HOUSTON, Dec. 17, 2020 /PRNewswire/ — Landcadia Holdings II, Inc. (the “Company”) (Nasdaq: LCA), a particular goal acquisition organization, encourages its stockholders to vote in favor of the approval of the Company’s proposed organization mixture (the “Business Combination”) with Golden Nugget On the internet Gaming, Inc. (“GNOG”) and the similar proposals to be voted upon at the Company’s exclusive conference in lieu of its 2020 annual assembly of stockholders (the “Special Meeting”). The Distinctive Assembly will be held nearly at https://www.cstproxy.com/landcadiaholdingsii/sm2020, on December 18, 2020, at 10:30 a.m., Japanese time, as explained in the Company’s definitive proxy statement, dated December 2, 2020 (the “Proxy Statement”).
Every stockholder’s vote is vital, regardless of the range of shares the stockholder holds. The Firm requests that just about every stockholder that retains its shares in “street title,” that means that their shares are held by a broker, financial institution or other nominee, need to, if it has not already accomplished so, call their broker, financial institution or nominee to ensure that their shares are voted. The Organization encourages stockholders to vote in advance of the Exclusive Conference.
The next portion presents responses to regularly asked concerns stockholders could have concerning the Distinctive Meeting.
How do I vote my shares?
If your shares are held in “street name” as explained earlier mentioned, you can instruct your broker, financial institution or other nominee how to vote the shares in your account by adhering to the directions that the broker, lender or other nominee furnished to you together with the Proxy Assertion.
If you have to have help voting your shares, be sure to call Morrow Sodali LLC, the Company’s proxy solicitor, toll-absolutely free at (800) 662-5200 (banking companies and brokers can connect with acquire at (203) 658-9400).
Your vote have to be acquired by 11:59 p.m., Japanese time, on December 17, 2020 to be counted. Right after this time, the only way to cast a vote is at the Particular Meeting on December 18, 2020 by subsequent the instructions under.
How do I go to and vote at the Exclusive Meeting?
As described in the Proxy Statement, you are entitled to participate in and vote at the Specific Conference if you were being a stockholder of report as of the shut of company on October 29, 2020, the file date.
If you maintain your shares in “street name” and wish to go to the virtual meeting, you have to attain a lawful proxy from your account consultant at the lender, broker, or other nominee that retains your shares and e-mail a copy (a legible photograph is ample) of these kinds of authorized proxy to [email protected]. Beneficial stockholders who e-mail a valid lawful proxy will be issued a 12-digit meeting handle range that will enable you to sign-up to show up at and take part in the Particular Meeting.
You might vote all through the Particular Conference by next the directions available on the conference internet site throughout the assembly.
Significant Facts About the Small business Blend and In which to Locate It
The Firm has submitted a Proxy Statement with the Securities and Trade Commission (the “SEC”) for the Particular Conference to be held in connection with its Business enterprise Mix with GNOG. The Company’s stockholders and other intrigued people are suggested to go through the Proxy Assertion and documents integrated by reference therein filed in connection with the Business Mixture, as these elements consist of essential details about GNOG, the Enterprise and the Business Blend. The Proxy Statement and other relevant materials for the Special Meeting were mailed to stockholders of the Organization as of the File Date. The Company’s stockholders may well also attain copies of the Proxy Statement and other files submitted with the SEC that will be integrated by reference therein, without the need of demand, at the SEC’s internet web page at www.sec.gov, or by directing a request to: Landcadia Holdings II, Inc., 1510 West Loop South, Houston, Texas 77027, Awareness: Standard Counsel, (713) 850-1010.
Participants in the Solicitation
The Firm and its administrators and govt officers may be considered members in the solicitation of proxies from the Company’s stockholders with regard to the Business Mix. A list of the names of people administrators and executive officers and a description of their passions in the Business is contained in the Company’s Proxy Statement, which was filed with the SEC and is available no cost of cost at the SEC’s website site at www.sec.gov, or by directing a ask for Landcadia Holdings II, Inc., 1510 West Loop South, Houston, Texas 77027, Notice: Basic Counsel, (713) 850-1010.
GNOG and its directors and executive officers might also be deemed to be individuals in the solicitation of proxies from the stockholders of the Organization in relationship with the Enterprise Mixture. A record of the names of such administrators and government officers and data relating to their pursuits in the Business enterprise Combination is involved in the proxy assertion for the Business enterprise Blend.
s press release contains “forward-seeking statements” within the meaning of the “safe harbor” provisions of the Non-public Securities Litigation Reform Act of 1995. The Company’s and GNOG’s true effects may possibly vary from their expectations, estimates and projections and therefore, you should not rely on these ahead seeking statements as predictions of future gatherings. Phrases these types of as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and identical expressions are intended to detect such forward-searching statements. These ahead-on the lookout statements incorporate, without having limitation, the Company’s and GNOG’s expectations with regard to long run effectiveness and anticipated economical impacts of the Small business Mix, the satisfaction of the closing disorders to the Business enterprise Mixture and the timing of the completion of the Business enterprise Mix. These ahead-hunting statements contain important challenges and uncertainties that could induce the genuine final results to vary materially from the envisioned results. Most of these factors are exterior the Company’s and GNOG’s regulate and are tough to predict. Variables that may possibly lead to these types of variances involve, but are not constrained to: (1) the prevalence of any celebration, alter or other conditions that could give rise to the termination of the obtain settlement for the Business enterprise Mix (the “Purchase Agreement”) or could if not trigger the Business Mix to are unsuccessful to near, (2) the final result of any lawful proceedings that may well be instituted in opposition to the Company and GNOG adhering to the announcement of the Purchase Agreement and the transactions contemplated therein (3) the incapacity to complete the Enterprise Mix, such as due to failure to obtain approval of the stockholders of the Firm or fulfill other situations to closing in the Invest in Agreement (4) the impact of COVID-19 on GNOG’s business and/or the ability of the functions to complete the Enterprise Mix (5) the incapability to obtain or retain the listing of the Company’s shares of popular stock on The Nasdaq Stock Market subsequent the Company Blend (6) the chance that the Business Combination disrupts present-day plans and functions as a consequence of the announcement and consummation of the Small business Combination (7) the means to realize the expected added benefits of the Business enterprise Blend, which could be afflicted by, among other factors, levels of competition, the potential of GNOG to improve and deal with growth profitably and retain its essential workforce (8) expenses linked to the Small business Combination (9) modifications in applicable legislation or laws (10) the probability that GNOG or the Enterprise might be adversely impacted by other financial, company, and/or competitive aspects and (11) other pitfalls and uncertainties indicated from time to time in the proxy assertion relating to the Enterprise Mix, such as those people under “Risk Factors” therein, and in the Company’s other filings with the SEC. The foregoing listing of things is not exceptional. Readers are cautioned not to position undue reliance upon any forward-looking statements, which converse only as of the day created. Neither GNOG nor the Company undertakes or accepts any obligation or enterprise to release publicly any updates or revisions to any ahead-looking statements to replicate any improve in its expectations or any improve in events, circumstances or situation on which any such assertion is primarily based.
No Offer you or Solicitation
This push launch shall not represent a solicitation of a proxy, consent or authorization with regard to any securities or in regard of the Small business Blend. This push launch shall also not constitute an offer you to provide or the solicitation of an present to get any securities, nor shall there be any sale of securities in any states or jurisdictions in which these types of present, solicitation or sale would be unlawful prior to registration or qualification under the securities legal guidelines of any these kinds of jurisdiction. No offering of securities shall be designed other than by means of a prospectus meeting the necessities of section 10 of the Securities Act of 1933, as amended, or an exemption therefrom.
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