Haymaker Acquisition Corp. III Announces Stockholder Approval of Business Combination with Biote
May 24 2022 - 4:30PM
Haymaker Acquisition Corp. III (Nasdaq: HYAC) (“Haymaker” or the
“Company”), a publicly traded special purpose acquisition company,
today announced that its stockholders voted to approve the
previously announced business combination (the “Business
Combination”) with Biote, and the related proposals, at Haymaker’s
special meeting held on May 24, 2022. A Form 8-K disclosing the
full voting results has been filed with the Securities and Exchange
Commission.
The closing of the Business Combination is anticipated to take
place on or about May 26, 2022. Following closing of the Business
Combination, the common stock and warrants of the combined company,
called “biote Corp.,” are expected to commence trading on the
Nasdaq Stock Exchange under the symbols “BTMD” and “BTMDW,”
respectively, on May 27, 2022.
About Biote
Biote is a woman-led company operating a high growth,
differentiated medical practice-building business within the
hormone optimization space. Biote trains practitioners how to
identify and treat early indicators of hormone-related aging
conditions.
About Haymaker Acquisition Corp. III
Haymaker Acquisition Corp. III is a blank check company formed
for the purpose of effecting a business combination, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses. Haymaker
is led by Chief Executive Officer and Executive Chairman, Steven J.
Heyer; President, Andrew R. Heyer; and Chief Financial Officer,
Christopher Bradley.
Forward Looking Statements
This press release contains certain “forward-looking statements”
within the meaning of the federal U.S. securities laws with respect
to the proposed business combination between Haymaker and Biote,
the benefits of the transaction, the anticipated timing of the
transaction, the services and markets of Biote, our expectations
regarding future growth, results of operations, performance, future
capital and other expenditures, competitive advantages, business
prospects and opportunities, future plans and intentions, results,
level of activities, performance, goals or achievements or other
future events. These forward-looking statements generally are
identified by words such as “anticipate”, “believe”, “expect”,
“may”, “could”, “will”, “potential”, “intend”, “estimate”,
“should”, “plan”, “predict”, or the negative or other variations of
such statements, reflect our management’s current beliefs and
assumptions and are based on the information currently available to
our management. Forward-looking statements are predictions,
projections and other statements about future events that are based
on current expectations and assumptions and, as a result, are
subject to risks and uncertainties. Many factors could cause actual
results or developments to differ materially from those expressed
or implied by such forward-looking statements, including but not
limited to: (i) the risk that the transaction may not be completed
in a timely manner or at all, which may adversely affect the price
of Haymaker’s securities; (ii) the risk that the transaction may
not be completed by Haymaker’s business combination deadline and
the potential failure to obtain an extension of the business
combination deadline if sought by Haymaker; (iii) the failure to
satisfy the conditions to the consummation of the transaction,
including the satisfaction of the minimum cash amount following any
redemptions by Haymaker’s public stockholders and the receipt of
certain governmental and regulatory approvals; (iv) the lack of a
third-party valuation in determining whether or not to pursue the
proposed transaction; (v) the occurrence of any event, change or
other circumstance that could give rise to the termination of the
business combination agreement; (vi) the effect of the announcement
or pendency of the transaction on Biote’s business relationships,
operating results and business generally; (vii) risks that the
proposed transaction disrupts current plans and operations of
Biote; (viii) the outcome of any legal proceedings that may be
instituted against Biote or Haymaker related to the business
combination agreement or the proposed transaction; (ix) the ability
to maintain the listing of Haymaker’s securities on a national
securities exchange; (x) changes in the competitive industries in
which Biote operates, variations in operating performance across
competitors, changes in laws and regulations affecting Biote’s
business and changes in the combined capital structure; (xi) the
ability to implement business plans, forecasts and other
expectations after the completion of the proposed transaction, and
identify and realize additional opportunities; (xii) the risk of
downturns in the market and Biote’s industry including, but not
limited to, as a result of the COVID-19 pandemic; (xiii) costs
related to the transaction and the failure to realize anticipated
benefits of the transaction or to realize estimated pro forma
results and underlying assumptions, including with respect to
estimated stockholder redemptions; (xiv) the inability to complete
the Truist debt financing; and (xv) risks and uncertainties related
to Biote’s business, including, but not limited to, those related
to regulation, its supply chain, its executive influence, its
limited operating history, highly competitive markets and
competition, data privacy and cybersecurity, its ability to grow,
its financial condition and potential dilution, its forecasts,
expansion, intellectual property, current or future litigation,
capital requirements and the need for additional capital, physician
training, relationships with physicians, its key employees and
qualified personnel, third-party manufacturers, regulatory scrutiny
of the pharmacy compounding industry, health care fraud and abuse,
HIPAA, and its dietary supplement business. The foregoing list of
factors is not exclusive. You should carefully consider the
foregoing factors and the other risks and uncertainties described
in the “Risk Factors” section of the proxy statement and other
documents filed by Haymaker from time to time with the SEC. These
filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
Forward-looking statements speak only as of the date on which they
are made, and neither Biote nor Haymaker assume any obligation to
update or revise any forward-looking statements or other
information contained herein, whether as a result of new
information, future events or otherwise. You are cautioned not to
put undue reliance on these forward-looking statements. Neither
Haymaker nor Biote gives any assurance that either Haymaker or
Biote, or the combined company, will achieve its expectations.
Contacts
MediaKaren Chase Karen.Chase@westwicke.com
InvestorsMike
CavanaughMike.Cavanaugh@westwicke.com
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