Boston Omaha Corporation to Invest in Sky Harbour LLC, a Developer of Non-public Aviation Infrastructure

OMAHA, Neb.–(Small business WIRE)–Boston Omaha Company (NASDAQ:BOMN) (“Boston Omaha”) now announced that a wholly-owned subsidiary has entered into a collection of agreements to spend at least $55 million in Sky Harbour LLC (“SHG”) in support of the proposed business enterprise mix in between SHG and Yellowstone Acquisition Business (“Yellowstone”) (NASDAQ: YSAC, YSACU and YSACW) , a unique objective acquisition business in which a subsidiary of Boston Omaha serves as sponsor. Yellowstone right now has individually publicly announced its entry into an fairness invest in settlement with SHG (the “Equity Purchase Agreement”) in relationship with the proposed company mix. Boston Omaha’s $55 million fairness investment decision will be funded prior to the closing of the organization mix to assistance present fiscal help for SHG’s proposed private action bond financing, assuming SHG raises at minimum $80 million in this kind of bond financing. This added fairness investment decision will to begin with be straight into SHG, and upon the prosperous consummation of the small business mixture, will convert into 5,500,000 shares of the write-up-combination community company’s Course A widespread stock, at a cost of $10 for each share. In the event the small business blend is not consummated, Boston Omaha’s financial commitment will keep on being as Sequence B Most popular units of SHG. In addition, the get-togethers will find to elevate more funding to assist the business blend through a private placement expenditure (“PIPE”) to be consummated at the closing of the transaction of $100 million. In addition to the $138 million raised in Yellowstone’s first community offering and held in have faith in and the $55 million funding, Boston Omaha has agreed to offer to SHG a backstop valued at up to an supplemental $45 million by means of the order of supplemental shares of Yellowstone Class A prevalent stock at a value of $10 for each share if desired to meet up with the minimal financial investment affliction of $150 million in funds and securities to SHG at the closing.

SHG develops private aviation infrastructure concentrated on creating, leasing and managing business aviation hangars.

SHG now announced it has entered into a company combination settlement with Yellowstone . Upon closing of the small business mixture, Sky Harbour will turn out to be a publicly traded business, and it is anticipated that its common stock will be outlined on the NASDAQ exchange. Tal Keinan, Chairman and Chief Govt Officer of SHG, will proceed to direct the small business post-transaction. The blended organization will have an implied pro forma equity market price of around $777 million at closing.

Sky Harbour addresses the typical and pervasive deficit in business aviation hangar infrastructure throughout much of the United States. The organization develops campuses of business enterprise aviation hangars, leases them to company, personal and government flight departments on a extended-time period foundation, and manages the campuses, delivering necessary expert services to its tenants.

“Sky Harbour is pleased to be moving into into this partnership with Yellowstone and the Boston Omaha crew to capitalize on the strategic development the organization has manufactured in the final twelve months. Adam Peterson’s and Alex Rozek’s working experience in the infrastructure area, together with the funding presented by this transaction, will assistance the company to meet the need for its providing throughout the nation and obtain its progress aims,” explained Mr. Keinan, SHG’s CEO.

“Boston Omaha’s largest organization pursuits align guiding setting up American infrastructure. We are captivated to the exceedingly higher barriers to entry for further, beneficial hangar offer at vital airports, all while being financed in an advantaged reduced-cost way. We imagine Tal has built a greatest-in-class money and operational workforce, creating significant strategic benefit in the time we have known them. The staff has refined a competitive company design that can scale and we are energized to companion with Sky Harbour,” explained Adam Peterson and Alex Rozek, co-chairmen of Boston Omaha.

Enterprise Combination Transaction Overview

Pursuant to the transaction, Yellowstone, which at the moment holds somewhere around $138 million in income in have confidence in, will merge with SHG at an estimated $777 million professional forma fairness industry worth. Assuming no redemptions by Yellowstone’s present general public stockholders, SHG’s present shareholders will keep around 58% p.c of the issued and fantastic shares of popular stock quickly next the closing of the small business blend.

The mixed business expects to acquire up to $238 million in gross proceeds, assuming no redemptions of Yellowstone’s present general public stockholders. This determine excludes more funds which may perhaps be lifted in the PIPE. All SHG equityholders are retaining 100% of their equity in the merged organization. The dollars proceeds are predicted to be utilized to fund the completion of four original airport hangar campuses in addition to enlargement at SHG’s spot now in operations.

The sale of Sequence B Preferred models has been unanimously authorised by the Boston Omaha Board of Directors and the Board of Professionals of SHG. The business mixture transaction has amongst SHG and Yellowstone has been unanimously approved by equally the Yellowstone Board of Directors and the Board of Supervisors and all equityholders of SHG, and is matter to the gratification of customary closing ailments, which includes the acceptance of the shareholders of Yellowstone and the receipt by SHG of at least $80 million in a non-public exercise bond financing at present expected to close in September.

Extra information about the proposed business combination, together with a copy of the fairness buy agreement and trader presentation, will be offered in a Latest Report on Type 8-K to be filed by Yellowstone with the Securities and Exchange Fee and out there at www.sec.gov. The trader presentation can also be located on Sky Harbour’s web site at www.skyharbour.group.

About Sky Harbour LLC

Sky Harbour LLC is an aviation infrastructure organization constructing the to start with nationwide community of Residence-Basing remedies for organization aircraft. The Company develops, leases and manages business enterprise aviation hangars across the United States primarily based on its proprietary concentrating on and acquisition model, targeting airfields with substantial hangar provide and demand imbalances in the major US marketplaces. Sky Harbour hangar campuses feature special personal hangars and a whole suite of committed companies especially designed for home-centered plane. Gains of the Sky Harbour Property-Basing model consist of stability, performance of flight and upkeep operations, improved protection and finish privateness, all delivered in a lovely, thoughtfully designed environment. Sky Harbour LLC is incorporated in Delaware and headquartered at Westchester County Airport, New York.

About Boston Omaha Corporation

Boston Omaha Corporation is a community holding corporation with a few the vast majority owned companies engaged in out of doors advertising, surety insurance coverage and broadband telecommunications companies. The Corporation also maintains minority investments including investments in a bank, a nationwide residential homebuilder, professional serious estate companies firms.

About Yellowstone Acquisition Enterprise

Yellowstone Acquisition Firm is a blank examine corporation shaped for the intent of effecting a merger, share trade, asset acquisition, stock buy, reorganization or related business enterprise mixture with a single or far more corporations. In October 2020, Yellowstone Acquisition Organization consummated a $136 million first general public presenting (the “IPO”) of 13,598,898 models (like the underwriters’ training of a bulk of its around-allotment alternative), each and every device consisting of a single of the Company’s Class A common shares and one particular-50 percent warrant, each complete warrant enabling the holder thereof to obtain one particular Class A everyday share at a price tag of $11.50 for every share.

Supplemental Information on the Proposed Company Mixture

Yellowstone intends to file a preliminary proxy statement with the U.S. Securities and Exchange Commission (the “SEC”) in relationship with the proposed business enterprise mix, Yellowstone will mail the definitive proxy assertion and other related files to its stockholders. This communication does not contain all the info that should really be considered regarding the organization combination. It is not intended to present the foundation for any investment decision determination or any other decision in respect to the proposed business mixture. Yellowstone’s stockholders and other interested people are advised to read, when available, the preliminary proxy assertion, any amendments thereto, and the definitive proxy statement in connection with Yellowstone’s solicitation of proxies for the specific assembly to be held to approve the business mix as these resources will contain significant facts about SHG and Yellowstone and the proposed the enterprise blend. The definitive proxy assertion will be mailed to the stockholders of Yellowstone as of a report day to be recognized for voting on the company blend. This kind of stockholders will also be in a position to acquire copies of the proxy assertion, without the need of charge, the moment readily available, at the SEC’s site at http://www.sec.gov.

Members in the Solicitation

Yellowstone, BOC Yellowstone, LLC (the sponsor of the Yellowstone first general public giving) and their respective administrators, executive officers, other members of management, and staff, less than SEC rules, may perhaps be deemed to be contributors in the solicitation of proxies of Yellowstone’s stockholders in link with the enterprise blend. Traders and stability holders may well attain extra thorough data pertaining to the names and pursuits in the company mix of Yellowstone’s directors and officers in Yellowstone’s filings with the SEC, including Yellowstone’s Yearly Report on Variety 10-K for the fiscal year ended December 31, 2020, which was filed with the SEC on March 12, 2021, as amended on May perhaps 24, 2021 and these types of facts and names of SHG’s directors and government officers will also be in the proxy statement of Yellowstone for the small business mixture. Stockholders can acquire copies of Yellowstone’s filings with the SEC, with no charge, at the SEC’s web-site at www.sec.gov.

SHG and its managers and govt officers may possibly also be deemed to be contributors in the solicitation of proxies from Yellowstone’s stockholders in link with the company blend. A checklist of the names of these types of administrators and govt officers and information and facts pertaining to their pursuits in the organization mix will be provided in the proxy assertion for the company mixture when accessible.

No Provide or Solicitation

This conversation is for informational functions only and is neither an offer you to obtain, nor a solicitation of an supply to provide, subscribe for or get any securities or the solicitation of any vote in any jurisdiction pursuant to the business combination or usually, 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 produced apart from by suggests of a prospectus meeting the demands of Segment 10 of the Securities Act of 1933, as amended, and normally in accordance with applicable regulation.

Ahead-On the lookout Statements

This conversation incorporates “forward-hunting statements” in the indicating of Segment 27A of the Securities Act of 1933 and Segment 21E of the Trade Act that are not historic specifics and contain pitfalls and uncertainties that could lead to true results to vary materially from these anticipated and projected. All statements, other than statements of historic point contained in this interaction like, with no limitation, statements with regards to Yellowstone’s or SHG’s fiscal place, small business approach and the plans and aims of management for long term functions expected economical impacts of the company mix the satisfaction of the closing conditions to the organization mixture and the timing of the completion of the small business combination, are forward-looking statements. Text such as “expect,” “believe,” “anticipate,” “intend,” “estimate,” “seek” and variants and comparable text and expressions are supposed to recognize these kinds of ahead-searching statements. Such ahead-searching statements relate to potential functions or future efficiency, but replicate management’s present-day beliefs, based mostly on info now offered.

These ahead-seeking statements require sizeable challenges and uncertainties that could result in the genuine final results to differ materially from the expected results. Most of these elements are outdoors Yellowstone’s and SHG’s manage and are hard to predict. Things that may perhaps cause this sort of variations include, but are not confined to: (i) the prevalence of any event, alter or other instances that could give increase to the termination of the Equity Invest in Agreement or could if not cause the business enterprise mixture to are unsuccessful to shut (ii) the consequence of any legal proceedings that could be instituted versus Yellowstone and SHG subsequent the execution of the Equity Purchase Agreement and the company mixture (iii) any inability to full the organization combination, like due to failure to acquire approval of the stockholders of Yellowstone or other ailments to closing in the Equity Invest in Arrangement (iv) the incapability to maintain the listing of the shares of popular stock of the article-acquisition business on The Nasdaq Inventory Market next the company mix (v) the possibility that the enterprise mix disrupts existing programs and operations as a outcome of the announcement and consummation of the business combination (vi) the skill to acknowledge the anticipated gains of the enterprise combination, which may be afflicted by, amongst other things, competitiveness, the ability of the mixed enterprise to improve and regulate development profitably and keep its crucial workforce (vii) fees related to the business enterprise mix (viii) improvements in relevant laws or restrictions (ix) the chance that SHG or the combined corporation may be adversely impacted by other economic, small business, and/or competitive aspects (x) the incapacity of SHG to elevate at least $80 million in its proposed non-public exercise bond funding and (xi) other hazards and uncertainties indicated in the proxy assertion, which includes these under the area entitled “Risk Factors”, and in Yellowstone’s other filings with the SEC.

Boston Omaha and Yellowstone warning that the foregoing record of elements is not unique. Yellowstone cautions visitors not to place undue reliance upon any forward-on the lookout statements, which converse only as of the date manufactured. For facts identifying essential variables that could bring about real outcomes to differ materially from these expected in the forward-seeking statements, remember to refer to the Danger Factors area of Yellowstone’s Annual Report on Sort 10-K filed with the SEC. Yellowstone’s securities filings can be accessed on the EDGAR portion of the SEC’s website at www.sec.gov. Apart from as expressly essential by applicable securities regulation, Yellowstone disclaims any intention or obligation to update or revise any forward-looking statements no matter if as a end result of new info, potential situations or or else.

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 Series B Desired Device transaction.