Item 8.01 Other Events.
On May 27, 2020, Far Point Acquisition Corporation ("Far Point" or the
"Company") issued a press release, a copy of which is attached as Exhibit 99.1
to this Current Report on Form 8-K, announcing certain developments with respect
to the previously announced pending business combination transaction (the
"Transaction") with Global Blue Group AG ("Global Blue"). SL Globetrotter L.P.,
an affiliate of Silver Lake, which FPAC believes to be the largest shareholder
of Global Blue and is the representative of the other Global Blue shareholders
under the terms of FPAC's merger agreement with Global Blue and other parties,
has provided FPAC's Board of Directors with a memorandum informing it that SL
Globetrotter now owns 12% of FPAC's shares and proposing certain modifications
to the Transaction terms. A copy of the press release has been filed as Exhibit
99.1 to this Current Report and is incorporated by reference herein.
Forward-Looking Statements
This communication includes "forward looking statements" within the meaning of
the "safe harbor" provisions of the United States Private Securities Litigation
Reform Act of 1995, Section 27A of the Securities Act and Section 21E of the
Securities Exchange Act of 1934, as amended. When used herein, the words
"estimates," "projected," "expects," "anticipates," "forecasts," "plans,"
"intends," "believes," "seeks," "may," "will," "should," "future," "propose" and
variations of these words or similar expressions (or the negative versions of
such words or expressions) are intended to identify forward-looking statements.
These forward-looking statements are not guarantees of future performance,
conditions or results, and involve a number of known and unknown risks,
uncertainties, assumptions and other important factors, many of which are
outside Far Point's management's control, that could cause actual results or
outcomes to differ materially from those discussed in the forward-looking
statements. Far Point does not undertake any obligation to update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise, except as required by law. Additional risks and
uncertainties are identified and discussed in Far Point's reports filed with the
SEC and available at the SEC's website at http://www.sec.gov.
Additional Information and Disclaimer
In connection with the business combination, Global Blue Group Holding AG, the
intended successor entity in the business combination, has filed a Registration
Statement on Form F-4 (File No. 333-236581) (the "Registration Statement"),
which includes a preliminary prospectus and preliminary proxy statement. After
the Registration Statement is declared effective, the definitive proxy statement
and other relevant documents will be mailed to stockholders of Far Point as of a
record date to be established for voting on the business combination.
Stockholders of Far Point and other interested persons are advised to read the
preliminary proxy statement/prospectus included in the Registration Statement,
and when available, any amendments thereto, and the definitive proxy
statement/prospectus in connection with Far Point's solicitation of proxies for
the special meeting to be held to approve the business combination because these
documents will contain important information about Far Point, Global Blue, and
the business combination. Stockholders can also obtain copies of the
Registration Statement and, when available, the proxy statement/prospectus,
without charge, by directing a request to: Far Point Acquisition Corporation, 18
West 18th Street, New York, NY 10011. These documents and Far Point's annual and
other reports filed with the SEC can also be obtained, as available, without
charge, at the SEC's internet site (http://www.sec.gov).
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Far Point, Global Blue 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 from the stockholders of Far Point
in connection with the business combination. Stockholders of Far Point and other
interested persons may obtain more information regarding the names and interests
in the proposed business combination of Far Point's directors and officers in
Far Point's filings with the SEC, including Far Point's Annual Report on Form
10-K for the year-ended December 31, 2019, which was filed with the SEC on
March 12, 2020. Additional information regarding the interests of such potential
participants in the solicitation process is also included in the Registration
Statement, and will be included in the definitive proxy statement/prospectus and
other relevant documents when they are filed with the SEC.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are filed with this Form 8-K:
Exhibit No. Description
99.1 Press Release dated May 27, 2020.
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