Genius Sports Limited Announces Successful Completion of Exercise and Consent Solicitation Relating to its Warrants
Genius Sports Limited (NYSE:GENI) has successfully completed its warrant exercise and consent solicitation, eliminating all public warrants. Approximately 89.13% of outstanding warrants (6,834,991) were exercised. Holders who exercised their warrants will receive ordinary shares, enhancing capital structure clarity and financial flexibility. An amendment to the warrant agreement allows automatic exercise of unexercised warrants at a price of $3.2933, giving 0.234 shares per warrant. Post-exercise, approximately 210,180,893 ordinary shares will be outstanding, marking a 1.72% increase. This move is expected to support the company's operations moving forward.
- 89.13% of outstanding warrants exercised, increasing investor confidence.
- Elimination of public warrants provides greater financial flexibility.
- Amendment allows for automatic exercise of remaining warrants.
- None.
The Company has been advised that holders of 6,834,991 warrants, or approximately
In addition, pursuant to the consent solicitation, the Company received the consent of approximately
The Company engaged
Important Additional Information has been Filed with the
In connection with the consent solicitation, the Company filed a registration statement on Form F-4 (the “Registration Statement”) relating to the securities to be issued in the offer to exercise and consent solicitation was filed with the
This announcement is for informational purposes only and shall not constitute an offer to purchase or a solicitation of an offer to sell the warrants or an offer to sell or a solicitation of an offer to buy any ordinary shares in any state in which such offer, solicitation or sale would be unlawful before registration or qualification under the laws of any such state. The consent solicitation was made only through the Schedule TO and prospectus and the complete terms and conditions of the consent solicitation were set forth in the Schedule TO and prospectus. Copies of the Schedule TO and prospectus will be available free of charge at the website of the
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Forward-Looking Statements
This press release contains forward-looking statements as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that involve significant risks and uncertainties. All statements other than statements of historical facts are forward-looking statements. These forward-looking statements include information about our possible or assumed future results of operations or our performance. Words such as “expects,” “intends,” “plans,” “believes,” “anticipates,” “estimates,” and variations of such words and similar expressions are intended to identify such forward looking statements. Forward-looking statements in this press release may include, for example, statements about the settlement and issuance of the Company’s ordinary shares in the offer to exercise and consent solicitation. Although the Company believes that the forward-looking statements contained in this press release are based on reasonable assumptions, you should be aware that many factors could affect our actual financial results or results of operations and could cause actual results to differ materially from those in such forward-looking statements, including but not limited to: our ability to successfully exercise the remaining warrants pursuant to the Warrant Amendment; our ability to complete the exercise of the remaining untendered warrants, the effect of COVID-19 on our business; risks related to our reliance on relationships with sports organizations and the potential loss of such relationships or failure to renew or expand existing relationships; fraud, corruption or negligence related to sports events, or by our employees or contracted statisticians; risks related to changes in domestic and foreign laws and regulations or their interpretation; compliance with applicable data protection and privacy laws; pending litigation and investigations; the failure to protect or enforce our proprietary and intellectual property rights; claims for intellectual property infringement; our reliance on information technology; and other factors included under the heading “Risk Factors” in the prospectus contained in the Registration Statement.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to publicly update or revise any forward-looking statements contained herein, to reflect any change in our expectations with respect to such statements or any change in events, conditions or circumstances upon which any statement is based.
1 Number of ordinary shares outstanding excludes approximately 4,105,949 ordinary shares held as treasury shares by a subsidiary of the Company.
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Media
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FAQ
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