ST.
PETERSBURG, Fla., Aug. 25,
2022 /PRNewswire/ -- Isleworth Healthcare Acquisition
Corp. (the "Company") (Nasdaq: ISLE; ISLEW) today announced that it
has cancelled its special meeting of shareholders that was
previously scheduled for August 26,
2022, and that it will redeem all of its outstanding
ordinary shares that were included in the units issued in its
initial public offering (the "public shares"), effective as of the
close of business on August 29, 2022,
as the Company will not consummate an initial business combination
on or prior to September 1, 2022.
Pursuant to the Amended and Restated Certificate of
Incorporation, if the Company does not complete its initial
business combination by September 1,
2022, then the Company will: (i) cease all operations except
for the purpose of winding up, (ii) promptly redeem the public
shares within ten business days thereafter, at a per-share price,
payable in cash, equal to the aggregate amount then on deposit in
the Company's trust account including interest earned on the funds
held in the trust account (less taxes payable and up to
$100,000 of interest to pay
dissolution expenses), divided by the number of then outstanding
public shares, which redemption will completely extinguish public
shareholders' rights as shareholders (including the right to
receive further liquidation distributions, if any), subject to
applicable law, and (iii) thereafter, subject to the approval of
the Company's remaining shareholders and its board of directors,
dissolve and liquidate, subject in each case to the Company's
obligations under Delaware law to
provide for claims of creditors and the requirements of other
applicable law.
The per-share redemption price for the public shares will be
approximately $10.01.
The public shares will cease trading as of the close of business
on August 26, 2022. As of the close
of business on August 26, 2022, the
public shares will be deemed cancelled and will represent only the
right to receive the redemption amount.
The redemption amount will be payable to the holders of the
public shares upon delivery of their shares. Beneficial owners of
public shares held in "street name," however, will not need to take
any action in order to receive the redemption amount.
There will be no redemption rights or liquidating distributions
with respect to the Company's warrants, which will expire
worthless.
The Company expects that the Nasdaq Stock Exchange will file a
Form 25 with the United States Securities and Exchange Commission
(the "Commission") to delist the Company's securities. The Company
thereafter expects to file a Form 15 with the Commission to
terminate the registration of its securities under the Securities
Exchange Act of 1934, as amended.
Cautionary Note Regarding Forward-Looking Statements
Certain information contained in this press release may be
deemed to constitute forward-looking statements within the meaning
of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements
relate to expectations or forecasts for future events, including,
without limitation, the redemption of the Company's public shares
and the Company's subsequent dissolution and liquidation and its
delisting from the Nasdaq Stock Exchange and its termination of
registration with the Commission. These statements may be preceded
by, followed by or include the words "may," "might," "will," "will
likely result," "should," "estimate," "plan," "project,"
"forecast," "intend," "expect," "anticipate," "believe," "seek,"
"continue," "target" or similar expressions. Such statements are
subject to certain risks and uncertainties that could cause our
actual results in the future to differ materially from the
Company's historical results and those presently anticipated or
projected. The Company wishes to caution investors not to place
undue reliance on any such forward-looking statements. Any
forward-looking statements speak only as of the date on which such
statements are made, and the Company undertakes no obligation to
update such statements to reflect events or circumstances arising
after such date. The Company assumes no obligation to update
forward-looking statements except to the extent required by
applicable securities laws. If the Company does update one or more
forward-looking statements, no inference should be drawn that the
Company will make additional updates with respect to those or other
forward-looking statements.
Media Contact
Dan
Halvorson
EVP & CFO, Director
dan@isleworthhealthcare.com
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SOURCE Isleworth Healthcare Acquisition Corp.