Special Meeting of Banyan Stockholders to
Approve Business Combination Scheduled for December 20, 2023
Pinstripes, Inc. (“Pinstripes,” or “the Company”), a
best-in-class experiential dining and entertainment brand combining
bistro, bowling, bocce and private event space, and Banyan
Acquisition Corporation (“Banyan”) (NYSE: BYN), a publicly traded
special purpose acquisition company, today announced that the U.S.
Securities and Exchange Commission (“SEC”) declared effective the
Registration Statement on Form S-4, as amended (the “Registration
Statement”) filed with the SEC in connection with the previously
announced proposed business combination (the “Business
Combination”) of Pinstripes and Banyan.
“We are pleased to achieve this important step forward to
becoming a publicly traded company,” said Dale Schwartz, Founder
and CEO of Pinstripes. “Pinstripes is poised to continue
capitalizing on strong consumer demand and to delivering
extraordinary experiences through our unique combination of
made-from-scratch dining and the timeless games of bowling and
bocce. With our iconic community focused venues and our passionate
Pinstripes team, we are at an exciting inflection point of growth.
Concluding our process of becoming a public company will help
accelerate our growth, as Pinstripes continues to create
extraordinary, magical connections that bring out the best in
everyone.”
“Pinstripes is a leader when it comes to innovation and
experiential dining. We are proud to partner with them on this
transaction and are thrilled to have achieved this milestone,”
added Jerry Hyman, Chairman of Banyan. “Pinstripes continues to
demonstrate its ability to execute with its commitment to
authenticity, the ongoing success of its current locations as well
as the successful opening of its latest location in Westfield
Topanga. With more locations in the pipeline and an ability to
soundly meet dynamic consumer trends and behavior, Pinstripes
offers investors a distinctive entryway into an experiential and
fine dining concept with significant whitespace for growth
ahead.”
Special Meeting Details
Banyan announced it will hold its special meeting of
stockholders (the “Special Meeting”) on December 20, 2023, at 10:00
a.m., Eastern Time, to approve the Business Combination with
Pinstripes and related matters. Banyan stockholders of record as of
November 20, 2023 are being sent notice of, and are entitled to
vote at the Special Meeting.
The Special Meeting will be virtual and conducted via live
webcast at https://www.cstproxy.com/banyanacquisition/sm2023. To
register and receive access to the virtual meeting, registered
stockholders and beneficial stockholders (those holding shares
through a stock brokerage account or by a bank or other holder of
record) will need to follow the instructions applicable to them
provided in the proxy statement.
Every stockholder’s vote FOR ALL the proposals included in the
proxy statement is important, regardless of the number of shares
held. Banyan stockholders who need assistance voting, have
questions regarding the Special Meeting, or would like to request
documents may contact Banyan’s proxy solicitor Morrow Sodali LLC at
(800) 662-5200 (banks and brokers can call (203) 658-9400) or by
emailing BYN.info@investor.morrowsodali.com.
If the necessary proposals at the Special Meeting are approved,
Pinstripes and Banyan anticipate that the Business Combination will
close shortly after the Special Meeting, subject to the
satisfaction of all other closing conditions. Upon the closing of
the Business Combination, the combined company’s Class A common
stock and warrants are expected to be listed on NYSE under the
ticker symbols “PNST” and “PNST WS,” respectively.
About Pinstripes
Born in the Midwest, Pinstripes’ best-in-class venues offer a
combination of made-from-scratch dining, bowling and bocce and
flexible private event space. From its full-service
Italian-American food and beverage menu to its gaming array of
bowling and bocce, Pinstripes offers multi-generational activities
seven days a week. Its elegant and spacious 25,000 – 38,000 square
foot venues can accommodate groups of 20 to 1,500 people for
private events, parties, and celebrations. For more information on
Pinstripes, please visit www.pinstripes.com.
About Banyan Acquisition Corporation
Banyan Acquisition Corporation (NYSE: BYN) is a blank check
company formed for the purpose of effecting a merger, share
exchange, asset acquisition, share purchase, reorganization or
similar business combination with one or more businesses. The
Company is led by Chairman Jerry Hyman and Chief Executive Officer
Keith Jaffee. For more information on Banyan Acquisition
Corporation, please visit www.banyanacquisitioncorp.com.
Additional Information and Where to Find It
On November 28, 2023, Banyan filed with the SEC an amended
Registration Statement, which included a preliminary proxy
statement and prospectus of Banyan and preliminary consent
solicitation statement of Pinstripes in connection with the
proposed Business Combination and related matters as described in
the Registration Statement. The Registration Statement was declared
effective on December 4, 2023, and on December 5, 2023, Banyan
filed with the SEC the definitive joint proxy statement/consent
solicitation statement/prospectus, which is being mailed or
delivered, as applicable, together with other relevant documents,
to the respective stockholders of Banyan and Pinstripes. Banyan’s
stockholders, Pinstripes' stockholders and other interested persons
are advised to read the definitive joint proxy statement/consent
solicitation statement/prospectus in connection with Banyan’s
solicitation of proxies for its stockholders’ meeting to be held to
approve the Business Combination and related matters, and the
solicitation of written consents of Pinstripes’ stockholders to
approve the Business Combination, because the definitive joint
proxy statement/consent solicitation statement/prospectus contains
important information about Banyan and Pinstripes and the proposed
Business Combination. This press release is not a substitute for
the Registration Statement, the definitive joint proxy
statement/consent solicitation statement/prospectus or any other
document that Banyan or Pinstripes will send to their stockholders
in connection with the Business Combination.
INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE
DEFINITIVE JOINT PROXY STATEMENT/CONSENT SOLICITATION
STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH
THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN
IMPORTANT INFORMATION ABOUT THE BUSINESS COMBINATION AND THE
PARTIES TO THE BUSINESS COMBINATION.
The definitive joint proxy statement/consent solicitation
statement/prospectus is being mailed to stockholders of Banyan as
of November 20, 2023, the record date established for voting on the
proposed Business Combination and related matters and will be sent
to stockholders of Pinstripes. Stockholders may obtain copies of
the definitive joint proxy statement/consent solicitation
statement/prospectus, without charge, at the SEC’s website at
www.sec.gov or by directing a request to: Banyan Acquisition
Corporation, 400 Skokie Blvd., Suite 820, Northbrook, IL 60062.
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN
APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY
AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS
OF THE BUSINESS COMBINATION OR THE ACCURACY OR ADEQUACY OF THE
INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS
A CRIMINAL OFFENSE.
Participants in the Solicitations
This press release is not a solicitation of a proxy from any
investor or security holder. However, Banyan and Pinstripes and
their respective directors, officers and other members of their
management and employees may be deemed to be participants in the
solicitation of proxies from Banyan’s stockholders with respect to
the proposed Business Combination and related matters. Investors
and security holders may obtain more detailed information regarding
the names, affiliations and interests of the directors and officers
of Banyan and Pinstripes in the definitive joint proxy
statement/consent solicitation statement/prospectus relating to the
proposed Business Combination. These documents may be obtained free
of charge from the sources indicated above.
No Offer or Solicitation
This press release is for informational purposes only, and is
not intended to and shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy or subscribe for any securities or a solicitation of any vote
of approval, nor shall there be any sale, issuance or transfer of
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction.
Caution About Forward-Looking Statements
Certain statements in this press release are “forward-looking
statements”. Such forward-looking statements are often identified
by words such as “believe,” “may,” “will,” “estimate,” “continue,”
“anticipate,” “intend,” “expect,” “should,” “would,” “plan,”
“predict,” “forecasted,” “projected,” “potential,” “seem,”
“future,” “outlook,” and similar expressions that predict or
indicate future events or trends or otherwise indicate statements
that are not of historical matters, but the absence of these words
does not mean that a statement is not forward-looking. These
forward-looking statements and factors that may cause actual
results to differ materially from current expectations include, but
are not limited to: risks related to the uncertainty of the
projected financial information with respect to Pinstripes, risks
related to Pinstripes’ current growth strategy, Pinstripes’ ability
to successfully open and integrate new locations, the risks related
to the capital intensive nature of Pinstripes’ business, the
ability of Pinstripes’ to attract new customers and retain existing
customers and the impact of the COVID-19 pandemic, including the
resulting labor shortage and inflation, on Pinstripes. The
foregoing list of factors is not exhaustive and additional 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 definitive agreements with respect to the
Business Combination; (2) the outcome of any legal proceedings that
may be instituted against Banyan, the combined company or others
relating to the Business Combination and the definitive agreements
with respect thereto; (3) the inability to complete the Business
Combination due to the failure to obtain approval of the
stockholders of Banyan or to satisfy (or to be waived) other
conditions to closing (including, without limitation, the minimum
cash condition); (4) changes to the proposed structure of the
Business Combination that may be required or appropriate; (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
Pinstripes 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 key
relationships 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
Pinstripes or the combined company may be adversely affected by
other economic, business, and/or competitive factors and (11)
Pinstripes’ estimates of operating results. The foregoing list of
factors is not exhaustive.
Stockholders and prospective investors should carefully consider
the foregoing factors and the other risks and uncertainties
described in the “Risk Factors” sections of the definitive joint
proxy statement/consent solicitation statement/prospectus relating
to the proposed Business Combination, Banyan’s final prospectus
dated January 19, 2022, related to its initial public offering,
Banyan’s Annual Report on Form 10-K filed with the SEC on March 31,
2023 and other documents filed by Banyan from time to time with the
SEC.
Stockholders and prospective investors are cautioned not to
place undue reliance on these forward-looking statements, which
only speak as of the date made, are not a guarantee of future
performance and are subject to a number of uncertainties, risks,
assumptions and other factors, many of which are outside the
control of Banyan and Pinstripes. Banyan and Pinstripes expressly
disclaim any obligations or undertaking to release publicly any
updates or revisions to any forward-looking statements contained
herein to reflect any change in the expectations of Banyan or
Pinstripes with respect thereto or any change in events, conditions
or circumstances on which any statement is based.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231205902708/en/
Investor Relations: Pinstripes@icrinc.com
Media: PinstripesPR@icrinc.com
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