Lux Health Tech Acquisition Corp. Signs Letter of Intent for a Business Combination
September 06 2022 - 7:10AM
Business Wire
Lux Health Tech Acquisition Corp. (the “Company”) today
announced that it has entered into a non-binding letter of intent
(“LOI”) for a business combination with a leading life sciences
company addressing significant unmet needs in some of the most
costly and debilitating segments of healthcare (the “Target”).
The Target has an experienced executive and scientific
leadership team that has built an extensive technology platform
with multiple programs in development, and is backed by leading
private and public market investors. The Company expects that it
can offer the Target its resources, experience and network of
relationships to support the Target’s growth and access to public
markets, making this an attractive potential business combination
for the Company’s stockholders. Under the terms of the LOI, the
Company and Target would become a combined entity, with the
Target’s existing equityholders rolling 100% of their equity into
the combined public company.
The Company expects to announce additional details regarding the
proposed business combination when a definitive agreement is
executed, which is expected in the second half of 2022.
No assurances can be made that the parties will successfully
negotiate and enter into a definitive agreement, or that the
proposed transaction will be consummated on the terms or timeframe
currently contemplated, or at all. Any transaction would be subject
to board and equityholder approval of both companies, regulatory
approvals and other customary conditions.
ABOUT LUX HEALTH TECH ACQUISITION CORP.
Lux Health Tech Acquisition Corp. is a blank check company
sponsored by an affiliate of Lux Capital and formed for the purpose
of entering into a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with one or more businesses at the intersection of the
healthcare and technology industries.
IMPORTANT INFORMATION AND WHERE TO FIND IT
If a legally binding definitive agreement with respect to the
proposed business combination is executed, the Company intends to
file a preliminary proxy statement (a “Deal Proxy Statement”) with
the U.S. Securities and Exchange Commission’s (the “SEC”). A
definitive Deal Proxy Statement will be mailed to stockholders of
the Company as of a record date to be established for voting on the
proposed transaction. Stockholders will also be able to obtain a
copy of the Deal Proxy Statement, without charge, by directing a
request to: Lux Health Tech Acquisition Corp., 920 Broadway, 11th
Floor, New York, New York 10010. The preliminary and definitive
Deal Proxy Statements, once available, can also be obtained,
without charge, at the SEC’s website, www.sec.gov.
This communication may be deemed to be offering or solicitation
material in respect of the proposed transaction, which will be
submitted to the stockholders of the Company for their
consideration. The Company urges investors, stockholders and other
interested persons to carefully read, when available, the
preliminary and definitive Deal Proxy Statement as well as other
documents filed with the SEC (including any amendments or
supplements to the Deal Proxy Statement, as applicable), in each
case, before making any investment or voting decision with respect
to the proposed transaction, because these documents will contain
important information about the Company, the Target and the
proposed transaction.
PARTICIPANTS IN THE SOLICITATION
The Company and its directors, executive officers other members
of management and employees may be considered participants in the
solicitation of proxies with respect to the potential transaction
described herein under the rules of the SEC. Information about the
directors and executive officers of the Company is set forth in the
Company’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2021, which was filed with the SEC on March 30, 2022.
Information regarding the persons who may, under the rules of the
SEC, be deemed participants in the solicitation of the stockholders
in connection with the potential transaction and a description of
their direct and indirect interests, by security holdings or
otherwise, will be set forth in the Deal Proxy Statement when it is
filed with the SEC. These documents can be, once available,
obtained free of charge from the sources indicated above.
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 proposed business combination. 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 of 1933, as amended, or an exemption therefrom.
FORWARD-LOOKING STATEMENTS
This press release contains statements that constitute
“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. Forward-looking
statements are based on the Company’s current expectations and are
subject to numerous conditions, risks and uncertainties, which
could cause actual results to differ materially from those
reflected in the statements, many of which are beyond the control
of the Company, including those set forth in the Risk Factors
section of the Company’s Annual Report on Form 10-K for the year
ended December 31, 2021, filed with the SEC on March 30, 2022, and
the Company’s quarterly reports on Form 10-Q filed with the SEC,
each available on the SEC’s website, www.sec.gov. Investors are
cautioned that any forward-looking statements are not guarantees of
future performance and actual results or developments may differ
materially from the projections in the forward-looking statements.
The Company undertakes no obligation to update these statements for
revisions or changes after the date of this release, except as
required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20220906005256/en/
Investor Contact: Scott Rubin Email:
scott.rubin@luxcapital.com
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