Boston Omaha Company to Commit in Sky Harbour LLC, a Developer of Non-public Aviation Infrastructure | Company & Finance
10 min readOMAHA, Neb.–(Business WIRE)–Aug 2, 2021–
Boston Omaha Company (NASDAQ:BOMN) (“Boston Omaha”) nowadays declared that a wholly-owned subsidiary has entered into a sequence of agreements to commit at minimum $55 million in Sky Harbour LLC (“SHG”) in assist of the proposed business enterprise mix among SHG and Yellowstone Acquisition Company (“Yellowstone”) (NASDAQ: YSAC, YSACU and YSACW) , a exclusive goal acquisition company in which a subsidiary of Boston Omaha serves as sponsor. Yellowstone today has separately publicly declared its entry into an fairness buy agreement with SHG (the “Equity Buy Agreement”) in connection with the proposed organization mix. Boston Omaha’s $55 million equity investment will be funded prior to the closing of the enterprise combination to enable give monetary assist for SHG’s proposed non-public activity bond financing, assuming SHG raises at least $80 million in such bond funding. This extra fairness financial investment will initially be instantly into SHG, and upon the effective consummation of the business enterprise mix, will convert into 5,500,000 shares of the write-up-mixture general public company’s Class A typical inventory, at a price of $10 for each share. In the occasion the business enterprise mixture is not consummated, Boston Omaha’s expense will remain as Sequence B Preferred models of SHG. In addition, the get-togethers will search for to raise added funding to support the business combination via a private placement financial investment (“PIPE”) to be consummated at the closing of the transaction of $100 million. In addition to the $138 million raised in Yellowstone’s preliminary general public featuring and held in belief and the $55 million funding, Boston Omaha has agreed to supply to SHG a backstop valued at up to an added $45 million by means of the obtain of more shares of Yellowstone Class A prevalent inventory at a value of $10 for each share if essential to fulfill the bare minimum financial commitment situation of $150 million in cash and securities to SHG at the closing.
SHG develops non-public aviation infrastructure concentrated on developing, leasing and handling organization aviation hangars.
SHG today declared it has entered into a small business combination arrangement with Yellowstone . Upon closing of the company mix, Sky Harbour will develop into a publicly traded enterprise, and it is expected that its widespread inventory will be listed on the NASDAQ trade. Tal Keinan, Chairman and Main Govt Officer of SHG, will continue on to guide the business enterprise put up-transaction. The mixed organization will have an implied pro forma equity marketplace value of approximately $777 million at closing.
Sky Harbour addresses the typical and pervasive deficit in enterprise aviation hangar infrastructure across substantially of the United States. The company develops campuses of organization aviation hangars, leases them to corporate, non-public and governing administration flight departments on a lengthy-term basis, and manages the campuses, offering crucial services to its tenants.
“Sky Harbour is delighted to be getting into into this partnership with Yellowstone and the Boston Omaha crew to capitalize on the strategic progress the enterprise has built in the last twelve months. Adam Peterson’s and Alex Rozek’s practical experience in the infrastructure space, jointly with the funding delivered by this transaction, will assistance the organization to meet the desire for its providing across the nation and achieve its expansion targets,” said Mr. Keinan, SHG’s CEO.
“Boston Omaha’s major company passions align powering making American infrastructure. We are captivated to the exceedingly higher barriers to entry for extra, beneficial hangar supply at key airports, all although getting financed in an advantaged small-charge way. We believe that Tal has constructed a greatest-in-course economical and operational workforce, building considerable strategic value in the time we have identified them. The workforce has refined a aggressive enterprise model that can scale and we are fired up to partner with Sky Harbour,” explained Adam Peterson and Alex Rozek, co-chairmen of Boston Omaha.
Business enterprise Combination Transaction Overview
Pursuant to the transaction, Yellowstone, which currently holds about $138 million in cash in have faith in, will combine with SHG at an approximated $777 million pro forma fairness current market worth. Assuming no redemptions by Yellowstone’s current community stockholders, SHG’s current shareholders will keep about 58% percent of the issued and excellent shares of popular stock instantly subsequent the closing of the organization mix.
The merged corporation expects to acquire up to $238 million in gross proceeds, assuming no redemptions of Yellowstone’s current general public stockholders. This figure excludes further money which may well be raised in the PIPE. All SHG equityholders are retaining 100% of their equity in the blended corporation. The money proceeds are envisioned to be used to fund the completion of four initial airport hangar campuses in addition to enlargement at SHG’s spot at this time in functions.
The sale of Series B Most popular models has been unanimously approved by the Boston Omaha Board of Directors and the Board of Managers of SHG. The business mix transaction has in between SHG and Yellowstone has been unanimously permitted by both equally the Yellowstone Board of Directors and the Board of Supervisors and all equityholders of SHG, and is subject to the gratification of customary closing problems, including the approval of the shareholders of Yellowstone and the receipt by SHG of at least $80 million in a non-public action bond financing presently anticipated to shut in September.
Added data about the proposed small business blend, which includes a duplicate of the equity invest in settlement and trader presentation, will be delivered in a Recent Report on Form 8-K to be submitted by Yellowstone with the Securities and Trade Fee and accessible at www.sec.gov. The investor presentation can also be identified on Sky Harbour’s web site at www.skyharbour.team.
Sky Harbour LLC is an aviation infrastructure enterprise developing the 1st nationwide network of Home-Basing remedies for organization aircraft. The Business develops, leases and manages business aviation hangars across the United States primarily based on its proprietary concentrating on and acquisition product, concentrating on airfields with important hangar source and demand from customers imbalances in the most significant US markets. Sky Harbour hangar campuses feature exclusive personal hangars and a full suite of committed providers specially created for residence-based plane. Benefits of the Sky Harbour House-Basing model contain security, efficiency of flight and upkeep functions, improved security and total privacy, all shipped in a attractive, thoughtfully made surroundings. Sky Harbour LLC is integrated in Delaware and headquartered at Westchester County Airport, New York.
About Boston Omaha Company
Boston Omaha Company is a public keeping business with 3 vast majority owned organizations engaged in outdoor marketing, surety insurance plan and broadband telecommunications products and services. The Enterprise also maintains minority investments such as investments in a bank, a nationwide household homebuilder, business true estate companies businesses.
About Yellowstone Acquisition Company
Yellowstone Acquisition Enterprise is a blank examine organization fashioned for the purpose of effecting a merger, share exchange, asset acquisition, stock buy, reorganization or similar small business combination with a single or additional corporations. In Oct 2020, Yellowstone Acquisition Business consummated a $136 million initial community giving (the “IPO”) of 13,598,898 models (like the underwriters’ physical exercise of a the greater part of its above-allotment alternative), just about every unit consisting of a single of the Company’s Class A everyday shares and one-fifty percent warrant, just about every complete warrant enabling the holder thereof to invest in one particular Course A standard share at a selling price of $11.50 for each share.
Extra Information and facts on the Proposed Company Mix
Yellowstone intends to file a preliminary proxy statement with the U.S. Securities and Trade Commission (the “SEC”) in connection with the proposed enterprise combination, Yellowstone will mail the definitive proxy statement and other related documents to its stockholders. This conversation does not comprise all the information and facts that should really be viewed as about the business enterprise combination. It is not intended to offer the foundation for any financial investment choice or any other final decision in regard to the proposed business enterprise blend. Yellowstone’s stockholders and other interested people are advised to study, when readily available, the preliminary proxy assertion, any amendments thereto, and the definitive proxy statement in relationship with Yellowstone’s solicitation of proxies for the exclusive conference to be held to approve the enterprise combination as these materials will comprise essential information about SHG and Yellowstone and the proposed the enterprise mix. The definitive proxy statement will be mailed to the stockholders of Yellowstone as of a document date to be set up for voting on the organization blend. This sort of stockholders will also be able to acquire copies of the proxy assertion, without the need of cost, when out there, at the SEC’s web site at http://www.sec.gov.
Members in the Solicitation
Yellowstone, BOC Yellowstone, LLC (the sponsor of the Yellowstone preliminary community supplying) and their respective administrators, executive officers, other associates of management, and staff, less than SEC principles, may possibly be deemed to be participants in the solicitation of proxies of Yellowstone’s stockholders in relationship with the organization combination. Traders and stability holders could get additional in-depth details pertaining to the names and interests in the business mix of Yellowstone’s administrators and officers in Yellowstone’s filings with the SEC, like Yellowstone’s Yearly Report on Type 10-K for the fiscal year finished December 31, 2020, which was submitted with the SEC on March 12, 2021, as amended on Could 24, 2021 and this sort of information and facts and names of SHG’s administrators and executive officers will also be in the proxy assertion of Yellowstone for the small business combination. Stockholders can get copies of Yellowstone’s filings with the SEC, devoid of cost, at the SEC’s site at www.sec.gov.
SHG and its supervisors and executive officers may perhaps also be deemed to be participants in the solicitation of proxies from Yellowstone’s stockholders in relationship with the enterprise mixture. A list of the names of this kind of administrators and executive officers and information concerning their pursuits in the enterprise mix will be involved in the proxy assertion for the business combination when offered.
This interaction is for informational uses only and is neither an offer you to invest in, nor a solicitation of an supply to market, subscribe for or get any securities or the solicitation of any vote in any jurisdiction pursuant to the organization mix or otherwise, nor shall there be any sale, issuance or transfer or securities in any jurisdiction in contravention of applicable regulation. No give of securities shall be built besides by means of a prospectus conference the specifications of Area 10 of the Securities Act of 1933, as amended, and normally in accordance with relevant regulation.
Forward-Looking Statements
This communication features “forward-seeking statements” in just the that means of Area 27A of the Securities Act of 1933 and Segment 21E of the Exchange Act that are not historic points and require risks and uncertainties that could trigger precise effects to vary materially from those people predicted and projected. All statements, other than statements of historical point contained in this interaction which includes, devoid of limitation, statements pertaining to Yellowstone’s or SHG’s money position, enterprise tactic and the plans and goals of management for future operations anticipated money impacts of the company mix the pleasure of the closing problems to the organization combination and the timing of the completion of the company combination, are ahead-seeking statements. Phrases these as “expect,” “believe,” “anticipate,” “intend,” “estimate,” “seek” and versions and very similar words and phrases and expressions are meant to establish these forward-searching statements. These types of forward-on the lookout statements relate to future events or foreseeable future general performance, but mirror management’s present-day beliefs, dependent on data currently accessible.
These forward-on the lookout statements contain sizeable hazards and uncertainties that could induce the actual results to vary materially from the envisioned success. Most of these components are outdoors Yellowstone’s and SHG’s management and are hard to predict. Factors that might cause these variances include things like, but are not constrained to: (i) the prevalence of any function, modify or other situations that could give increase to the termination of the Equity Purchase Agreement or could otherwise lead to the enterprise blend to are unsuccessful to near (ii) the end result of any authorized proceedings that may well be instituted in opposition to Yellowstone and SHG pursuing the execution of the Fairness Obtain Settlement and the organization mix (iii) any inability to complete the business enterprise mixture, including due to failure to attain approval of the stockholders of Yellowstone or other disorders to closing in the Equity Order Agreement (iv) the inability to manage the listing of the shares of common inventory of the article-acquisition business on The Nasdaq Stock Current market subsequent the small business mix (v) the hazard that the small business mix disrupts existing options and functions as a result of the announcement and consummation of the small business blend (vi) the skill to understand the anticipated benefits of the business enterprise combination, which may possibly be influenced by, between other factors, competitiveness, the means of the combined organization to increase and take care of growth profitably and keep its vital personnel (vii) expenditures related to the company mixture (viii) improvements in applicable laws or regulations (ix) the possibility that SHG or the combined organization may possibly be adversely influenced by other financial, enterprise, and/or aggressive variables (x) the incapability of SHG to raise at least $80 million in its proposed non-public exercise bond financing and (xi) other risks and uncertainties indicated in the proxy statement, like people under the portion entitled “Risk Factors”, and in Yellowstone’s other filings with the SEC.
Boston Omaha and Yellowstone warning that the foregoing record of aspects is not exceptional. Yellowstone cautions viewers not to spot undue reliance upon any ahead-wanting statements, which speak only as of the day built. For info figuring out essential components that could result in genuine outcomes to differ materially from those expected in the forward-looking statements, please refer to the Threat Aspects part of Yellowstone’s Once-a-year Report on Form 10-K filed with the SEC. Yellowstone’s securities filings can be accessed on the EDGAR part of the SEC’s site at www.sec.gov. Other than as expressly expected by applicable securities law, Yellowstone disclaims any intention or obligation to update or revise any ahead-on the lookout statements whether as a result of new data, future events or in any other case.
SHG was represented by Morrison and Foerster LLP and Boston Omaha was represented by Gennari Aronson LLP and Baker & Hostetler LLP in connection with the Collection B Chosen Unit transaction.
Call: Boston Omaha Corporation
Search phrase: UNITED STATES NORTH America NEBRASKA
Industry Key phrase: Experienced Services AIR Transport Professional Developing & Serious ESTATE FINANCE Building & House
Supply: Boston Omaha Corporation
Copyright Organization Wire 2021.
PUB: 08/02/2021 09:22 AM/DISC: 08/02/2021 09:23 AM
Copyright Company Wire 2021.
