Selina and BOA Acquisition Corp. Announce Closing of Business Combination and Commencement of Trading

Rhea-AI Summary

Selina, a hospitality company catering to millennials and Gen Z, has completed its business combination with BOA Acquisition Corp. (NYSE: BOAS), which was approved by stockholders on October 21, 2022. As a result, Selina's shares will now trade on Nasdaq under the ticker symbols SLNA and SLNAW. The deal provides approximately $54 million in private placement financing and $118 million from convertible notes to support Selina's growth and operational goals. Selina's CEO Rafael Museri emphasized the opportunity for long-term growth and enhanced technology following the merger.

Positive

• Completion of merger with BOA Acquisition Corp., enhancing Selina's market presence.
• Access to approximately $54 million in private placement financing.
• Secured $118 million from convertible notes to fund operations.
• Plans to leverage capital for long-term profitable growth and global expansion.

Negative

• Risks associated with achieving anticipated benefits from the merger.
• Potential disruptions to existing operations during integration.
• Uncertainties related to regulatory compliance post-merger.

NEW YORK--(BUSINESS WIRE)-- Selina, the fast-growing lifestyle and experiential hospitality company targeting millennial and Gen Z travelers whose mission is centered on building meaningful connections, and BOA Acquisition Corp. (NYSE: BOAS) (BOA), a publicly traded special purpose acquisition company, announced today the closing of their business combination (the “Business Combination”).

(Photo: Business Wire)

The Business Combination was approved by BOA stockholders at a special meeting held on October 21, 2022. Samba Merger Sub, Inc., a subsidiary of Selina, merged with and into BOA, with BOA surviving the merger and, as a result of that merger, BOA became a direct, wholly-owned subsidiary of Selina, with the securityholders of BOA becoming securityholders of Selina. Selina’s ordinary shares and public warrants will today begin trading on the Nasdaq under the ticker symbol “SLNA” and “SLNAW”, respectively.

“Today marks a major milestone for Selina, as we complete our goal of becoming a publicly traded company and embark on our next chapter of growth,” said Rafael Museri, Co-Founder and Chief Executive Officer of Selina. “The completion of this transaction is further validation of our highly differentiated hospitality offering, we can scale the brand and our unique destinations to travelers and locals around the world like never before. We look forward to leveraging this capital to drive long-term profitable growth, introduce new offerings that facilitate meaningful connections, and enhance our technology to support our rapid global expansion.”

Ben Friedman, President and CFO of BOA Acquisition Corp., commented, “Selina is one of the few hospitality companies that is truly revolutionizing travel and is addressing a meaningful market need. We are proud to have played a role in helping this dynamic lifestyle brand go public, and look forward to continuing our collaboration with Rafi and the rest of Selina’s talented team as they grow the Selina platform and execute their strategy to achieve profitability.”

The combined company will continue to be led by Museri alongside the rest of the current Selina management team. Selina’s Board of Directors comprises seven directors, including Museri and Daniel Rudasevski, Co-Founder and Chief Growth Officer of Selina. The Board’s five independent directors include Chairman Eric J. Foss as well as Catherine Dunleavy, Eileen Moore Johnson, Richard S. Stoddart and Adi Soffer Teeni.

In addition to potential cash proceeds from BOAS’ cash in trust, the business combination is expected to provide Selina with $54 million of capital via its private placement financing, and $118 million from subscriptions to the $147.5 million principal amount of 6 percent senior unsecured convertible notes due 2026 announced on April 25, 2022 - each to fund Selina’s operations and continue its plans to achieve profitability.

Members of the Selina leadership team rang the closing bell at the Nasdaq at 4:00 p.m. eastern time on October 26, 2022 to celebrate closing of the transactions.

About Selina

Selina is one of the world's largest lifestyle and experiential hotel company built to address the needs and desires of millennial and Gen Z travelers, blending beautifully designed accommodation with coworking, recreation, wellness, and local experiences. Custom-built for today's nomadic traveler, Selina provides guests with a global infrastructure to seamlessly travel, work and play. Founded in 2014, each Selina property is designed in partnership with local artists, creators, and tastemakers, breathing new life into existing buildings in interesting locations around the world – from urban cities to remote beaches and jungles. Selina's portfolio includes over 163 open or secured properties across 25 countries and 6 continents. On December 2, 2021, Selina entered into a definitive merger agreement with BOA Acquisition Corp. (NYSE: BOAS), the closing of which, which is subject to customary conditions, will result in Selina becoming a publicly listed company. For further information on Selina, visit www.selina.com or check out @selina on Instagram, Twitter or Facebook.

Forward-Looking Statements

This communication includes “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 generally relate to future events, including, without limitation, statements regarding the Business Combination and expectations or plans of Selina’s management. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “potential,” or “continue,” or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties (some of which are beyond the control of Selina), and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Selina and its management, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, without limitation: (1) the occurrence of any event, change, or other circumstances that could give rise to the termination of the definitive agreements respecting the Business Combination; (2) the outcome of any legal proceedings that may be instituted against BOA, Selina, or others following the announcement of the Business Combination; (3) the inability to complete the Business Combination due to the failure to obtain approval of the stockholders of BOA or to satisfy other conditions to closing; (4) changes to the proposed structure of the Business Combination that may be required or appropriate as a result of applicable laws or regulations; (5) the ability of Selina to meet applicable listing standards following the consummation of the Business Combination; (6) the risk that the Business Combination disrupts current plans and operations of Selina as a result of the announcement and consummation of the Business Combination; (7) the ability to recognize the anticipated benefits of the 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; (8) costs related to the Business Combination; (9) changes in applicable laws or regulations; (10) the possibility that Selina may be adversely affected by other economic, business, and/or competitive factors; (11) the impact of the COVID-19 pandemic on Selina’s business and/or the ability of the parties to complete the Business Combination; (12) our future financial business performance; and (13) other risks and uncertainties to be contained in the Registration Statement and the definitive proxy statement included therein. In addition, there may be additional risks that Selina does not presently know, or that Selina currently believes are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Except as may be required by law, Selina does not undertake any duty to update these forward-looking statements.

View source version on businesswire.com: https://www.businesswire.com/news/home/20221027005445/en/

ICR for Selina

ICRSelina@icrinc.com

Source: Selina

FAQ

What is the business combination between Selina and BOA Acquisition Corp.?

Selina has merged with BOA Acquisition Corp. to become a publicly traded company, with the deal approved by stockholders on October 21, 2022.

What are the new ticker symbols for Selina after the merger?

Selina's ordinary shares and public warrants now trade on Nasdaq under the ticker symbols SLNA and SLNAW.

How much capital did Selina secure from the business combination?

The business combination is expected to provide Selina with approximately $54 million from private placement financing and $118 million from convertible notes.

What are the potential risks associated with Selina's merger?

Potential risks include disruptions to current operations, challenges in realizing expected benefits, and regulatory compliance uncertainties.

Who leads Selina following the business combination?

Selina will continue to be led by CEO Rafael Museri and the existing management team.