Altitude Acquisition Corp. (Nasdaq: ALTUU, ALTU, ALTUW)
(“Altitude”), announced today that its board of directors (the
“Board”), upon request by Altitude’s sponsor, Altitude Acquisition
Holdco LLC (the “Sponsor”), has extended the date by which Altitude
must consummate an initial business combination (the “Deadline
Date”) for an additional month, from July 11, 2023 to August 11,
2023.
Altitude’s Amended and Restated Certificate of
Incorporation, as amended (the “Charter”), gives the Board the
right to extend the Deadline Date, without further stockholder
vote, up to eight times for an additional one month each time
(each, an “Extension”), from April 11, 2023 to up to December 11,
2023. On June 30, 2023, pursuant to the Charter and upon request
from the Sponsor, the Board determined to implement a fourth
Extension.
As previously announced, on April 23, 2023,
Altitude entered into a business combination agreement (the
“Business Combination Agreement”) with Picard Medical, Inc.
(“Picard”) and the other parties thereto, which provides for a
business combination between Altitude and Picard. The purpose of
this monthly Extension is to provide Altitude with additional time
to consummate the proposed business combination with Picard.
About Altitude Acquisition
Corp.Altitude Acquisition Corp. (Nasdaq: ALTUU, ALTU,
ALTUW) is a blank check company incorporated as a Delaware
corporation for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses or
entities.
Important Information About the Business
Combination and Where to Find ItIn connection with the
proposed business combination, Altitude intends to file a
preliminary proxy statement and a definitive proxy statement with
the Securities and Exchange Commission (“SEC”). Altitude urges its
investors, shareholders and other interested persons to read, when
available, the preliminary proxy statement, any amendments thereto,
the definitive proxy statement, as well as other documents filed
with the SEC because these documents will contain important
information about Altitude, Picard and the business combination.
When available, the definitive proxy statement will be mailed to
shareholders of Altitude as of a record date to be established for
voting on the proposed business combination. Once available,
shareholders will also be able to obtain a copy of the definitive
proxy statement and other documents filed with the SEC without
charge, by directing a request to: Altitude Acquisition Corp., 400
Perimeter Center Terrace, Suite 151, Atlanta Georgia 30346. The
preliminary and definitive proxy statement, once available, can
also be obtained, without charge, at the SEC’s website
(www.sec.gov)
Participants in the SolicitationAltitude and
Picard and their respective directors and executive officers may be
considered participants in the solicitation of proxies with respect
to the proposed business combination described in this press
release under the rules of the SEC. Information about the directors
and executive officers of Altitude is set forth in Altitude’s
annual report on Form 10-K for the year ended December 31, 2022
filed with the SEC on March 23, 2023, and is available free of
charge at the SEC’s website at www.sec.gov or by directing a
request to: Altitude Acquisition Corp., 400 Perimeter Center
Terrace, Suite 151, Atlanta Georgia 30346. Information regarding
the persons who may, under the rules of the SEC, be deemed
participants in the solicitation of Altitude stockholders in
connection with the proposed business combination will be set forth
in the proxy statement for the proposed business combination when
it is filed with the SEC. These documents can be obtained free of
charge from the sources indicated above.
Forward-Looking StatementsCertain statements
included in this press release that are not historical facts
are forward-looking statements for purposes of the safe harbor
provisions under the United States Private Securities Litigation
Reform Act of 1995. Forward-looking statements generally are
accompanied by words such as “believe,” “may,” “will,” “estimate,”
“continue,” “anticipate,” “intend,” “expect,” “should,” “would,”
“plan,” “predict,” “potential,” “seem,” “seek,” “future,”
“outlook,” “project,” and similar expressions that predict or
indicate future events or trends or that are not statements of
historical matters. These forward-looking statements include, but
are not limited to, statements regarding estimates and forecasts of
financial and performance metrics and projections of market
opportunity, Altitude’s and Picard’s expectations with respect to
future performance and anticipated financial impacts of the
proposed business combination, the satisfaction of the closing
conditions to the proposed business combination and the timing of
the completion of the proposed business combination. These
statements are based on various assumptions, whether or not
identified in this press release, and on the current expectations
of the respective management of Altitude and Picard 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 an 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 will differ from assumptions. Many actual
events and circumstances are beyond the control of Altitude and
Picard. These forward-looking statements are subject to a number of
risks and uncertainties, including changes in domestic business,
market, financial, political, and legal conditions; the inability
of the parties to successfully or timely consummate the proposed
business combination, including the risk that any regulatory
approvals are not obtained, are delayed or are subject to
unanticipated conditions that could adversely affect the combined
company or the expected benefits of the proposed business
combination or that the approval of the stockholders of Altitude or
Picard is not obtained; failure to realize the anticipated benefits
of the proposed business combination; risks relating to the
uncertainty of the projected financial information with respect to
Picard; risks related to the performance of Picard’s business; the
development, effects and enforcement of laws and regulations;
Picard’s ability to manage future growth; Picard’s ability to
develop new products and solutions, bring them to market in a
timely manner, and make enhancements to its platform; the effects
of competition on Picard’s business; the amount of redemption
requests made by Altitude’s stockholders; the ability of Altitude
or Picard to obtain financing in connection with the proposed
business combination or in the future; the outcome of any potential
litigation, government and regulatory proceedings, investigations
and inquiries; and those factors discussed in Altitude’s annual
report on Form 10-K for the year ended December 31, 2022
filed with the SEC on March 23, 2023 under the heading “Risk
Factors,” and other documents Altitude has filed, or will file,
with the SEC. If any of these risks materialize or our assumptions
prove incorrect, actual results could differ materially from the
results implied by these forward-looking statements. There may be
additional risks that neither Altitude nor Picard presently know,
or that Altitude or Picard 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 Altitude’s and Picard’s expectations, plans, or
forecasts of future events and views as of the date of this press
release. Altitude and Picard anticipate that subsequent events and
developments will cause Altitude’s and Picard’s assessments to
change. However, while Altitude and Picard may elect to update
these forward-looking statements at some point in the future,
Altitude and Picard specifically disclaim any obligation to do so.
These forward-looking statements should not be relied upon as
representing Altitude’s and Picard’s assessments as of any date
subsequent to the date of this press release. Accordingly, undue
reliance should not be placed upon the forward-looking
statements.
No Offer or SolicitationThis
press release is not a proxy statement or solicitation of a proxy,
consent or authorization with respect to any securities or in
respect of the proposed business combination and shall not
constitute an offer to sell or a solicitation of an offer to buy
any securities, nor shall there be any sale of securities in any
state or jurisdiction in which such offer, solicitation, or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction. No offer of
securities shall be made except by means of a prospectus meeting
the requirements of the Securities Act.
ContactCody Slach or Matthew
HauschGatewayALTU@gatewayir.com949-574-3860
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