Empower Ltd. (NYSE: “EMPW” “EMPW-UN” and “EMPW-WT”) (“Empower”),
a publicly-traded special purpose acquisition company, reminds its
shareholders to vote in favor of the approval of Empower’s proposed
business combination with Holley Intermediate Holdings, Inc.
(“Holley”), the largest and fastest growing platform for
performance automotive enthusiasts, and the related proposals to be
voted upon at Empower’s Extraordinary Meeting on July 14, 2021.
The Extraordinary Meeting of Empower shareholders to approve the
proposed business combination will be held virtually on July 14,
2021 at 10:00 a.m. Eastern Time at the following address:
https://www.cstproxy.com/empower/sm2021. Empower’s shareholders of
record at the close of business on June 7, 2021 should submit their
vote promptly and no later than 11:59 p.m. Eastern Time on July 13,
2021.
The proposed business combination is expected to close on or
about July 16, 2021, subject to receipt of Empower shareholder
approval and satisfaction of other customary closing
conditions.
Tom Tomlinson Holley’s President and Chief Executive Officer
said, “Holley has built a robust enthusiast platform, with multiple
growth levers that we’re excited to bring to the public market. Our
business remains strong and the recent release of stellar first
quarter results inclusive of an upward revision in our full year
pro forma 2021 net sales and adjusted EBITDA outlook is a true
testament to the power of our performance automotive enthusiast
business model. I could not be more excited about the future growth
opportunities for Holley and our family of iconic brands.” For more
information regarding Holley’s revised financial outlook, please
see Holley’s first quarter 2021 earnings release issued on May 13,
2021.
It remains important that all holders who owned Empower
shares as of June 7, 2021 – even if they since sold their shares –
vote by the July 13 deadline to ensure the deal proceeds in a
timely manner.
We recommend that you vote your shares online, though you may
also vote by mail or telephone. More information on how to vote
can be found at https://www.cstproxy.com/empower/sm2021 or, if you
hold in street name, by following the instructions provided by your
broker, bank of other nominee on the Voting Instruction Form mailed
or e-mailed to you. If you did not receive or have misplaced your
Voting Instruction Form, contact your bank, broker or other nominee
to obtain your control number in order to vote.
Holders of Empower shares who need assistance voting or have
questions regarding the Extraordinary Meeting may contact Empower’s
proxy solicitor, Morrow Sodali LLC, at (800) 662-5200 (banks or
brokers can call collect at (203) 658-9400) or email
EMPW.info@investor.morrowsodali.com.
About Holley
Holley is a leading designer, marketer, and manufacturer of
high-performance products for car and truck enthusiasts. Holley
offers the largest portfolio of iconic brands that deliver
innovation and inspiration to a large and diverse community of
millions of avid automotive enthusiasts who are passionate about
the performance and personalization of their classic and modern
cars. Holley has disrupted the performance category by putting the
enthusiast consumer first, developing innovative new products, and
building a robust M&A process that has added meaningful scale
and diversity to its platform. For more information on Holley,
visit www.holley.com.
About Empower Ltd.
Empower is a blank check company formed by MidOcean Partners
whose business purpose is to effect a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses. Empower’s
management team is led by Matt Rubel, its Chief Executive Officer
and Executive Chairman of its Board of Directors, and Graham
Clempson, Empower’s President. Empower raised $250,000,000 in its
initial public offering in October 2020 and is listed on the NYSE
under the ticker symbols “EMPW”, “EMPW-UN” and “EMPW-WT”. For more
information, visit www.empowermidocean.com.
Important Information for Investors and Shareholders
In connection with the proposed business combination
transaction, Empower filed a registration statement on Form S-4 (as
amended, the “Registration Statement”) with the U.S. Securities and
Exchange Commission (“SEC”), which was declared effective on June
24, 2021 and includes a definitive proxy statement in connection
with Empower’s solicitation of proxies for the vote by Empower
shareholders with respect to the proposed transaction and other
matters as described in the Registration Statement, as well as the
prospectus relating to the offer of securities to be issued to
Empower’s shareholders and Holley’s stockholders in connection with
the proposed transaction. The definitive proxy statement/prospectus
and other proxy materials were mailed on or about June 28, 2021 to
Empower’s shareholders of record as of June 7, 2021. Investors and
security holders and other interested parties are urged to read the
definitive proxy statement/prospectus, any amendments thereto and
any other documents filed with the SEC carefully and in their
entirety when they become available because they will contain
important information about Empower, Holley and the proposed
transaction. The documents relating to the proposed transaction can
be obtained free of charge from the SEC’s website at www.sec.gov.
Free copies of these documents may also be obtained from Empower by
directing a request to: Empower Ltd., c/o MidOcean Partners, 245
Park Avenue, 38th Floor, New York, NY 10167.
Forward-Looking Statements
Certain statements in this press release may be considered
“forward-looking statements” within the meaning of the “safe
harbor” provisions of the United States Private Securities
Litigation Reform Act of 1995 and 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. Forward-looking
statements generally relate to future events or Holley’s or
Empower’s future financial or operating performance. For example,
projections of future sales and other metrics are forward-looking
statements. In some cases, you can identify forward-looking
statements by terminology such as “may,” “should,” “expect,”
“intend,” “will,” “would,” “will continue,” “will be,” “will likely
result,” “estimate,” “anticipate,” “believe,” “predict,” “project,”
“strategy,” “future,” “opportunity,” “plan,” or the negatives of
these terms or variations of them or similar terminology. Such
forward-looking statements are subject to risks, uncertainties, and
other factors which could cause actual results to differ materially
from those expressed or implied by such forward-looking statements.
These forward-looking statements are based upon estimates and
assumptions that, while considered reasonable by Holley and its
management and Empower and its management, as the case may be, are
inherently uncertain factors that may cause actual results to
differ materially from current including those risks and
uncertainties set forth in the section entitled “Risk Factors” and
“Forward-Looking Statements; Market, Ranking and Other Industry
Data” in the Registration Statement and other documents of Empower
filed, or to be filed, with the SEC. Although Holley and Empower
believe the expectations reflected in the forward-looking
statements are reasonable, nothing in this press release should be
regarded as a representation by any person that the forward-looking
statements set forth herein will be achieved or that any of the
contemplated results of such forward looking statements will be
achieved. There may be additional risks that Holley and Empower
presently do not know or that Holley and Empower currently believe
are immaterial that could also cause actual results to differ from
those contained in the forward-looking statements. You should not
place undue reliance on forward-looking statements, which speak
only as of the date they are made. Neither Holley nor Empower
undertakes any duty to update these forward-looking statements,
except as otherwise required by law.
Participants in the Solicitation
Empower, Holley and their respective directors, executive
officers, other members of management and employees, under SEC
rules, may be deemed to be participants in the solicitation of
proxies of Empower’s shareholders in connection with the Business
Combination. Investors and shareholders may obtain more detailed
information regarding the names and interests in the Business
Combination of Empower directors and officers, and Holley’s
directors and executive officers, in Empower’s filings with the
SEC, including the Registration Statement.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210707005460/en/
Media: Phil Denning / Michael Wolfe ICR, Inc.
EmpowerPR@icrinc.com (646) 277-1200 Investor Relations: Tom
Filandro / Nitza McKee ICR, Inc. HolleyIR@icrinc.com (646)
277-1200
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