SVES LLC, SVES GO, LLC, SVES CP LLC and SVES Apparel LLC
(collectively, “SVES” or the “Company”), an Off-price Apparel
distribution company based in Florida, and Relativity Acquisition
Corp. (NASDAQ: RACY) (“Relativity”), a special purpose acquisition
company, today announced they have entered into a definitive
business combination agreement. Upon closing of the proposed
transaction, the combined company (the "Combined Company") will
operate under the name "SVES, Inc." and intends to apply to be
listed on NASDAQ Stock Exchange under the new ticker symbol "SVES."
Company Overview
SVES was founded in 2017 to fill a critical gap
in the retail supply chain by providing full-price retail fashion
brands an efficient and effective way to monetize overstocked
items. Today, the Company is a leader in its space, and a key
intermediary connecting full-price brands with off-price retailers
which are able to sell inventory that would otherwise be sold or
disposed of by full-price brands at a significant loss.
SVES’ differentiated business model includes a
deep, two-sided buyer-seller network built up through longstanding
industry relationships and revolutionary sorting capabilities that
drive superior customer service and operational efficiency. These
advantages have allowed SVES to unlock significant value for its
customers by removing critical time- and labor-intensive steps in
the process of preparing off-price retail products for sale. SVES’
customer base includes a number of leading off-price retailers in
the United States and abroad, supported by multiple warehousing
locations in the US and Europe.
Following the business combination, SVES will
continue to be led by its highly experienced leadership team of
growth experts, including Timothy J. Fullum, Co-Founder and Chief
Executive Officer; Salomon Murciano, Co-Founder and President; and
Aron From, Chief Financial Officer.
Management Comments
“We are excited to partner with Relativity in
this business combination, and look forward to the new
opportunities it unlocks to generate significant value for the
stockholders of the Combined Company,” said Timothy J. Fullum,
Co-Founder and Chief Executive Officer of SVES LLC. “This merger
and entry into the public markets will bring us access to a much
larger pool of capital which will help us continue to leverage the
tailwinds of a compelling high-growth industry.”
“Partnering with Relativity is an important step
which we expect will only increase our ability to scale our
asset-light business model,” said Salomon Murciano, Co-Founder and
President of SVES LLC. “We believe that the access to capital
following this transaction will enable SVES to execute on its core
roadmap, continue to reduce environmental impacts in the fashion
supply chain and achieve meaningful growth milestones as we grow
alongside our customers, suppliers and partners.”
Tarek Tabsh, Chief Executive Officer of
Relativity Acquisition Corp., said: “We are very pleased to support
SVES in its transition to the public markets and expect this
transaction will drive meaningful value creation for our
stockholders. After carefully exploring a long list of potential
transactions, we are thrilled to back a company which stood
head-and-shoulders above any other candidate due to its impressive
historic growth, strong margin profile and veteran management team
which brings a clear vision for the combined company’s future. We
believe the Company’s unique business model provides significant
value to all its customers, while providing an efficient and
profitable mechanism for SVES to access an attractive and
high-growth end-market. We look forward to seeing our combined
company thrive in the public markets going forward.”
Transaction Overview
Under the terms of the Merger Agreement, the
transaction is valued at an estimated pro-forma enterprise value of
approximately $707.25 million, is expected to close in Q3 2023 and
is subject to approval by Relativity’s stockholders and other
customary closing conditions.
Advisors
A.G.P./Alliance Global Partners is serving as financial advisor
to Relativity. McCarter & English, LLP is serving as legal
advisor to SVES and Ellenoff Grossman & Schole LLP is serving
as legal advisor to Relativity.
About SVES
SVES LLC, SVES GO, LLC, SVES CP LLC and SVES
Apparel LLC (collectively, “SVES”) is a leading wholesale
distributor of discount and off-price fashion. SVES delivers
differentiated garment and accessory assortments to major off-price
retailers in North America and Europe. The SVES management team is
led by off-price industry veterans, including Co-Founders Timothy
J. Fullum and Salomon Murciano.
About Relativity Acquisition
Corp.
Relativity Acquisition Corp. is a blank check
company sponsored by Relativity Acquisition Sponsor LLC, a Delaware
limited liability company, 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. The management team and board of directors are composed
of veteran cannabis and finance industry executives, led by
Founder, Chairman and CEO Tarek Tabsh.
Additional Information and Where to Find
It
In connection with the business combination,
Relativity intends to file a Registration Statement on Form S-4
(the “Form S-4”) with the United States Securities and Exchange
Commission ( the “SEC”), which will include a preliminary
prospectus with respect to its securities to be issued in
connection with the business combination and a preliminary proxy
statement with respect to Relativity’s stockholder meeting at which
Relativity’s stockholders will be asked to vote on the proposed
business combination. Relativity and SVES urge investors,
stockholders and other interested persons to read, when available,
the Form S-4, including the proxy statement/prospectus, any
amendments thereto and any other documents filed with the SEC,
because these documents will contain important information about
the proposed business combination. After the Form S-4 has been
filed and declared effective, Relativity will mail the definitive
proxy statement/prospectus to stockholders of Relativity as of a
record date to be established for voting on the business
combination. Relativity stockholders will also be able to obtain a
copy of such documents, without charge, by directing a request to:
Relativity Acquisition Corp., 3753 Howard Hughes Parkway, Suite 200
Las Vegas, Nevada 89169; e-mail: info@relativityacquisitions.com.
These documents, once available, can also be obtained, without
charge, at the SEC’s website www.sec.gov.
Participants in the
Solicitation
Relativity and its directors and officers may be
deemed participants in the solicitation of proxies of Relativity’s
stockholders in connection with the proposed business combination.
Security holders may obtain more detailed information regarding the
names, affiliations and interests of certain of Relativity’s
executive officers and directors in the solicitation by reading
Relativity’s final prospectus filed with the SEC on February 14,
2022, the proxy statement/prospectus and other relevant materials
filed with the SEC in connection with the business combination when
they become available. Information concerning the interests of
Relativity’s participants in the solicitation, which may, in some
cases, be different from those of their stockholders generally,
will be set forth in the proxy statement/prospectus relating to the
business combination when it becomes available.
No Offer or Solicitation
This press release does not constitute an offer
to sell or a solicitation of an offer to buy, or the solicitation
of any vote or approval in any jurisdiction in connection with a
proposed potential business combination among Relativity and SVES
or any related transactions, nor shall there be any sale, issuance
or transfer of securities in any jurisdiction where, or to any
person to whom, such offer, solicitation or sale may be unlawful.
Any offering of securities or solicitation of votes regarding the
proposed transaction will be made only by means of a proxy
statement/prospectus that complies with applicable rules and
regulations promulgated under the Securities Act of 1933, as
amended (the “Securities Act”), and Securities Exchange Act of
1934, as amended, or pursuant to an exemption from the Securities
Act or in a transaction not subject to the registration
requirements of the Securities Act.
Forward Looking Statements
This press release may include, and oral
statements made from time to time by representatives of the Company
may include “forward-looking statements” within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. Statements
regarding possible business combinations and the financing thereof,
and related matters, as well as all other statements other than
statements of historical fact included in this press release, are
forward-looking statements. When used in this press release, words
such as “anticipate,” “believe,” “continue,” “could,” “estimate,”
“expect,” “intend,” “may,” “might,” “plan,” “possible,”
“potential,” “predict,” “project,” “should,” “would” and similar
expressions, as they relate to us or our management team, identify
forward-looking statements. Such forward-looking statements are
based on the beliefs of management, as well as assumptions made by,
and information currently available to, the Company’s management.
Actual results could differ materially from those contemplated by
the forward-looking statements as a result of certain factors
detailed in the Company’s filings with the SEC. All subsequent
written or oral forward-looking statements attributable to us or
persons acting on our behalf are qualified in their entirety by
this paragraph. Forward-looking statements are subject to numerous
conditions, many of which are beyond the control of the Company,
including those set forth in the Risk Factors section of the
Company’s registration statement and prospectus for the Company’s
initial public offering filed with the SEC. The Company undertakes
no obligation to update these statements for revisions or changes
after the date of this release except as required by law.
Contact Information
Relativity Acquisition Corp. Email:
info@relativityacquisitions.com Website:
www.relativityacquisitions.com Press Inquiries:
rosie@mattio.com
SVES Aron From Chief Financial Officer Email:
aron@sves.com Phone: (212) 375-6179
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