In the news release, CorpAcq Schedules Business Update Call,
issued 29-Jul-2024 by Churchill
Capital Corp VII over PR Newswire, we are advised by the company
that the release has been updated. The complete, corrected release
follows:
CorpAcq Schedules Business Update Call
Call scheduled for 11am ET on
Monday, July 29, 2024
ALTRINCHAM, England and NEW YORK, July 29,
2024 /PRNewswire/ -- CorpAcq Holdings Limited
("CorpAcq"), a corporate compounder with a proven track record of
acquiring and supporting founder-led businesses, and Churchill
Capital Corp VII ("Churchill VII") (Nasdaq: CVII) today announced
that CorpAcq will host a webcast and conference call to provide a
business update at 11 AM ET on Monday, July
29, 2024. As announced on August 1,
2023, Churchill entered into a definitive agreement for a
business combination with CorpAcq (the "Business Combination").
A live webcast of the call will also be available
on CorpAcq's website at http://www.corpacq.com/investors, or by
clicking here. Please log in approximately 5-10 minutes prior to
the scheduled start time.
Participants may also access the call by dialing
(877) 407-0784 for domestic callers or (201) 689-8560 for
international callers.
A replay of the call will be available for two
weeks by dialing (844) 512-2921 for domestic callers or (412)
317-6671 for international callers and using Conference ID:
13748209. The archived webcast will be available in the Investor
Relations section of CorpAcq's website.
About CorpAcq Holdings Limited
CorpAcq is a corporate compounder founded in 2006
with deep commercial experience and a diversified portfolio of 43
companies (as of May 1, 2024) across
multiple large industries. CorpAcq has a track record of unlocking
business potential and long-term growth for small and medium-sized
enterprises through its established M&A playbook and
decentralized operational approach. CorpAcq's
executive team develops close relationships with their
subsidiaries' management to support them with financial and
strategic expertise while allowing them to retain independence to
continue to operate their businesses successfully. CorpAcq is
headquartered in the United
Kingdom. The information included on, or accessible through,
CorpAcq's website is not incorporated by reference into this
communication.
About Churchill Capital Corp VII
Churchill Capital Corp VII was formed for the
purpose of effecting a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with one or more businesses.
Additional Information and Where to Find It
This communication does not contain all the information that
should be considered concerning the Business Combination and the
other transactions contemplated thereby (the "Transactions") and is
not intended to form the basis of any investment decision or any
other decision in respect of the Transactions.
The post-effective amendment to the Registration Statement on
Form F-4 filed by CorpAcq Group Plc in respect of the Business
Combination (the "Post-Effective Amendment") was made effective by
the U.S. Securities and Exchange Commission (the "SEC") on
June 20, 2024 and includes the proxy
statement/prospectus (the "Proxy Statement") which was made
available to Churchill VII's stockholders and public warrant
holders in connection with Churchill VII's solicitation for proxies
for the vote by Churchill VII's stockholders and public warrant
holders in connection with the Transactions and other matters
described in the Post-Effective Amendment, as well as the
prospectus relating to the offer and sale of securities to be
issued by CorpAcq Group Plc to Churchill VII's stockholders and
public warrant holders in connection with the completion of the
Transactions.
Before making any voting or other investment decisions,
Churchill VII's stockholders and public warrant holders and other
interested persons are advised to read the Post-Effective Amendment
and the Proxy Statement, in connection with Churchill VII's
solicitation of proxies for its Stockholder Special Meeting and its
Warrant Holder Meeting, as well as other documents filed with the
SEC by Churchill VII or CorpAcq Group Plc in connection with the
Transactions and any amendments thereto, as these documents contain
important information about CorpAcq, CorpAcq Group Plc, Churchill
VII and the Transactions.
Churchill VII first mailed the Proxy Statement and other
relevant documents to its stockholders and public warrant holders
as of the Record Date on or about June 20,
2024. Stockholders and public warrant holders may also
obtain a copy of the Post-Effective Amendment and the Proxy
Statement, as well as other documents filed by Churchill VII or
CorpAcq Group Plc with the SEC, without charge, at the SEC's
website located at www.sec.gov or by directing a written request to
Churchill Capital Corp VII at 640 Fifth Avenue, 12th Floor,
New York, NY 10019.
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 may be identified by the use of words such as
"estimate," "plan, " "project, " "forecast, " "intend, " "will, "
"expect, " "anticipate, " "believe, " "seek, " "target, "
"continue," "could, " "may," "might," "possible," "potential,"
"predict" or other similar expressions that predict or indicate
future events or trends or that are not statements of historical
matters. Churchill VII and CorpAcq have based the forward-looking
statements on its current expectations about future performance,
timing and events. The forward-looking statements in this
communication include, but are not limited to, statements regarding
estimates and forecasts of financial and operational metrics and
the anticipated timing for the Business Combination to close. The
forward-looking statements are based on various assumptions,
whether or not identified in this communication, and on the current
expectations of CorpAcq's and Churchill VII's respective management
teams and are not predictions of actual timing and/or performance.
Nothing in this communication should be regarded as a
representation by any person that the forward-looking statements
set forth herein will be achieved. The 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 events and circumstances are difficult or
impossible to predict and may materially differ from assumptions.
Many actual events and circumstances are beyond the control of
Churchill VII and CorpAcq. The forward-looking statements are
subject to known and unknown risks, uncertainties and assumptions
about Churchill VII and CorpAcq that may cause the timing and/or
performance indicated in this communication to be materially
different from any actual future results, levels of activity,
performance or achievements expressed or implied by such
forward-looking statements. Such risks and uncertainties include
changes in domestic and foreign business changes in the competitive
environment in which CorpAcq operates; CorpAcq's ability to manage
its growth prospects, meet its operational and financial targets,
and execute its strategy; the impact of any economic disruptions,
decreased market demand and other macroeconomic factors, including
the effect of a global pandemic, to CorpAcq's business, projected
results of operations, financial performance or other financial
metrics; CorpAcq's reliance on its senior management team and key
employees; risks related to liquidity, capital resources and
capital expenditures; failure to comply with applicable laws and
regulations or changes in the regulatory environment in which
CorpAcq operates; the outcome of any potential litigation,
government and regulatory proceedings, investigations, actions
(including any potential U.S. or U.K. government shutdowns) and
inquiries that Churchill VII or CorpAcq may face; assumptions or
analyses used for CorpAcq's forecasts proving to be incorrect and
causing its actual operating and financial results to be
significantly below its forecasts; CorpAcq failing to maintain its
current level of acquisitions or an acquisition not occurring as
planned and negatively affecting operating results; the inability
of the parties to successfully or timely consummate the
Transactions, including the risk that any required regulatory
approvals are not obtained, are delayed or are subject to
unanticipated conditions that could adversely affect CorpAcq Group
Plc, which will be the combined company after the Transactions, or
the expected benefits of the Transactions or that the approval of
the stockholders of Churchill VII is not obtained; the risk that
stockholders of Churchill VII could elect to have their shares
redeemed by Churchill VII, leading to either Churchill VII failing
to satisfy continued listing requirements for Nasdaq Global Market
or Churchill VII having insufficient cash to complete the
Transactions; the outcome of any legal proceedings that may be
instituted against CorpAcq or Churchill VII; changes in applicable
laws or regulations; the ability of Churchill VII or CorpAcq Group
Plc to issue equity or equity linked securities in connection with
the Transactions or in the future; the impact of certain
geopolitical events, including wars in Ukraine and the surrounding region and the
Middle East; the impact of a
current or future pandemic on CorpAcq, CCVII, or CorpAcq Group's
projected results of operations, financial performance or other
financial metrics, or on any of the foregoing risks; those factors
discussed in under the heading "Risk Factors" in the Post-Effective
Amendment, as may be further amended from time to time, and other
documents filed, or to be filed, with the SEC by Churchill VII or
CorpAcq Group Plc. If any of these risks materialize or CorpAcq's,
CorpAcq Group Plc's or Churchill VII's assumptions prove incorrect,
actual timing and/or performance could differ materially from the
timing and/or performance implied by the forward-looking
statements. There may be additional risks that CorpAcq, CorpAcq
Group Plc nor Churchill VII presently know or that CorpAcq, CorpAcq
Group Plc and Churchill VII currently believe are immaterial that
could also cause actual timing and/or performance to differ
materially from those contained in the forward-looking statements.
In addition, the forward-looking statements reflect CorpAcq's,
CorpAcq Group Plc's and Churchill VII's expectations and views as
of the date of this communication. CorpAcq, CorpAcq Group Plc's and
Churchill VII anticipate that subsequent events and developments
will cause CorpAcq's, CorpAcq Group Plc's and Churchill VII's
assessments to change. However, while CorpAcq, CorpAcq Group Plc
and Churchill VII may elect to update these forward-looking
statements at some point in the future, CorpAcq, CorpAcq Group Plc
and Churchill VII specifically disclaim any obligation to do so.
The forward-looking statements should not be relied upon as
representing CorpAcq, CorpAcq Group Plc and Churchill VII'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. An investment in CorpAcq,
CorpAcq Group Plc or Churchill VII is not an investment in any of
CorpAcq's, CorpAcq Group Plc's or Churchill VII's founders' or
sponsors' past investments or companies or any funds affiliated
with any of the foregoing.
No Offer or Solicitation
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities, or a solicitation
of any vote or approval, nor shall there be any sale of securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. This communication is
not, and under no circumstances is to be construed as, a proxy
statement or solicitation of a proxy, a prospectus, an
advertisement or a public offering of the securities described
herein in the United States or any
other jurisdiction. No offer of securities shall be made except by
means of a prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended, or exemptions therefrom.
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED
BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY
PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR THE ACCURACY
OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION
TO THE CONTRARY IS A CRIMINAL OFFENSE.
Participants in the Solicitation
CorpAcq, CorpAcq Group Plc, Churchill VII, Churchill Sponsor VII
LLC and their respective directors and executive officers may be
deemed participants in the solicitation of proxies from Churchill
VII's stockholders and public warrant holders with respect to the
Transactions. A list of the names of Churchill VII's directors and
executive officers and a description of their interests in
Churchill VII is set forth in certain filings with the SEC,
including (but not limited to) the following: (1) the
Definitive Proxy Statement (and specifically, the following
sections: "Risk Factors-Risks Related to Churchill and the
Business Combination"; "Information Related to
Churchill-Management, Directors and Executive
Officers"; "The Business Combination-Interests of
Certain Persons in the Business Combination; Interests of the
Churchill Initial Stockholders and Churchill's Directors and
Officers"; "Beneficial Ownership of Churchill
Securities" and "Certain Relationships and Related
Person Transactions-Churchill Relationships and Related Person
Transactions"), (2) the Form 10-K filed by Churchill
VII with the SEC on April 1, 2024
(and specifically, the following sections: "Item 1A. Risk
Factors"; "Item 10. Directors, Executive Officers and
Corporate Governance"; "Item 11. Executive
Compensation"; "Item 12. Security Ownership of Certain
Beneficial Owners and Management and Related Stockholder
Matters"; "Item 13. Certain Relationships and Related
Transactions, and Director Independence" and "Item
15. Exhibits and Financial Statement Schedules-Note 5. Related
Party Transactions"), (3) the Form 10-Qs filed by Churchill VII
with the SEC on May 10,
2023, August 9,
2023, November 9,
2023 and May 3, 2024 (and
specifically, the discussion under "Item 1. Financial
Statements-Note 5. Related Party Transactions" section in
each such Form 10-Qs, respectively), (4) the Form
8-K filed by Churchill VII with the SEC on August 7, 2023 (and specifically, the disclosure
under "Item 1.01 Entry Into a Material Definitive
Agreement-Amended and Restated Sponsor Agreement"), (5)
the Form 8-K filed by Churchill VII with the SEC on
December 26, 2023 (and specifically,
the disclosure under "Item 1.01 Entry Into a Material
Definitive Agreement-Consent and Merger Agreement Amendment"),
(6) the SCHEDULE 14A filed by Churchill VII with the SEC
on January 22, 2024 (and
specifically, the following sections: "The Business
Combination-Interests of Certain Persons in the Business
Combination" and "Beneficial Ownership of Churchill
Securities"), and (7) other documents that may be filed with
the SEC from time to time in connection with the Transactions, each
of which are available free of charge at the SEC's website located
at www.sec.gov, or by directing a written request to Churchill
Capital Corp VII at 640 Fifth Avenue, 12th Floor, New York, NY 10019.
Investor Relations Contact:
Email: CorpAcqIR@icrinc.com
Media Relations Contact:
Michael Landau
Gladstone Place Partners
(212) 230-5930
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SOURCE Churchill Capital Corp VII