Participants in the Solicitation
26 Capital Acquisition Corp. and certain of its directors and executive officers may be deemed participants in the solicitation of proxies from 26 Capital
Acquisition Corp.s stockholders with respect to the proposed business combination transaction. A list of the names of those directors and executive officers and a description of their interests in 26 Capital Acquisition Corp. is set forth in
26 Capital Acquisition Corp.s filings with the SEC (including 26 Capital Acquisition Corp.s final prospectus related to its initial public offering (File No. 333-251682) declared effective by
the SEC on January 14, 2021), and are available free of charge at the SECs web site at www.sec.gov, or by directing a request to 26 Capital Acquisition Corp., Inc., 701 BrickellAvenue, Suite 1550, Miami, Florida 33131 United States
of America, Jason Ader. Additional information regarding the interests of such participants will be contained in the registration/proxy statement for the proposed business combination transaction when available.
OKADA MANILA INTERNATIONAL INC. and TIGER RESORT, LEISURE AND ENTERTAINMENT, INC., and certain of their directors and executive officers may also be deemed to
be participants in the solicitation of proxies from the stockholders of 26 Capital Acquisition Corp. in connection with the proposed business combination transaction. A list of the names of such directors and executive officers and information
regarding their interests in the proposed business combination transaction will be included in the registration/proxy statement for the proposed business combination transaction when available.
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 transaction. 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.
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. 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. OKADA MANILA INTERNATIONAL INC.s actual
results may differ from their expectations, estimates, and projections and, consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as expect, estimate,
project, budget, forecast, anticipate, intend, plan, may, will, could, should, believes, predicts,
potential, continue, and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, 26
Capital Acquisition Corp.s, OKADA MANILA INTERNATIONAL INC.s and Universal Entertainment Corporations expectations with respect to future performance and anticipated financial impacts of the business combination transaction.
These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially, and potentially
adversely, from those expressed or implied in the forward-looking statements. Most of these factors are outside 26 Capital Acquisition Corp.s, OKADA MANILA INTERNATIONAL INC.s and Universal Entertainment Corporations control and
are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the outcome of any legal proceedings that may be instituted against 26 Capital Acquisition Corp. and/or OKADA MANILA INTERNATIONAL INC.
following the consummation of the business combination transaction; (2) the impact of COVID-19 and related regulatory responses (such as local community quarantine and international travel restrictions)
on OKADA MANILA INTERNATIONAL INC.s business; (3) the dependence of OKADA MANILA INTERNATIONAL INC.s business on its casino gaming license; (4) the inability to maintain the listing of OKADA MANILA INTERNATIONAL INC.s
common shares on the Nasdaq following the consummation of the business combination transaction; (5) the risk that the business combination transaction disrupts current plans and operations; (6) the ability to recognize the anticipated
benefits of the business combination transaction, which may be affected by, among other things, competition, the ability of OKADA MANILA INTERNATIONAL INC. to grow and manage growth profitably, and retain its key employees; (7) costs related to
the business combination transaction; (8) changes in applicable laws or regulations; and (9) the possibility that OKADA MANILA INTERNATIONAL INC. may be adversely affected by other economic, business, and/or competitive factors. The
foregoing list of factors is not exclusive. All subsequent written and oral forward-looking statements concerning 26 Capital Acquisition Corp. or OKADA MANILA INTERNATIONAL INC., the transactions described herein or other matters and attributable to
26 Capital Acquisition Corp., Okada Manila or any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above. Readers are cautioned not to place undue reliance upon any forward-looking statements,
which speak only as of the date made. Each of 26 Capital Acquisition Corp. and OKADA MANILA INTERNATIONAL INC. expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in their expectations with respect thereto or any change in events, conditions, or circumstances on which any statement is based, except as required by law.
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