Jack Creek Investment Corp. (“Jack Creek”) (Nasdaq: JCIC), a Cayman
Islands exempted company, today announced the rescheduling of Jack
Creek’s extraordinary general meeting of shareholders (the “EGM”)
originally scheduled to be held on January 10, 2023. The EGM has
been rescheduled for January 12, 2023 at 10:30 a.m. Eastern Time.
The deadline for holders of Class A ordinary shares to request that
Jack Creek redeem all or a portion of their shares is, accordingly,
January 10, 2023 at 5:00 p.m. Eastern Time. As previously
announced, the EGM will occur at the offices of Weil, Gotshal &
Manges LLP located at 767 Fifth Avenue, New York, NY 10153 and
virtually via live webcast at
https://www.cstproxy.com/jackcreekinvestmentcorp/2023.
The EGM is being held to vote on the proposals
described in the definitive proxy statement, filed with the
Securities and Exchange Commission (the “SEC”) on December 20, 2022
(the “Definitive Proxy Statement”) by Jack Creek relating to the
potential business combination between Bridger Aerospace Group
Holdings, LLC (“Bridger Aerospace”) and Jack Creek and related
transactions (the “Potential Business Combination”). The record
date for the determination of shareholders entitled to vote at the
EGM, including all adjournments thereof, remains November 30, 2022
(the “Record Date”). The Jack Creek Board of Directors recommends
that shareholders vote in favor of the proposals.
Jack Creek shareholders who have questions or who
need assistance voting their shares may contact Jack Creek’s proxy
solicitor, D.F. King, by calling (888) 567-1626, or banks and
brokers can call collect at (212) 269-5550 or by emailing
JCIC@dfking.com.
About Jack Creek
Jack Creek is a special purpose acquisition
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. More
information about Jack Creek is available at
https://www.jackcreekinvestmentcorp.com/ir-resources/investor-faqs.
About Bridger Aerospace
Based in Bozeman, Montana, Bridger Aerospace is
one of the nation’s largest privately held aerial firefighting
companies. Bridger Aerospace is committed to utilizing its team,
aircraft and technology to save lives, property and habitats
threatened by wildfires. Bridger Aerospace provides aerial
firefighting and wildfire management services to federal and state
government agencies, including the United States Forest Service,
across the nation. More information about Bridger Aerospace is
available at https://www.bridgeraerospace.com.
No Offer or Solicitation
This press release does not constitute an offer to
sell, or a solicitation of an offer to buy, or a recommendation to
purchase, any securities in any jurisdiction, or the solicitation
of any vote, consent or approval in any jurisdiction in connection
with the Potential Business Combination, nor shall there be any
sale, issuance or transfer of any securities in any jurisdiction
where, or to any person to whom, such offer, solicitation or sale
may be unlawful under the laws of such jurisdiction. This press
release does not constitute either advice or a recommendation
regarding any securities. No offering of securities shall be made
except by means of a prospectus meeting the requirements of the
Securities Act of 1933, as amended, or an exemption therefrom.
Forward Looking Statements
Certain statements included in this press release
are not historical facts but are forward-looking statements,
including for purposes of the safe harbor provisions under the
United States Private Securities Litigation Reform Act of 1995.
Forward-looking statements generally are accompanied by words such
as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,”
“intend,” “expect,” “should,” “would,” “plan,” “project,”
“forecast,” “predict,” “potential,” “seem,” “seek,” “future,”
“outlook,” “target,” and similar expressions that predict or
indicate future events or trends or that are not statements of
historical matters, but the absence of these words does not mean
that a statement is not forward-looking. These forward-looking
statements include, but are not limited to, (1) references with
respect to the anticipated benefits of the Potential Business
Combination and anticipated closing timing; (2) the sources and
uses of cash of the Potential Business Combination; (3) the
anticipated capitalization and enterprise value of the combined
company following the consummation of the Potential Business
Combination; (4) current and future potential commercial and
customer relationships; and (5) anticipated investments in
additional aircraft, capital resource, and research and development
and the effect of these investments. These statements are based on
various assumptions, whether or not identified in this press
release, and on the current expectations of Jack Creek’s and
Bridger Aerospace’s management and are not predictions of actual
performance. 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. Actual events and circumstances are difficult or
impossible to predict and will differ from assumptions. Many actual
events and circumstances are beyond the control of Bridger
Aerospace. These forward-looking statements are subject to a number
of risks and uncertainties, including: changes in domestic and
foreign business, market, financial, political and legal
conditions; the inability of the parties to successfully or timely
consummate the Potential Business Combination, including the risk
that any required stockholder or regulatory approvals are not
obtained, are delayed or are subject to unanticipated conditions
that could adversely affect the combined company or the expected
benefits of the Potential Business Combination is not obtained;
failure to realize the anticipated benefits of the Potential
Business Combination; risks relating to the uncertainty of the
projected financial information with respect to Bridger Aerospace;
Bridger Aerospace’s ability to successfully and timely develop,
sell and expand its technology and products, and otherwise
implement its growth strategy; risks relating to Bridger
Aerospace’s operations and business, including information
technology and cybersecurity risks, loss of requisite licenses,
flight safety risks, loss of key customers and deterioration in
relationships between Bridger Aerospace and its employees; risks
related to increased competition; risks relating to potential
disruption of current plans, operations and infrastructure of
Bridger Aerospace as a result of the announcement and consummation
of the Potential Business Combination; risks that Bridger Aerospace
is unable to secure or protect its intellectual property; risks
that the post-business combination company experiences difficulties
managing its growth and expanding operations; the ability to
compete with existing or new companies that could cause downward
pressure on prices, fewer customer orders, reduced margins, the
inability to take advantage of new business opportunities, and the
loss of market share; the amount of redemption requests made by
Jack Creek’s shareholders; the impact of the COVID-19 pandemic; the
ability to successfully select, execute or integrate future
acquisitions into the business, which could result in material
adverse effects to operations and financial conditions; and those
factors discussed in the sections entitled “Risk Factors” and
“Special Note Regarding Forward-Looking Statements” in Jack Creek’s
Quarterly Report on Form 10-Q for the quarter ended September 30,
2022, Jack Creek’s Annual Report on Form 10-K for the year ended
December 31, 2021, and in those documents that Jack Creek or
Wildfire New PubCo, Inc. (“New Bridger”) has filed, or will file,
with the SEC. If any of these risks materialize or our assumptions
prove incorrect, actual results could differ materially from the
results implied by these forward-looking statements. The risks and
uncertainties above are not exhaustive, and there may be additional
risks that neither Jack Creek nor Bridger Aerospace presently know
or that Jack Creek and Bridger Aerospace currently believe are
immaterial that could also cause actual results to differ from
those contained in the forward-looking statements. In addition,
forward looking statements reflect Jack Creek’s and Bridger
Aerospace’s expectations, plans or forecasts of future events and
views as of the date of this press release. Jack Creek and Bridger
Aerospace anticipate that subsequent events and developments will
cause Jack Creek’s and Bridger Aerospace’s assessments to change.
However, while Jack Creek and Bridger Aerospace may elect to update
these forward-looking statements at some point in the future, Jack
Creek and Bridger Aerospace specifically disclaim any obligation to
do so. These forward-looking statements should not be relied upon
as representing Jack Creek’s and Bridger Aerospace’s assessments as
of any date subsequent to the date of this press release.
Accordingly, undue reliance should not be placed upon the
forward-looking statements.
Important Information for Shareholders and
Investors
The Potential Business Combination will be
submitted to shareholders of Jack Creek for their consideration and
approval at a special meeting of shareholders. Jack Creek and
Bridger Aerospace prepared the registration statement on Form S-4
for New Bridger (the “Registration Statement”) that was declared
effective by the SEC on December 16, 2022, which includes the
Definitive Proxy Statement which was distributed to Jack Creek’s
shareholders in connection with Jack Creek’s solicitation for
proxies for the vote by Jack Creek’s shareholders in connection
with the Potential Business Combination and other matters as
described in the Registration Statement, as well as the prospectus
relating to the offer of the securities to be issued to Jack
Creek’s shareholders and certain of Bridger Aerospace’s
equityholders in connection with the completion of the Potential
Business Combination. Jack Creek has mailed the Definitive Proxy
Statement and other relevant documents to its shareholders as of
the Record Date. Jack Creek’s shareholders and other interested
persons are advised to read the Definitive Proxy Statement in
connection with Jack Creek’s solicitation of proxies for its
special meeting of shareholders to be held to approve, among other
things, the Potential Business Combination, because these documents
contain important information about Jack Creek, Bridger Aerospace
and the Potential Business Combination. Shareholders may also
obtain a copy of the Definitive Proxy Statement as well as other
documents filed with the SEC regarding the Potential Business
Combination and other documents filed with the SEC by Jack Creek,
without charge, at the SEC’s website located at
https://www.sec.gov. Copies of these filings may be obtained free
of charge on Jack Creek’s “Investor Relations” website at
https://www.jackcreekinvestmentcorp.com or by directing a request
to KSH Capital LP, Attention: Lauren Ores, 386 Park Avenue South,
Floor 20, New York, NY 10016.
Participants in the
Solicitation
Jack Creek and Bridger Aerospace and their
respective directors and executive officers, under SEC rules, may
be deemed to be participants in the solicitation of proxies of Jack
Creek’s shareholders in connection with the Potential Business
Combination. Investors and security holders may obtain more
detailed information regarding Jack Creek’s directors and executive
officers in Jack Creek’s filings with the SEC, including Jack
Creek’s Annual Report on Form 10-K filed with the SEC on March 21,
2022. Information regarding the persons who may, under SEC rules,
be deemed participants in the solicitation of proxies to Jack
Creek’s shareholders in connection with the Potential Business
Combination, including a description of their direct and indirect
interests, which may, in some cases, be different than those of
Jack Creek’s shareholders generally, is set forth in the
Registration Statement. Shareholders, potential investors and other
interested persons should read the Registration Statement carefully
before making any voting or investment decisions.
This press release is not a substitute for the
Registration Statement or for any other document that Jack Creek or
New Bridger has filed and may file with the SEC in connection with
the Potential Business Combination. INVESTORS AND SECURITY HOLDERS
ARE URGED TO READ THE DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN
THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
Investors and security holders may obtain free copies of other
documents filed with the SEC by Jack Creek and New Bridger through
the website maintained by the SEC at https://www.sec.gov.
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