MIAMI, May 24, 2021 /PRNewswire/ -- Jaws
Acquisition Corp. ("Jaws") (NYSE: JWS), today announced
that, due to the public health and safety concerns related to the
coronavirus (COVID-19) pandemic and recommendations and orders from
federal and New York authorities,
it is strongly encouraging that shareholders attend the
extraordinary general meeting of its shareholders, which will be
held on June 2, 2021 at 9:00 a.m., New York City Time (the "General
Meeting"), by teleconference rather than in person. The purpose
of the General Meeting is to vote on certain proposals relating to
the previously announced merger between Jaws and Cano Health, LLC
("Cano Health" or the "Company"), the related
Business Combination Agreement, dated as of November 11, 2020 (as amended or supplemented
from time to time, the "Business Combination Agreement"),
and the other transactions contemplated therein (collectively, the
"Business Combination").
The General Meeting will be accessible by dialing (833) 798-4761
(toll free—North America) or (270) 855-8706 (International).
Shareholders will be able to ask questions to Jaws' management via
the conference line.
About Jaws Acquisition Corp.
Jaws, led by Chairman Barry S.
Sternlicht and Chief Executive Officer Joseph Dowling, is a blank check company
incorporated as a Cayman Islands
exempted company for the purpose of effecting a merger, share
exchange, asset acquisition, share purchase, reorganization or
similar business combination with one or more businesses or
entities.
About Cano Health, LLC
Cano Health operates value-based primary care centers and
supports affiliated medical practices that specialize in primary
care for seniors in Florida,
Texas, Nevada, and Puerto
Rico, with additional markets in development. As part of its
care coordination strategy, Cano Health provides sophisticated,
high-touch population health management programs including
telehealth, prescription home delivery, wellness programs,
transition of care, and high-risk and complex care management.
The Company's personalized patient care and proactive approach
to wellness and preventive care sets it apart from competitors.
Cano Health has consistently improved clinical outcomes while
reducing costs, affording patients the opportunity to lead longer
and healthier lives. Cano serves a predominantly minority
population (80% of its patients are Latino or African American) and
low-income population (50% of its patients are dual eligible for
Medicare and Medicaid). For more information visit
www.canohealth.com.
Additional Information
Jaws has filed, and the SEC has declared effective, a
registration statement on Form S-4 (the "Registration
Statement") containing a definitive proxy statement/prospectus
of Jaws relating to the proposed Business Combination. Jaws has
mailed the definitive proxy statement/prospectus and other relevant
documents to its shareholders. Investors, Jaws' shareholders and
other interested persons are advised to read the definitive proxy
statement/prospectus in connection with Jaws' solicitation of
proxies for the General Meeting to be held to approve the Business
Combination as these materials will contain important information
about the Company and Jaws and the proposed Business Combination.
The definitive proxy statement/prospectus has been mailed to the
shareholders of Jaws as of the record date of March 24, 2021; shareholders that hold their
shares in registered form are entitled to vote their shares held on
the date of the meeting. Shareholders are also able to obtain
copies of the definitive proxy statement/prospectus and other
documents filed with the SEC, without charge, at the SEC's website
at http://www.sec.gov, or by directing a request to: Jaws
Acquisition Corp., 1601 Washington Avenue, Suite 800, Miami Beach, FL 33139.
Participants in the Solicitation
Jaws and its directors and executive officers may be deemed
participants in the solicitation of proxies from Jaws' shareholders
with respect to the Business Combination. A list of the names of
those directors and executive officers and a description of their
interests in Jaws is contained in the definitive proxy statement,
which was filed with the SEC and is available free of charge at the
SEC's website at www.sec.gov, or by directing a request to Jaws
Acquisition Corp., 1601 Washington Avenue, Suite 800, Miami Beach, FL 33139.
The Company and its directors and executive officers may also be
deemed to be participants in the solicitation of proxies from the
shareholders of Jaws in connection with the Business Combination. A
list of the names of such directors and executive officers and
information regarding their interests in the Business Combination
is included in the definitive proxy statement for the Business
Combination.
No Offer or Solicitation
This communication is not a proxy statement or solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the potential transaction and shall not constitute an
offer to sell or a solicitation of an offer to buy the securities
of Jaws or the Company, nor shall there be any sale of any such
securities in any state or jurisdictions in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such state or
jurisdiction. No offer of securities shall be made except by means
of a prospectus meeting the requirements of the Securities Act.
Forward-Looking Statements
Certain statements in this Current Report on Form 8-K may
be considered forward-looking statements. Forward-looking
statements generally relate to future events or Jaws' or the
Company's future financial or operating performance. For example,
projections of future growth, financial performance, and other
metrics are forward-looking statements. In some cases, you can
identify forward-looking statements by terminology such as "may,"
"should," "expect," "intend," "will," "estimate," "anticipate,"
"believe," "predict," "potential" or "continue," or the negatives
of these terms or variations of them or similar terminology. Such
forward-looking statements are subject to risks, uncertainties, and
other factors which could cause actual results to differ materially
from those expressed or implied by such forward looking
statements.
These forward-looking statements are based upon estimates and
assumptions that, while considered reasonable by Jaws and its
management, and the Company and its management, as the case may be,
are inherently uncertain. Factors that may cause actual results to
differ materially from current expectations include, but are not
limited to: (1) the occurrence of any event, change or other
circumstances that could give rise to the termination of
negotiations and any subsequent definitive agreements with respect
to the Business Combination; (2) the outcome of any legal
proceedings that may be instituted against Jaws, the combined
company or others following the announcement of the Business
Combination and any definitive agreements with respect thereto;
(3) the inability to complete the Business Combination due to
the failure to obtain approval of the shareholders of Jaws, to
obtain financing to complete the Business Combination or to satisfy
other conditions to closing; (4) changes to the proposed
structure of the Business Combination that may be required or
appropriate as a result of applicable laws or regulations or as a
condition to obtaining regulatory approval of the Business
Combination; (5) the ability to meet stock exchange listing
standards following the consummation of the Business Combination;
(6) the risk that the Business Combination disrupts current
plans and operations of the Company as a result of the announcement
and consummation of the Business Combination; (7) 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 suppliers and
retain its management and key employees; (8) costs related to
the Business Combination; (9) changes in applicable laws or
regulations; (10) the possibility that the Company or the
combined company may be adversely affected by other economic,
business, and/or competitive factors; (11) the Company's estimates
of expenses and profitability; and (12) other risks and
uncertainties indicated from time to time in the proxy statement
relating to the Business Combination, including those under "Risk
Factors" in the Registration Statement, and in Jaws' other filings
with the SEC.
Nothing in this Current Report on Form 8-K should be
regarded as a representation by any person that the forward-looking
statements set forth herein will be achieved or that any of the
contemplated results of such forward-looking statements will be
achieved. You should not place undue reliance on forward-looking
statements, which speak only as of the date they are made. Neither
Jaws nor the Company undertakes any duty to update these
forward-looking statements.
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SOURCE Jaws Acquisition Corp.