Sports Entertainment Acquisition Corp. Provides Update on Audit Committee Requirements and Business Combination Amendment
18 November 2021 - 3:18AM
Business Wire
Sports Entertainment Acquisition Corp. (NYSE: SEAH.U) (the
“Company”) announced today that it received a notice from the New
York Stock Exchange (the “NYSE”) indicating that the Company was
deficient in meeting the requirements of Section 303A.07(a) of the
Listed Company Manual, which required the Company to have three
independent members of its board of directors on the audit
committee within one year from the closing of the Company’s initial
public offering. The notice from the NYSE states that, unless the
Company cures this deficiency by November 17, 2021, the Company
will be deemed noncompliant. The Company has coordinated with the
NYSE regarding its plan not to appoint a third member of the audit
committee until the closing of our previously announced business
combination, and the NYSE has confirmed that it does not plan to
delist the Company, but rather after November 17, 2021 will include
the Company in a list of noncompliant issuers that the NYSE
publishes and will display a below compliance indicator with
respect to the Company on its website.
Additionally, on November 16, 2021, the Company and SGHC
Limited, a non-cellular company limited by shares incorporated
under the laws of the Island of Guernsey (“SGHC”), Super Group
(SGHC) Limited, a non-cellular company limited by shares
incorporated under the laws of the Island of Guernsey (“NewCo”) and
Sports Entertainment Acquisition Holdings LLC (the “Sponsor”)
entered into an Amendment to Business Combination Agreement (the
“Amendment Agreement”) that expressly amended and modified the
previously announced business combination agreement between the
Company, SGHC, NewCo, the Sponsor and Super Group (SGHC) Merger
Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of
NewCo (the “Business Combination Agreement”), to provide that the
outside date for the closing of the business combination is March
31, 2022. In the event that the business combination shall not be
consummated on or before March 31, 2022, then either SGHC or the
Company may terminate the Business Combination Agreement, provided
that such terminating party is not otherwise in breach of the
Business Combination Agreement.
About Sports Entertainment Acquisition Corp.
Sports Entertainment Acquisition Corp. is a special purpose
acquisition company formed for the purpose of effecting a merger,
capital stock exchange, asset acquisition, stock purchase,
reorganization or similar business combination with one or more
businesses. While the Company may pursue an initial business
combination with a company in any business, industry, sector or
geographical location, it intends to focus its search on the sports
and entertainment sectors as well as the technology and services
that are associated with these verticals.
Forward-Looking Statements
This press release may include “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. All statements other than statements of historical fact
included in this press release are forward-looking statements. When
used in this press release, words such as “anticipate,” “believe,”
“estimate,” “expect,” “intend,” “proposed” and similar expressions,
as they relate to us, our management team or the closing of the
previously announced business combination identify forward-looking
statements. Such forward-looking statements are based on the
beliefs of management, as well as assumptions made by, and
information currently available to, the Company’s management.
Actual results could differ materially from those contemplated by
the forward-looking statements as a result of certain factors
detailed in the Company’s filings with the SEC. All subsequent
written or oral forward-looking statements attributable to us or
persons acting on our behalf are qualified in their entirety by
this paragraph. Forward-looking statements are subject to numerous
conditions, 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/A for the year ended December
31, 2020 and the Company’s registration statement and prospectus
relating to the Company’s initial public offering filed with the
SEC. 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/20211117006088/en/
Sports Entertainment Acquisition Corp. Investors: Ashley
DeSimone ICR ashley.desimone@icrinc.com
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