NEW YORK, Nov. 11, 2020 /PRNewswire/ -- Churchill
Capital Corp II ("Churchill II") (NYSE: CCX.U), has posted the
investor presentation that will accompany its investor call
scheduled today. The presentation and conference call can be
accessed via the following links, respectively.
Investor Presentation
More information regarding Churchill II's announced transactions
to merge with Skillsoft and acquire Global Knowledge is available
in an Investor Presentation dated November
11, 2020, available at:
https://churchillcapitalcorp.com/november-2020-investor-presentation/.
Conference Call Information
Churchill II will host an investor call and presentation to
discuss at 1:30 PM EDT
on Wednesday, November 11, 2020. Please click the link to join
the webinar:
https://citi.zoom.us/j/94075525975?pwd=dDh3ZG93VGJFN3Nkc3hNSHEwZ0VIZz09.
Investors interested in accessing the conference call can dial
+1 312 626 6799 (United States Toll Free) or +1 346 248 7799.
Webinar ID: 940 7552 5975. One time passcode: 695187. A transcript
of the call will also be filed by Churchill II with the SEC.
About Churchill Capital Corp II
Churchill Capital Corp II is a special purpose acquisition
company formed for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses. Churchill
II was founded by Michael Klein, who
is also the founder and managing partner of M. Klein and Company.
The Company raised $690 million in
its IPO in June 2019 and is listed on
the New York Stock Exchange (NYSE:CCX.U). For more information,
visit https://churchillcapitalcorp.com/.
About Prosus
Prosus is a global consumer internet group and one of the
largest technology investors in the world. Operating and investing
globally in markets with long-term growth potential, Prosus builds
leading consumer internet companies that empower people and enrich
communities.
The group is focused on building meaningful businesses in the
online classifieds, food delivery, and payments and fintech sectors
in markets including India,
Russia and Brazil. Through its ventures team, Prosus
invests in areas including edtech and health, Prosus actively seeks
new opportunities to partner with exceptional entrepreneurs who are
using technology to improve people's daily lives.
Every day, millions of people use the products and services of
companies that Prosus has invested in, acquired or built, including
Avito, Brainly, BYJU'S, Bykea, Codecademy, DappRadar, dott,
ElasticRun, eMAG, Eruditus, Honor, iFood, Klar, LazyPay, letgo,
Meesho, Movile, OLX, PayU, Red Dot
Payment, Remitly, SimilarWeb, Shipper, Skillsoft, SoloLearn,
Swiggy, and Udemy.
Hundreds of millions of people have made the platforms of its
associates a part of their daily lives. For listed companies where
we have an interest, please see: Tencent (www.tencent.com), Mail.ru
(www.corp.mail.ru), Trip.com Group Limited (www.trip.com), and
DeliveryHero (www.deliveryhero.com).
Today, Prosus companies and associates help improve the lives of
around a fifth of the world's population.
Prosus has a primary listing on Euronext Amsterdam (AEX:PRX) and
a secondary listing on the Johannesburg Stock Exchange (XJSE:PRX),
and is majority owned by Naspers. For more information, please
visit www.prosus.com.
IMPORTANT ADDITIONAL INFORMATION AND WHERE TO FIND IT
This communication is being made in respect of the proposed
merger transaction involving Churchill and Skillsoft. Churchill
intends to file a registration statement on Form S-4 with the SEC,
which will include a proxy statement of Churchill and a prospectus
of Churchill, and Churchill will file other documents regarding the
proposed transaction with the SEC. A definitive proxy
statement/prospectus will also be sent to the stockholders of
Churchill and Skillsoft, seeking any required stockholder approval.
Before making any voting or investment decision, investors and
security holders of Churchill and Skillsoft are urged to carefully
read the entire registration statement and proxy
statement/prospectus, when they become available, and any other
relevant documents filed with the SEC, as well as any amendments or
supplements to these documents, because they will contain important
information about the proposed transaction. The documents filed by
Churchill with the SEC may be obtained free of charge at the SEC's
website at www.sec.gov. In addition, the documents filed by
Churchill may be obtained free of charge from Churchill at
www.churchillcapitalcorp.com. Alternatively, these documents, when
available, can be obtained free of charge from Churchill upon
written request to Churchill Capital Corp II, 640 Fifth Avenue,
12th Floor, New York, New
York 10019, Attn: Secretary, or by calling (212)
380-7500.
Churchill, Skillsoft and certain of their respective
directors and executive officers may be deemed to be participants
in the solicitation of proxies from the stockholders of Churchill,
in favor of the approval of the merger. Information regarding
Churchill's directors and executive officers is contained in
Churchill's Annual Report on Form 10-K for the year ended
December 31, 2019 and its Quarterly
Report on Form 10-Q for the quarterly periods ended March 31, 2020, June 30,
2020, and September 30, 2020,
which are filed with the SEC. Additional information regarding the
interests of those participants, the directors and executive
officers of Skillsoft and other persons who may be deemed
participants in the transaction may be obtained by reading the
registration statement and the proxy statement/prospectus and other
relevant documents filed with the SEC when they become available.
Free copies of these documents may be obtained as described in the
preceding paragraph.
This communication does not constitute an offer to sell or
the solicitation of an offer to buy any securities or a
solicitation of any vote or approval, nor shall there be any sale
of any securities in any state or jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of such other
jurisdiction.
FORWARD-LOOKING STATEMENTS
This communication contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
including, but not limited to, Churchill's, Skillsoft's and Global
Knowledge's expectations or predictions of future financial or
business performance or conditions. Forward-looking statements are
inherently subject to risks, uncertainties and assumptions.
Generally, statements that are not historical facts, including
statements concerning our possible or assumed future actions,
business strategies, events or results of operations, are
forward-looking statements. These statements may be preceded by,
followed by or include the words "believes," "estimates,"
"expects," "projects," "forecasts," "may," "will," "should,"
"seeks," "plans," "scheduled," "anticipates" or "intends" or
similar expressions. Such forward-looking statements involve risks
and uncertainties that may cause actual events, results or
performance to differ materially from those indicated by such
statements. Certain of these risks are identified and discussed in
Churchill's Form 10-K for the year ended December 31, 2019 under Risk Factors in Part I,
Item 1A. These risk factors will be important to consider in
determining future results and should be reviewed in their
entirety. These forward-looking statements are expressed in good
faith, and Churchill, Skillsoft and Global Knowledge believe there
is a reasonable basis for them. However, there can be no assurance
that the events, results or trends identified in these
forward-looking statements will occur or be achieved.
Forward-looking statements speak only as of the date they are made,
and none of Churchill, Skillsoft or Global Knowledge is under any
obligation, and expressly disclaim any obligation, to update, alter
or otherwise revise any forward-looking statement, whether as a
result of new information, future events or otherwise, except as
required by law. Readers should carefully review the statements set
forth in the reports, which Churchill has filed or will file from
time to time with the SEC.
In addition to factors previously disclosed in Churchill's
reports filed with the SEC and those identified elsewhere in this
communication, the following factors, among others, could cause
actual results to differ materially from forward-looking statements
or historical performance: ability to meet the closing conditions
to the Skillsoft merger, including approval by stockholders of
Churchill and Skillsoft, and the Global Knowledge merger on the
expected terms and schedule and the risk that regulatory approvals
required for the Skillsoft merger and the Global Knowledge merger
are not obtained or are obtained subject to conditions that are not
anticipated; delay in closing the Skillsoft merger and the Global
Knowledge merger; failure to realize the benefits expected from the
proposed transactions; the effects of pending and future
legislation; risks related to disruption of management time from
ongoing business operations due to the proposed transactions;
business disruption following the transactions; risks related to
the impact of the COVID-19 pandemic on the financial condition and
results of operations of Churchill, Skillsoft and Global Knowledge;
risks related to Churchill's, Skillsoft's or Global Knowledge's
indebtedness; other consequences associated with mergers,
acquisitions and divestitures and legislative and regulatory
actions and reforms; and risks of demand for, and acceptance of,
Skillsoft's and Global Knowledge's products and for cloud-based
technology learning solutions in general; the combined company's
ability to compete successfully in competitive markets and changes
in the competitive environment in its industry and the markets in
which it will operate; the combined company's ability to develop
new products; failure of information technology infrastructure or
any significant breach of security; future regulatory, judicial and
legislative changes in the combined company's industry; the impact
of natural disasters, public health crises, political crises, or
other catastrophic events; the combined company's ability to
attract and retain key employees and qualified technical and sales
personnel; fluctuations in foreign currency exchange rates; the
combined company's ability to protect or obtain intellectual
property rights; the combined company's ability to raise additional
capital; the impact of the combined company's indebtedness on its
financial position and operating flexibility; and the combined
company's ability to successfully defend itself in legal
proceedings.
Any financial projections in this communication are
forward-looking statements that are based on assumptions that are
inherently subject to significant uncertainties and contingencies,
many of which are beyond Churchill's, Skillsoft's and Global
Knowledge's control. While all projections are necessarily
speculative, Churchill, Skillsoft and Global Knowledge believe that
the preparation of prospective financial information involves
increasingly higher levels of uncertainty the further out the
projection extends from the date of preparation. The assumptions
and estimates underlying the projected results are inherently
uncertain and are subject to a wide variety of significant
business, economic and competitive risks and uncertainties that
could cause actual results to differ materially from those
contained in the projections. The inclusion of projections in this
communication should not be regarded as an indication that
Churchill, Skillsoft and Global Knowledge, or their
representatives, considered or consider the projections to be a
reliable prediction of future events.
Annualized, pro forma, projected and estimated numbers are
used for illustrative purpose only, are not forecasts and may not
reflect actual results.
This communication is not intended to be all-inclusive or to
contain all the information that a person may desire in considering
an investment in Churchill and is not intended to form the basis of
an investment decision in Churchill. All subsequent written and
oral forward-looking statements concerning Churchill, Skillsoft and
Global Knowledge, the proposed transactions or other matters and
attributable to Churchill, Skillsoft and Global Knowledge or any
person acting on their behalf are expressly qualified in their
entirety by the cautionary statements above.
Contacts
Churchill Capital Corp II
info@churchillcapitalcorp.com
Media
Lauren Odell and
Danielle Belopotosky
Gladstone Place Partners
(212) 230-5930
churchill@gladstoneplace.com
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SOURCE Churchill Capital Corp II