Combined company to be renamed Target
Hospitality Corp. and will continue to be listed on Nasdaq Stock
Market
Merger to create the U.S.’s largest provider of
specialty rental accommodations combining most attractive elements
of premium catering and hospitality value-add services
Platinum Eagle Acquisition Corp. (Nasdaq: EAGL) (“Platinum
Eagle”), a publicly traded special purpose acquisition company,
Target Logistics Management, LLC (“Target Lodging”), and RL Signor
Holdings, LLC (“Signor Lodging”) announced today that Platinum
Eagle’s shareholders have voted to approve the merger agreements
for a business combination transaction at the extraordinary general
meeting of shareholders held on March 6, 2019. Approximately 93.1%
of the shares voted were voted in favor of the transaction to
create the largest provider of specialty rental accommodations with
premium catering and value-add hospitality services in the U.S. The
respective boards of directors or managers, as applicable, of
Platinum Eagle, Target Lodging and Signor Lodging had previously
approved the proposed business combination transaction and
recommended that its shareholders vote in favor.
The merger is expected to close no later than March 15, 2019,
subject to the satisfaction of certain closing conditions,
including, among other things, the receipt of requisite debt
financing. In connection with the closing, Target Lodging and
Signor Lodging will become wholly-owned subsidiaries of Platinum
Eagle and Platinum Eagle will change its name to Target Hospitality
Corp. The combined company’s common stock and warrants will
continue be listed on Nasdaq’s Capital Market under the new ticker
symbols “TH” and “THWWW,” respectively.
Brad Archer, CEO of Target Lodging, said, “This merger and our
entrance into the public markets will be a milestone event for our
company made possible through the hard work and dedication of our
employees, our vendors, and our financial sponsors. We thank them
for their support and look forward to continue working with them in
realizing Target Hospitality’s full potential.”
Jeff Sagansky, CEO of Platinum Eagle, commented, “Target’s
executive management team has done an exceptional job in delivering
superior financial performance while enhancing the experiences of
their guests. Their efforts have not only resulted in an incredible
track record for achievement but have also laid the foundation for
continued success.”
Stephen Robertson, Co-Founder of TDR Capital, added, “This
merger brings together the expertise of Target Lodging, Signor
Lodging and Platinum Eagle to form Target Hospitality, and with
that the future of Target Hospitality has never been brighter.”
Deutsche Bank Securities Inc. and BofA Merrill Lynch served as
capital markets advisors and private placement agents to Platinum
Eagle. Oppenheimer & Co. Inc. acted as exclusive financial
advisor on the transaction. Deutsche Bank Securities Inc. served as
general financial advisor to Platinum Eagle. Winston & Strawn
LLP acted as legal advisor to Platinum Eagle and Allen & Overy
LLP acted as legal advisor to Target Lodging and Signor
Lodging.
About Platinum Eagle Acquisition Corp.
Platinum Eagle was formed for the purpose of effecting a merger,
share exchange, asset acquisition, share purchase, reorganization
or similar business combination with one or more businesses.
Platinum Eagle raised $325 million in its initial public offering
and began trading on Nasdaq in January 2018. Its Class A ordinary
shares, units and warrants trade under the ticker symbols EAGL,
EAGLU and EAGLW, respectively.
About Target Lodging
Founded in 1978, Target Lodging is the largest vertically
integrated specialty rental and hospitality services company in the
United States. The company is principally focused
on building, owning and operating housing
communities across several end markets, including oil, gas,
energy infrastructure and government. Target Lodging provides
cost-effective and customized specialty rental accommodations,
culinary services, and hospitality solutions, including site
design, construction, operations, security, housekeeping, catering,
concierge services, and health and recreation facilities as part of
its integrated housing and hospitality
communities. Target Lodging was named by Inc. magazine in 2012
and 2013 as one of “America’s Fastest Growing Private
Companies.” Target Lodging has been an Algeco company since
2013.
About Signor Lodging
Signor Lodging, founded in 1990, specializes in superior remote
workforce housing serving oil and gas customers throughout the
Permian and Eagle Ford Basins. Signor Lodging operates nine
properties across West Texas, Southeast New Mexico and
Oklahoma.
Forward-Looking Statements
Certain statements made in this release are "forward looking
statements" within the meaning of the "safe harbor" provisions of
the United States Private Securities Litigation Reform Act of 1995.
When used in this press release, the words "estimates,"
"projected," "expects," "anticipates," "forecasts," "plans,"
"intends," "believes," "seeks," "may," "will," "should," "future,"
"propose" and variations of these words or similar expressions (or
the negative versions of such words or expressions) are intended to
identify forward-looking statements. These forward-looking
statements are not guarantees of future performance, conditions or
results, and involve a number of known and unknown risks,
uncertainties, assumptions and other important factors, many of
which are outside Platinum Eagle's, Target Lodging’s or Signor
Lodging’s control, that could cause actual results or outcomes to
differ materially from those discussed in the forward-looking
statements. These forward-looking statements include, without
limitation, the satisfaction of the closing conditions of the
Business Combination and the timing of the completion of the
Business Combination. Important factors, among others, that may
affect actual results or outcomes include the inability to complete
the business combination (including due to the failure to satisfy
certain closing conditions); the inability to recognize the
anticipated benefits of the proposed business combination; the
inability to meet Nasdaq listing standards; costs related to the
business combination; Target Hospitality’s ability to manage
growth; Target Hospitality’s ability to execute its business plan
and meet its projections; Target Hospitality’s ability to identify,
consummate and integrate acquisitions; rising costs adversely
affecting Target Hospitality’s profitability; potential litigation
involving Platinum Eagle, Target Lodging, Signor Lodging, or after
the closing, Target Hospitality, and general economic and market
conditions impacting demand for Target Lodging’s products and
services, and in particular economic and market conditions in the
oil industry in the markets in which Target Hospitality operates.
None of Platinum Eagle, Target Lodging or Signor Lodging undertakes
any obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by law.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20190306005838/en/
InvestorsNarinder SahaiTel: 832-702-8009Email: Narinder
SahaiRodny NacierTel: 832-702-8009Email: Rodny
NacierMediaJason ChudobaTel: 646-277-1249Email: Jason
ChudobaElyse GentileTel: 646-677-1823Email: Elyse Gentile
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