Build Acquisition Corp. (BGSX)

AUSTIN, Texas--(BUSINESS WIRE)--Build Acquisition Corp. (the “Company”) today announced that it will redeem all of its outstanding common stock that was included in the units issued in its initial public offering (the “public shares”), effective as of the close of business on March 17, 2023, as the Company will not consummate an initial business combination on or prior to March 19, 2023. Pursuant to the Amended and Restated Certificate of Incorporation, in the event that the Company has not consummated an initial business combination within 24 months from the closing of the initial public offering, the Company shall (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter subject to lawfully available funds therefor, redeem 100% of the public shares in consideration of a per-share price, payable in cash, equal to the quotient obtained by dividing (A) the aggregate amount then on deposit in the trust account, including interest (net of taxes payable, and less up to $100,000 of such net interest to pay dissolution expenses), by (B) the total number of then outstanding public shares, which redemption will completely extinguish rights of the public stockholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining stockholders and the board in accordance with applicable law, dissolve and liquidate, subject in each case to the Company’s obligations under the DGCL to provide for claims of creditors and other requirements of applicable law. The per-share redemption price for the public shares will be approximately 10.21. The public shares will cease trading as of the close of business on March 16, 2023. As of the close of business on March 17, 2023, the public shares will be deemed cancelled and will represent only the right to receive the redemption amount. The redemption amount will be payable to the holders of the public shares upon delivery of their shares or units. Beneficial owners of public shares held in “street name,” however, will not need to take any action in order to receive the redemption amount. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless. The Company’s initial stockholders have waived their redemption rights with respect to the Company’s outstanding common stock issued before the Company’s initial public offering. The Company expects that the New York Stock Exchange will file a Form 25 with the United States Securities and Exchange Commission (the “Commission”) to delist the Company’s securities. The Company thereafter expects to file a Form 15 with the Commission to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended. Forward-Looking Statements This press release may include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this press release are forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the SEC. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

AUSTIN, Texas--(BUSINESS WIRE)--Build Acquisition Corp. (the “Company”) announced today that holders of the units sold in the Company’s initial public offering of 20,000,000 units completed on March 19, 2021 (the “offering”) may elect to separately trade the shares of Class A common stock and warrants included in the units commencing on May 7, 2021. Class A common stock and warrants that are separated will trade on the New York Stock Exchange (the “NYSE”) under the symbols “BGSX” and “BGSX.WS,” respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Units that are not separated will continue to trade on the NYSE under the symbol “BGSX.U.” The offering was made only by means of a prospectus. Copies of the prospectus related to this offering may be obtained for free from the Securities and Exchange Commission (the “SEC”) website at www.sec.gov or by contacting Cowen and Company, LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attn: Prospectus Department, telephone at (833) 297-2926, email at PostSaleManualRequests@broadridge.com or from Allen & Company LLC, 711 5th Avenue, New York, NY 10022, Attn: Prospectus Department, telephone: (212) 339-2220, or email: allenprospectus@allenco.com. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities of the Company, nor shall there be any sale of these 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 any such state or jurisdiction. About Build Acquisition Corp. Build Acquisition Corp., led by Lanham Napier, Zeynep Young and Tanner Cerand as well as board members Noam Ohana, Owen Van Natta and James C. Weaver, is a newly incorporated blank check 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 in the software and technology-enabled services industries in North America. Forward-Looking Statements This press release may include statements that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as “anticipate,” “believe,” “estimate,” “expect,” “intend” and similar expressions as they relate to us or our management team, identify forward-looking statements. Such forward-looking statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, the Company’s management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company’s filings with the SEC. All subsequent written or oral forward-looking statements attributable to us or persons acting on our behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the “Risk Factors” section of the Company’s registration statement and prospectus for the offering filed with the SEC. Any forward-looking statement in this press release speaks only as of the date of this press release. The Company undertakes no obligation to update these statements for revisions or changes after the date of this press release, except as required by law.

AUSTIN, Texas--(BUSINESS WIRE)--Build Acquisition Corp. (the “Company”) announced today the closing of its initial public offering (“IPO”) of 20,000,000 units at a price of $10.00 per unit. The units began trading on the New York Stock Exchange (“NYSE”) under the ticker symbol “BGSX.U” on March 17, 2021. Each unit issued in the offering consists of one share of the Company’s Class A common stock and one-third of one redeemable warrant, each whole warrant entitling the holder thereof to purchase one share of Class A common stock at an exercise price of $11.50 per share, subject to certain adjustments. Once the securities comprising the units begin separate trading, the shares of Class A common stock and warrants are expected to be listed on the NYSE under the symbols “BGSX” and “BGSX.WS,” respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Cowen and Allen & Company LLC acted as joint book-running managers for the offering. The Company has granted the underwriters a 45-day option to purchase up to an additional 3,000,000 units at the initial public offering price to cover over-allotments, if any. The offering is being made only by means of a prospectus. Copies of the prospectus may be obtained, from Cowen, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attn: Prospectus Department, telephone at (833) 297-2926, email at PostSaleManualRequests@broadridge.com or Allen & Company LLC, 711 5th Avenue, New York, NY 10022, Attn: Prospectus Department, telephone: (212) 339-2220, or email: allenprospectus@allenco.com. A registration statement relating to these securities has been filed with the Securities and Exchange Commission (“SEC”) and became effective on March 16, 2021. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. About Build Acquisition Corp. Build Acquisition Corp., led by Lanham Napier, Zeynep Young and Tanner Cerand as well as board members Noam Ohana, Owen Van Natta and James C. Weaver, is a newly incorporated blank check 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 in the software and technology-enabled services industries in North America. Forward-Looking Statements This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s IPO. Forward-looking statements are subject to numerous conditions, risks and changes in circumstances, many of which are beyond the control of the Company, including those set forth in the “Risk Factors” section of the Company’s registration statement, as amended from time to time, and prospectus for the offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. Any forward-looking statement in this press release speaks only as of the date of this press release. The Company undertakes no obligation to update these statements for revisions or changes after the date of this press release, except as required by applicable securities laws.

AUSTIN, Texas--(BUSINESS WIRE)--Build Acquisition Corp. (the “Company”) announced today the pricing of its initial public offering (“IPO”) of 20,000,000 units at a price of $10.00 per unit. The units are expected to be listed on the New York Stock Exchange (“NYSE”) and trade under the ticker symbol “BGSX.U” beginning on March 17, 2021. Each unit issued in the offering consists of one share of the Company’s Class A common stock and one-third of one redeemable warrant, each whole warrant entitling the holder thereof to purchase one share of the Company’s Class A common stock at an exercise price of $11.50 per share, subject to certain adjustments. Once the securities comprising the units begin separate trading, the shares of Class A common stock and warrants are expected to be listed on the NYSE under the symbols “BGSX” and “BGSX.WS,” respectively. Cowen and Allen & Company LLC are acting as joint book-running managers for the offering. The Company has granted the underwriters a 45-day option to purchase up to an additional 3,000,000 units at the initial public offering price to cover over-allotments, if any. The offering is being made only by means of a prospectus. Copies of the prospectus may be obtained, when available, from Cowen, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attn: Prospectus Department, telephone at (833) 297-2926, email at PostSaleManualRequests@broadridge.com or Allen & Company LLC, 711 5th Avenue, New York, NY 10022, Attn: Prospectus Department, telephone: (212) 339-2220, or email: allenprospectus@allenco.com. A registration statement relating to these securities has been filed with the Securities and Exchange Commission (“SEC”) and became effective on March 16, 2021. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The offering is expected to close on March 19, 2021, subject to customary closing conditions. About Build Acquisition Corp. Build Acquisition Corp., led by Lanham Napier, Zeynep Young and Tanner Cerand as well as board members Noam Ohana, Owen Van Natta and James C. Weaver, is a newly incorporated blank check 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 in the software and technology-enabled services industries in North America. Forward-Looking Statements This press release contains statements that constitute “forward-looking statements,” including with respect to the Company’s initial public offering. No assurance can be given that the offering will be completed on the terms described, or at all. Forward-looking statements are subject to numerous conditions, risks and changes in circumstances, many of which are beyond the control of the Company, including those set forth in the “Risk Factors” section of the Company’s registration statement, as amended from time to time, and prospectus for the offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. Any forward-looking statement in this press release speaks only as of the date of this press release. The Company undertakes no obligation to update these statements for revisions or changes after the date of this press release, except as required by applicable securities laws.