Item 7.01 Regulation FD Disclosure.
On June 5, 2020, Collier Creek Holdings ("Collier Creek") held a previously
announced joint conference call (the "Conference Call") with Utz Brands
Holdings, LLC ("Utz") to discuss the proposed business combination (the
"Business Combination") between Collier Creek and Utz.
Attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated
into this Item 7.01 by reference is a transcript of the Conference Call. A copy
of the Business Combination Agreement (as it may be amended, supplemented or
otherwise modified from time to time, the "Business Combination Agreement"), by
and among Collier Creek, Utz and Series U of UM Partners, LLC and Series R of UM
Partners, LLC, related to the Business Combination was attached as Exhibit 2.1
to Collier Creek's Current Report on Form 8-K filed with the Securities and
Exchange Commission ("SEC") on June 5, 2020.
The foregoing (including Exhibit 99.1) is being furnished pursuant to Item 7.01
and will not be deemed to be filed for purposes of Section 18 of the Securities
and Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be
subject to the liabilities of that section, nor will it be deemed to be
incorporated by reference in any filing under the Securities Act of 1933, as
amended (the "Securities Act"), or the Exchange Act.
Item 8.01 Other Events
The information included under Item 7.01 above is incorporated herein by
reference.
Additional Information
Collier Creek intends to file a registration statement with the SEC which will
include a preliminary proxy statement and preliminary prospectus of Collier
Creek in connection with the proposed Business Combination and, after the
registration statement is declared effective, will mail a proxy
statement/prospectus and other relevant documents to its shareholders. Collier
Creek's shareholders and other interested persons are advised to read, when
available, the preliminary proxy statement/prospectus, any amendments thereto,
and the definitive proxy statement/prospectus in connection with Collier Creek's
solicitation of proxies for the special meeting to be held to approve the
Business Combination as these materials will contain important information about
Utz and Collier Creek and the proposed Business Combination. The definitive
proxy statement/prospectus will be mailed to the shareholders of Collier Creek
as of a record date to be established for voting on the Business Combination.
Such shareholders will also be able to obtain copies of the proxy statement,
without charge, once available, at the SEC's website at http://www.sec.gov, or
by directing a request to: Collier Creek Holdings, 200 Park Avenue, 58th Floor,
New York, NY 10166, attention: Bradford Williams (williams@cc.capital).
Participants in the Solicitation
Collier Creek, Utz and their respective directors, executive officers, other
members of management, and employees, under SEC rules, may be deemed to be
participants in the solicitation of proxies of Collier Creek's shareholders in
connection with the Business Combination. Investors and security holders may
obtain more detailed information regarding the names and interests in the
Business Combination of Collier Creek's directors and officers in Collier
Creek's filings with the SEC, including Collier Creek's Annual Report on
Form 10-K for the fiscal year ended December 31, 2019, which was filed with the
SEC on March 12, 2020, and such information and names of Utz's directors and
executive officers will also be in the Registration Statement on Form S-4 to be
filed with the SEC by Collier Creek, which will include the proxy
statement/prospectus of Collier Creek for the Business Combination. Shareholders
can obtain copies of Collier Creek's filings with the SEC, without charge, at
the SEC's website at www.sec.gov, or by directing a request to: Collier Creek
Holdings, 200 Park Avenue, 58th Floor, New York, NY 10166, attention: Bradford
Williams (williams@cc.capital).
No Offer or Solicitation
This communication is for informational purposes only and is neither an offer to
purchase, nor a solicitation of an offer to sell, subscribe for or buy any
securities or the solicitation of any vote in any jurisdiction pursuant to the
Business Combination or otherwise, nor shall there be any sale, issuance or
transfer or securities in any jurisdiction in contravention of applicable law.
No offer of securities shall be made except by means of a prospectus meeting the
requirements of Section 10 of the Securities Act and otherwise in accordance
with applicable law.
Forward Looking Statements
This Current Report includes "forward-looking statements" within the meaning of
the "safe harbor" provisions of the Private Securities Litigation Reform Act of
1995. Collier Creek's and Utz's actual results may differ from their
expectations, estimates and projections and consequently, you should not rely on
these forward looking statements as predictions of future events. Words such as
"expect," "estimate," "project," "budget," "forecast," "anticipate," "intend,"
"plan," "may," "will," "could," "should," "believes," "predicts," "potential,"
"continue," and similar expressions are intended to identify such
forward-looking statements. These forward-looking statements include, without
limitation, Collier Creek's and Utz's expectations with respect to future
performance and anticipated financial impacts of the proposed Business
Combination, the satisfaction of the closing conditions to the Business
Combination and the timing of the completion of the Business Combination. These
forward-looking statements involve significant risks and uncertainties that
could cause the actual results to differ materially from the expected results.
Most of these factors are outside Collier Creek's and Utz's control and are
difficult to predict. Factors that may cause such differences include, but are
not limited to: (1) the occurrence of any event, change or other circumstances
that could give rise to the termination of the Business Combination Agreement;
(2) the outcome of any legal proceedings that may be instituted against Collier
Creek and Utz following the announcement of the Business Combination Agreement
and the transactions contemplated therein; (3) the inability to complete the
proposed Business Combination, including due to failure to obtain approval of
the shareholders of Collier Creek or other conditions to closing in the Business
Combination Agreement; (4) the occurrence of any event, change or other
circumstance that could give rise to the termination of the Business Combination
Agreement or could otherwise cause the Business Combination to fail to close;
(5) the amount of redemption requests made by Collier Creek's shareholders;
(6) the inability to obtain or maintain the listing of the post-business
combination company's common stock on the New York Stock Exchange following the
proposed Business Combination; (7) the risk that the proposed Business
Combination disrupts current plans and operations; (8) the ability to recognize
the anticipated benefits of the proposed Business Combination, which may be
affected by, among other things, competition, the ability of the combined
company to grow and manage growth profitably and retain its key employees;
(9) costs related to the proposed Business Combination; (10) changes in
applicable laws or regulations; (11) the possibility that Utz or the combined
company may be adversely affected by other economic, business, and/or
competitive factors; and (12) other risks and uncertainties indicated from time
to time in the proxy statement/prospectus relating to the proposed Business
Combination, including those included in the section "Risk Factors", and in
Collier Creek's other filings with the SEC. Some of these risks and
uncertainties may in the future be amplified by the COVID-19 outbreak and there
may be additional risks that Collier Creek considers immaterial or which are
unknown. It is not possible to predict or identify all such risks. Collier Creek
cautions that the foregoing list of factors is not exclusive. Collier Creek
cautions readers not to place undue reliance upon any forward-looking
statements, which speak only as of the date made. Collier Creek does not
undertake or accept any obligation or undertaking to release publicly any
updates or revisions to any forward-looking statements to reflect any change in
its expectations or any change in events, conditions or circumstances on which
any such statement is based, except as otherwise required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
99.1 Transcript of Conference Call, dated June 5, 2020
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UTZ BRANDS, INC. 
