Following the release of a second consecutive quarter of strong
results by Bowlero Corp., Isos Acquisition Corporation (NYSE:
ISOS), a special purpose acquisition company, and Bowlero, the
world’s largest owner and operator of bowling centers and owner of
the Professional Bowlers Association (PBA), today announced that
Isos’s registration statement on Form S-4 (the “Registration
Statement”) related to their previously announced proposed business
combination (the “Business Combination”) has been declared
effective by the U.S. Securities and Exchange Commission (“SEC”).
The declaration of effectiveness of the
Registration Statement by the SEC and the filing of the definitive
proxy statement is an important step in Bowlero becoming a public
traded company listed on the NYSE under the ticker symbol “BOWL” at
the close of the Business Combination.
Isos will hold an extraordinary general meeting
of shareholders (the “Special Meeting”) at 11:00 a.m. Eastern Time
on December 14, 2021 to approve, among other things, the Business
Combination with Bowlero. Shareholders of record at the close of
business on November 4, 2021 will be entitled to receive notice of
and to vote at the Special Meeting. The meeting will be broadcast
virtually over the internet by means of a live audio webcast at
https://www.cstproxy.com/isosacquisitioncorp/2021. Closing is
anticipated for December 15, 2021.
Last week, Bowlero announced that it had
outperformed expectations for the quarter ended September 26, 2021
and posted significant growth vs. pre-pandemic levels. Leisure
revenue, which accounts for the bulk of total revenue, rose 22%
from the corresponding pre-pandemic quarter (ended September 29,
2019). Net Income for the quarter was $16 million vs. a loss of $20
million in the first quarter of fiscal year 2020. Adjusted EBITDA
rose 140% vs. the corresponding pre-pandemic quarter to $59
million, as operational efficiencies continue to drive significant
margin expansion.
For additional information about the proposed
Business Combination and about Isos and Bowlero, please visit
https://www.isosacquisitioncorp.com/investor-relations/default.aspx.
Isos recommends all stockholders vote "FOR" ALL
PROPOSALS in advance of the Special Meeting by telephone, via the
Internet or by signing, dating and returning the proxy card upon
receipt by following the instructions on the proxy card.
Your Vote FOR ALL Proposals Is
Important, No Matter How Many or How Few Shares You
Own.
If you have questions about voting or need
assistance voting, please contact Isos’s proxy solicitor, Morrow
Sodali, by calling (203) 658-9400 (individuals) or (800) 662-5200
(banks and brokers) or by emailing isos@info.morrowsodali.com
About Bowlero Corp
Bowlero Corp. is the worldwide leader in bowling
entertainment, media, and events. With more than 300 bowling
centers across North America, Bowlero Corp serves more than 26
million guests each year through a family of brands that includes
Bowlero, Bowlmor Lanes, and AMF. In 2019, Bowlero Corp acquired the
Professional Bowlers Association, the major league of bowling,
which boasts thousands of members and millions of fans across the
globe. For more information on Bowlero Corp, please
visit BowleroCorp.com.
About Isos Acquisition
Corporation
Isos Acquisition Corporation (NYSE: ISOS) is a
blank check company formed for the purpose of effecting a merger,
share exchange, asset acquisition, share purchase, reorganization
or similar business combination with one or more businesses. Isos
is led by Co-Chief Executive Officers George Barrios and Michelle
Wilson. For more information on Isos Acquisition Corporation,
please visit www.isosacquisitioncorp.com.
Forward Looking Statements
Some of the statements contained in this press
release are 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. These
forward-looking statements are generally identified by the use of
words such as "anticipate," "believe," "could," "estimate,"
"expect," "intend," "may," "plan," "potential," "predict,"
"project," "should," "target," "will," "would" and, in each case,
their negative or other various or comparable terminology. These
forward-looking statements reflect our views with respect to future
events as of the date of this release and are based on our
management’s current expectations, estimates, forecasts,
projections, assumptions, beliefs and information. Although
management believes that the expectations reflected in these
forward-looking statements are reasonable, it can give no assurance
that these expectations will prove to have been correct. All such
forward-looking statements are subject to risks and uncertainties,
many of which are outside of our control, and could cause future
events or results to be materially different from those stated or
implied in this document. It is not possible to predict or identify
all such risks. These risks include, but are not limited to: the
occurrence of any event, change or other circumstances that could
give rise to the termination of the business combination; the
outcome of any legal proceedings that may be instituted against
ISOS, Bowlero or others following announcement of the business
combination and the transactions contemplated therein; the
inability to complete the transactions contemplated by the business
combination due to the failure to obtain approval of the
shareholders of Isos or Bowlero or other conditions to closing in
the business combination agreement; the risk that the proposed
business combination disrupts current plans and operations as a
result of the announcement and consummation of the business
combination; the ability to recognize the anticipated benefits of
the business combination, which may be affected by, among other
things, the ability of Bowlero to grow and manage growth
profitably, maintain relationships with customers, compete within
its industry and retain its key employees; costs related to the
proposed business combination; the possibility that Isos or Bowlero
may be adversely impacted by other economic, business, and/or
competitive factors; the risk that the market for Bowlero’s
entertainment offerings may not develop on the timeframe or in the
manner that Bowlero currently anticipates; general economic
conditions and uncertainties affecting markets in which Bowlero or
operates and economic volatility that could adversely impact its
business, including the COVID-19 pandemic; the ability of Bowlero
to attract new customers and retain existing customers; changes in
consumer preferences and buying patterns; inability to compete
successfully against current and future competitors in the highly
competitive out-of-home and home-based entertainment markets;
inability to operate venues, or obtain and maintain licenses and
permits necessary for such operation, in compliance with laws,
regulations and other requirements; damage to brand or reputation;
its ability to successfully defend litigation brought against it;
its ability to adequately obtain, maintain, protect and enforce our
intellectual property and proprietary rights and claims of
intellectual property and proprietary right infringement,
misappropriation or other violation by competitors and third
parties; failure to hire and retain qualified employees and
personnel; fluctuations in Bowlero’s operating results; security
breaches, cyber-attacks and other interruptions to its and its
third-party service providers’ technological and physical
infrastructures; catastrophic events, including war, terrorism and
other international conflicts, adverse weather conditions, public
health issues or natural catastrophes and accidents; risk of
increased regulation of its operations; the projected financial
information, anticipated growth rate, and market opportunity of
Bowlero; the ability to obtain or maintain the listing of new
Bowlero’s Class A common stock and warrants on the NYSE following
the completion of the business combination; Isos’s and Bowlero’s
public securities’ potential liquidity and trading; future capital
needs of Bowlero following the completion of the business
combination; the significant uncertainty created by the COVID-19
pandemic and the negative impact of the COVID-19 pandemic on
Bowlero; and factors described under the section titled “Risk
Factors” in the definitive proxy statement/prospectus filed by Isos
relating to the business combination, as well as other filings that
Isos has or Isos or Bowlero will make with the SEC, such as Annual
Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current
Reports on Form 8-K. Forward-looking statements speak only as of
the date the statements are made. Neither Isos nor Bowlero assume
any obligation to update forward-looking statements to reflect
actual results, subsequent events or circumstances or other changes
affecting forward-looking information except to the extent required
by applicable securities laws.
Contacts:
For Media:ICR, Inc.Tom
VogelTom.Vogel@icrinc.com
For Investors:ICR, Inc.Ryan
LawrenceRyan.Lawrence@icrinc.com
Ashley DeSimone
Ashley.desimone@icrinc.com
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