First Day of Trading on NYSE Expected to be
October 28th under the Symbols SATX and SATX WSA
SatixFy Communications Ltd. (“SatixFy”), a leader in
next-generation satellite communication systems based on
in-house-developed chipsets, today announced that it has completed
its previously-announced business combination with Endurance
Acquisition Corp. ("Endurance") following the approval of the
business combination by Endurance’s stockholders on October 25,
2022 and satisfaction of customary closing conditions.
In addition, on October 24, 2022, Endurance and SatixFy entered
into a previously disclosed OTC Prepaid Forward Purchase Agreement
that calls for purchase and resale of up to 10 million class A
shares, subject to the terms and conditions therein. SatixFy has
agreed to register the offer and resale of such shares.
Following the business combination, David Ripstein will continue
in his role as SatixFy’s CEO, Yoav Leibovitch will serve as
Executive Chairman, and Endurance’s CEO Richard Davis will join
SatixFy’s Board of Directors.
The combined company’s shares and warrants are expected to begin
trading on the NYSE American under the symbols “SATX” and “SATX
WSA,” respectively, beginning tomorrow, Friday, October 28,
2022.
“This is an exciting time for the satellite communications
industry, with the emergence of LEO mega-constellations creating a
massive opportunity for SatixFy’s next-generation technologies,”
commented David Ripstein, CEO of SatixFy. “Our unique chips,
antennas and satellite payloads are critical for scaling the
performance of the new satellites while reducing their operational
costs, making ‘everywhere, all-the-time’ communications practical
for diverse types of customers and application. We are confident
that this will drive growth for SatixFy, and create significant
value and transparency for our existing and new customers.”
“Antarctica Capital and the Endurance team are looking forward
to continuing our work with SatixFy as they begin this exciting new
chapter,” said Richard Davis, Managing Director of Antarctica
Capital, CEO of Endurance and now a member of SatixFy’s Board of
Directors. “SatixFy’s unique technology is a key enabler for next
generation satellite communications, and its new platform as a
publicly-traded company gives it the financial strength needed to
close business with the industry’s largest players.”
In completing the transaction, Cantor Fitzgerald acted as
Endurance’s capital markets advisor. Davis Polk & Wardwell LLP
and Gross & Co served as SatixFy’s legal counsel and Morrison
& Foerster LLP and Meitar Liquornik Geva Leshem Tal served as
Endurance’s legal counsel. DLA Piper LLP (US) served as legal
counsel to Cantor Fitzgerald.
About SatixFy
SatixFy develops end-to-end next-generation satellite
communications systems, including satellite payloads, user
terminals and modems, based on powerful chipsets that it develops
in house.
SatixFy’s products include modems that feature Software
Defined Radio (SDR) and Fully Electronically Steered Multi Beam
Antennas (ESMA) that support the advanced communications
standard DVB-S2X. SatixFy’s innovative ASICs improve the
overall performance of satellite communications systems, reduce the
weight and power requirements of terminals and payloads, and save
real estate for gateway equipment. SatixFy’s advanced VSATs and
multi-beam fully electronically steered antenna arrays are
optimized for a variety of mobile applications and services, using
LEO, MEO and GEO satellite communications systems, for
aero/in-flight connectivity systems, communications-on-the-move
applications, satellite-enabled Internet-of-Things, and consumer
user terminals.
SatixFy is headquartered in Rehovot, Israel with additional
offices in the US, UK and Bulgaria. For more information, please
refer to www.SatixFy.com.
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of the “safe harbor” provisions of the United States
Private Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words such as
“estimate,” “plan,” “project,” “forecast,” “intend,” “will,”
“expect,” “anticipate,” “believe,” “seek,” “target” or other
similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. These
statements are based on various assumptions, whether or not
identified in this press release, and on the current expectations
of SatixFy’s management and are not predictions of actual
performance. These forward-looking statements are provided for
illustrative purposes only and are not intended to serve as, and
must not be relied on by any investor as, a guarantee, an
assurance, a prediction or a definitive statement of fact or
probability. Actual events and circumstances are difficult or
impossible to predict and will differ from assumptions. Many actual
events and circumstances are beyond the control of SatixFy. These
forward-looking statements are subject to a number of risks and
uncertainties, including the risk that SatixFy and its current and
future collaborators are unable to successfully develop and
commercialize SatixFy’s products or technologies, including the
compact electronically steered multi-beam array designed for
mobility services, or experience significant delays in doing so;
the ability for SatixFy or its collaborators to obtain the
necessary approvals and certifications for SatixFy’s products and
technologies; the ability for SatixFy or its collaborators to
achieve milestones under the ESA Sunrise Partnership Project;
potential design flaws or performance issues in SatixFy’s products
and technologies that may not be discovered or discoverable during
product trials and demonstrations; the outcome of any legal
proceedings that may be instituted against SatixFy or Endurance,
the combined company or others following the announcement of the
business combination; the ability to meet stock exchange listing
standards following the consummation of the business combination;
the risk that the business combination disrupts current plans and
operations of SatixFy as a result of the announcement and
consummation of the proposed business combination; 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 relationships with customers and retain its
management and key employees and the execution of the CEO
transition plan; costs related to the business combination; changes
in applicable laws or regulations; SatixFy’s estimates of expenses
and profitability; any downturn or volatility in economic
conditions; the effects of COVID-19 or other epidemics; changes in
the competitive environment affecting SatixFy or its customers,
including SatixFy’s inability to introduce new products or
technologies; the impact of pricing pressure and erosion; supply
chain risks; risks to SatixFy’s ability to protect its intellectual
property and avoid infringement by others, or claims of
infringement against SatixFy; the possibility that SatixFy may be
adversely affected by other economic, business and/or competitive
factors; SatixFy's estimates of its financial performance; risks
related to the fact that SatixFy is incorporated in Israel and
governed by Israeli law; the factors disclosed in the registration
statement on Form F-4 filed with the U.S. Securities and Exchange
Commission (the “SEC”), which was declared effective on September
30, 2022, under the heading “Risk Factors”; and those factors
discussed in Endurance’s final prospectus dated September 14, 2021
and Annual Report on Form 10-K for the fiscal year ended December
31, 2021, in each case, under the heading “Risk Factors,” and other
documents of Endurance filed with the SEC. If any of these risks
materialize or our assumptions prove incorrect, actual results
could differ materially from the results implied by these
forward-looking statements. There may be additional risks that
SatixFy does not presently know or that SatixFy currently believes
are immaterial that could also cause actual results to differ from
those contained in the forward-looking statements. In addition,
forward-looking statements reflect SatixFy’s expectations, plans or
forecasts of future events and views as of the date of this press
release. SatixFy anticipates that subsequent events and
developments will cause SatixFy’s assessments to change. However,
while SatixFy may elect to update these forward-looking statements
at some point in the future, SatixFy specifically disclaims any
obligation to do so. These forward-looking statements should not be
relied upon as representing SatixFy’s assessments as of any date
subsequent to the date of this press release. Accordingly, undue
reliance should not be placed upon the forward-looking
statements.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20221027006076/en/
Investor Contact: Kevin Hunt, ICR, SatixFyIR@icrinc.com Media
Contacts: Helena Itzhak, Satixfy, Helena.itzhak@satixfy.com Brian
Ruby, ICR, SatixFyPR@icrinc.com
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