Digital Transformation Opportunities Corp. Further Extends Timing of Initial Business Combination
21 Agosto 2023 - 8:00AM
Business Wire
Digital Transformation Opportunities Corp. (Nasdaq: DTOCU) (the
“Company” or “DTOC”) today announced that, on August 21, 2023, it
has received notice from Digital Transformation Sponsor LLC (the
“Sponsor”) of its intention to further extend the period of time by
which the Company must complete its initial business combination
with American Oncology Network, LLC (“AON”) from August 31, 2023 to
September 30, 2023. The Company also announced that, on August 21,
2023, in accordance with the Company's certificate of
incorporation, the Sponsor has timely deposited into the trust
account an aggregate of $50,000 in order to effect such
extension.
Forward-Looking Statements
Certain statements in this press release are forward-looking
statements. Forward-looking statements generally relate to future
events including future financial or operating performance of DTOC
or AON. For example, projections of future revenue 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”, “estimate”, “anticipate”,
“believe”, “predict”, “potential” or “continue”, 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 that 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 DTOC and its
management, and AON and its management, as the case may be, are
inherently uncertain and are inherently subject to risks,
variability and contingencies, many of which are beyond DTOC’s and
AON’s control. Factors that may cause actual results to differ
materially from current expectations include, but are not limited
to: (1) DTOC’s ability to complete the business combination and to
raise additional capital; (2) the outcome of any legal proceedings
that may be instituted against DTOC, the combined company or others
following the announcement of the business combination and any
definitive agreements with respect thereto; (3) the inability to
complete the business combination due to the failure to obtain
approval of the stockholders of DTOC or to satisfy other conditions
to closing; (4) the amount of redemption requests made by DTOC’s
public stockholders; (5) changes to the proposed structure of the
business combination that may be required or appropriate as a
result of applicable laws or regulations or as a condition to
obtaining regulatory approval of the business combination; (6) the
ability to meet stock exchange listing standards following the
consummation of the business combination; (7) the risk that the
business combination disrupts current plans and operations of AON
as a result of the announcement and consummation of the business
combination; (8) the ability to recognize the anticipated benefits
of the business combination, which may be affected by, among other
things, competition, the ability of the combined company to grow
and manage growth profitably, maintain key relationships and retain
its management and key employees; (9) costs related to the business
combination; (10) changes in applicable laws or regulations; (11)
the possibility that AON or the combined company may be adversely
affected by other economic, business, and/or competitive factors;
(12) AON’s estimates of expenses and profitability; (13) the
failure to realize anticipated pro forma results or projections and
underlying assumptions; and (14) other risks and uncertainties set
forth in the section entitled “Risk Factors” and “Cautionary Note
Regarding Forward-Looking Statements” in DTOC’s Annual Report on
Form 10-K for the year ended December 31, 2022 filed with the SEC
on March 31, 2023 and DTOC’s Quarterly Report on Form 10-Q for the
quarter ended June 30, 2023 filed with the SEC on August 9, 2023,
in the registration statement on Form S-4 relating to the business
combination filed with the SEC (the “Registration Statement”), and
in subsequent filings with the SEC. DTOC and AON caution that the
foregoing list of factors is not exclusive or exhaustive and
investors should not place undue reliance upon any forward-looking
statements, which speak only as of the date made. If any of these
risks materialize or DTOC’s or AON’s assumptions prove incorrect,
actual results could differ materially from the results implied by
these forward-looking statements. There may be additional risks
that neither DTOC nor AON presently know or that DTOC and AON
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 DTOC’s
and AON’s expectations, plans or forecasts of future events and
views as of the date of this communication. DTOC and AON anticipate
that subsequent events and developments will cause DTOC’s and AON’s
assessments to change. However, while DTOC may elect to update
these forward-looking statements at some point in the future, DTOC
and AON specifically disclaim any obligation to do so, unless
required by applicable law. These forward-looking statements should
not be relied upon as representing DTOC’s or AON’s assessments as
of any date subsequent to the date of this communication. Neither
DTOC nor AON gives any assurance that AON or DTOC will achieve its
expectations. Accordingly, undue reliance should not be placed upon
the forward-looking statements.
Additional Information about the Proposed Business
Combination and Where to Find It
In connection with the proposed business combination, DTOC has
filed with the SEC the Registration Statement, including a proxy
statement for DTOC’s solicitation of proxies for the vote by DTOC
stockholders with respect to the business combination and a
prospectus for the exchange offer described therein (the “Exchange
Offer”). Promptly after the Registration Statement is declared
effective, the proxy statement was mailed to DTOC stockholders as
of July 24, 2023, the record date established for voting on the
business combination. DTOC STOCKHOLDERS, AON UNITHOLDERS AND OTHER
INTERESTED PERSONS ARE ADVISED TO READ THE PROXY STATEMENT,
PROSPECTUS AND OTHER DOCUMENTS FILED OR WILL BE FILED WITH THE SEC
IN CONNECTION WITH THE PROPOSED BUSINESS COMBINATION AND THE
PROPOSED EXCHANGE OFFER, AS THESE MATERIALS WILL CONTAIN IMPORTANT
INFORMATION ABOUT DTOC, AON, THE PROPOSED BUSINESS COMBINATION AND
THE PROPOSED EXCHANGE OFFER. This press release does not contain
all the information that should be considered concerning the
proposed business combination and the proposed Exchange Offer and
is not intended to form the basis of any investment decision or any
other decision in respect of the business combination and the
proposed Exchange Offer. The proxy statement and other relevant
materials for the proposed business combination have been mailed to
stockholders of DTOC as of July 24, 2023, the record date
established for voting on the proposed business combination.
Investors and security holders will be able to obtain free copies
of documents filed by DTOC with the SEC, through the website
maintained by the SEC at www.sec.gov.
Participants in the Solicitation
DTOC and its directors and executive officers may be deemed
participants in the solicitation of proxies from DTOC’s
stockholders with respect to the proposed business combination. A
list of the names of those directors and executive officers and a
description of their interests in DTOC is contained in DTOC’s
Annual Report on Form 10-K for the fiscal year ended December 31,
2022, which was filed with the SEC on March 31, 2023. These
documents may be obtained free of charge from the SEC’s website.
Additional information regarding the interests of such participants
will be contained in the proxy statement/prospectus for the
proposed business combination and the proposed Exchange Offer.
AON and its directors and executive officers may also be deemed
to be participants in the solicitation of proxies from the
stockholders of DTOC in connection with the proposed business
combination. A list of the names of such directors and executive
officers and information regarding their interests in the proposed
business combination can be found in the proxy statement/prospectus
for the proposed business combination and the proposed Exchange
Offer.
No Offer or Solicitation
This press release shall not constitute a solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the business combination or the Exchange Offer. This
press release shall also not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any states or jurisdictions in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such
jurisdiction. No offering of securities shall be made except by
means of a prospectus meeting the requirements of Section 10 of the
Securities Act or an exemption therefrom.
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version on businesswire.com: https://www.businesswire.com/news/home/20230821996720/en/
Kyle Francis, Chief Financial Officer kyle@dtocorp.com
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