current
expectations of Slam’s and Lynk’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. These forward-looking statements are not guarantees of
future performance, conditions or results, and involve a number of
known and unknown risks, uncertainties, assumptions and other
important factors, many of which are outside the control of the
parties, that could cause actual results or outcomes to differ
materially from those discussed in the forward-looking
statements.
The forward-looking statements involve significant risk and
uncertainties that could cause the actual results to differ
materially from the expected results. Factors that may cause such
differences include, among others, the following: (1) the inability
of the parties to complete the potential Business Combination or to
complete the contemplated transactions; (2) satisfaction or waiver
(if applicable) of the conditions to the proposed Business
Combination, including with respect to the approval of the
shareholders of Slam Corp; (3) the ability to maintain the listing
of the Combined Company’s securities on Nasdaq; (4) the risk that
the proposed transaction disrupts current plans and operations of
Slam or Lynk as a result of the announcement and consummation of
the transactions described herein; (5) the ability to recognize the
anticipated benefits of the proposed Business Combination, which
may be affected by, among other things, competition, the ability of
the Combined Company to grow and manage growth profitably, maintain
relationships with customers and suppliers and retain its
management and key employees; (6) uncertainty of the costs related
to the proposed Business Combination; (7) changes in applicable
laws or regulations and delays in obtaining, adverse conditions
contained in, or the inability to obtain necessary regulatory
approvals required to complete the potential transaction; (8) the
possibility that Slam and Lynk may be adversely affected by other
economic, business, and/or competitive factors; (9) the outcome of
any legal proceedings that may be instituted against Slam or Lynk
or any of their respective directors or officers, following the
announcement of the potential Business Combination transaction;
(10) the failure to realize anticipated pro forma results and
underlying assumptions, including with respect to estimated
shareholder redemptions and purchase price and other adjustments;
(11) risks related to domestic and international political and
macroeconomic uncertainty, including the outbreak of COVID-19, the
Russia-Ukraine conflict and the Israel-Hamas war; (12) the risk
that any of the conditions to closing of the proposed Business
Combination to be agreed upon in a legally binding definitive
agreement are not satisfied in the anticipated manner or on the
anticipated timeline or are waived by any of the parties thereto;
(13) risks related to the rollout of Lynk’s business strategy and
the timing of expected business milestones; (14) the amount of
redemption requests made by Slam’s public shareholders; (15) the
ability of Slam to issue equity, if any, in connection with the
proposed Business Combination or to otherwise obtain financing in
the future; (16) risks related to Lynk’s industry; and (17) those
factors discussed in Slam’s Annual Report on Form 10-K for the year
ended December 31, 2022 and subsequent Quarterly Reports on Form
10-Q, in each case, under the heading “Risk Factors,” and other
documents of Slam or Lynk to be filed with the SEC, including the
proxy statement/prospectus. If any of these risks materialize or
Slam’s or Lynk’s assumptions prove incorrect, actual results could
differ materially from the results implied by these forward-looking
statements. There may be additional risks that neither Slam nor
Lynk presently know or that Slam and Lynk currently believe are
immaterial that could also cause actual results to differ from
those contained in the forward-looking statements. In addition,
forward-looking statements reflect Slam’s and Lynk’s expectations,
plans or forecasts of future events and views as of the date of
this communication. Slam and Lynk anticipate that subsequent events
and developments will cause Slam’s and Lynk’s assessments to
change. However, while Slam and Lynk may elect to update these
forward-looking statements at some point in the future, each of
Slam and Lynk specifically disclaim any obligation to do so, unless
required by applicable law. These forward-looking statements should
not be relied upon as representing Slam’s and Lynk’s assessments as
of any date subsequent to the date of this communication.
Accordingly, undue reliance should not be placed upon the
forward-looking statements.
________________________ 1 Deutsche Bank Equity Research 2
Analysys Mason, The Largest Opportunity in Satcom’s History: Direct
Satellite-to-Device
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231217827034/en/
Lynk Global, Inc. Investors /
Media Tony DeTora tdetora@lynk.world
Slam Corp Investors Alex
Jorgensen ajorgensen@prosek.com
Media Russell Sherman
rsherman@prosek.com
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