- Approximately 59% of outstanding shares have voted in favor of
the Extension Amendment Proposal at the time the Special Meeting
was convened
- Stockholders as of the close of business on March 22, 2021
should vote their shares even if they no longer own them
- Vote in favor of the Extension Amendment Proposal today to
avoid a forced redemption of your shares at a price of
approximately $10.03 per share
- Leading independent voting advisory firm Institutional
Shareholder Services has recommended stockholders vote "FOR" the
Extension Amendment Proposal.
- If you need assistance voting your shares, please contact
Stable Road’s proxy solicitor Morrow Sodali LLC at 877-787-9239 or
by email to SRAC.info@investor.morrowsodali.com.
Stable Road Acquisition Corp. (Nasdaq: SRAC) (“Stable Road”)
today announced that its 2021 Special Meeting in lieu of an annual
meeting of stockholders (the “Special Meeting”) was convened today
at 11:00 a.m. Eastern time for purposes of considering the
proposals set forth in the definitive proxy statement. At the
Special Meeting, the director re-election proposal and the
ratification of Stable Road’s independent registered accounting
firm were approved by the requisite vote of Stable Road’s
stockholders. The Special Meeting was then adjourned to allow more
time to solicit additional votes in favor of the proposal to extend
the date by which Stable Road must complete its initial business
combination, from May 13, 2021 to August 13, 2021 (the “Extension
Amendment Proposal”). The Special Meeting has been adjourned until
May 13, 2021 at 11:00 a.m. Eastern time, to consider the Extension
Amendment Proposal.
At the time the Annual Meeting was convened today, a quorum
representing at least a majority of the votes that could be cast by
the holders of all outstanding shares of stock as of the record
date of March 22, 2021 was present online or by proxy. However,
Stable Road had not received the vote of the holders of at least
65% of all outstanding shares of stock as of the record date in
favor of the Extension Amendment Proposal, which is the threshold
needed to approve that proposal. As a result, Stable Road believes
adjourning the Special Meeting until May 13, 2021 is in the best
interest of its stockholders to provide additional time for
stockholders to vote to approve the Extension Amendment
Proposal.
If the Extension Amendment Proposal is not approved, Stable Road
will be unable to consummate the proposed business combination with
Momentus and, in accordance with Stable Road’s charter, all public
shares will be redeemed at a price of approximately $10.03 per
share within ten business days after May 13, 2021. However, even if
the Extension Amendment Proposal is approved, Stable Road can
provide no assurances that the proposed business combination will
be consummated prior to the extended date.
Stable Road requests that any stockholder who held shares of
stock in Stable Road as of the close of business on March 22, 2021,
and has not yet voted, do so as soon as possible. When the Special
Meeting is reconvened on May 13, 2021, stockholders will be asked
to approve the Extension Amendment Proposal to allow Stable Road
more time to complete its proposed business combination with
Momentus.
During the period of the adjournment, Stable Road will continue
to solicit proxies from its stockholders with respect to the
Extension Amendment Proposal. Proxies previously submitted in
respect of the Special Meeting will be voted at the reconvened
meeting unless properly revoked. Proxies can be revoked by
following the procedure for revocation described in the definitive
proxy statement for the Special Meeting.
You are encouraged to submit your vote as soon as possible to
ensure it is counted at the Special Meeting. Please note that if
your shares are held at a brokerage firm or bank, your broker will
not vote your shares for you. You must contact your bank or broker
to cast your vote, and you should do so as promptly as possible as
your brokerage firm or bank may require you to act more quickly
prior to the reconvened meeting. If you need assistance voting your
shares, please contact Stable Road’s proxy solicitor Morrow Sodali
LLC at 877-787-9239 or by email to
SRAC.info@investor.morrowsodali.com.
About Stable Road
Stable Road Acquisition Corp. (Nasdaq: SRAC, SRACW, SRACU) is a
special purpose acquisition company formed by SRC-NI Holdings, LLC,
an affiliate of Stable Road Capital, for the purpose of effecting a
merger, capital stock exchange, asset acquisition, stock purchase,
reorganization or similar business combination.
About Momentus
As a first mover in building in-space infrastructure services,
Momentus is at the forefront of the commercialization of space.
With an experienced team of aerospace, propulsion, and robotics
engineers, Momentus has developed a cost-effective and energy
efficient in-space transport system based on water plasma
propulsion technology. Momentus has in-place service agreements
with private satellite companies, and research organizations.
Additional Information and Where to Find It
In connection with the Special Meeting, Stable Road has filed
with the Securities and Exchange Commission (“SEC”) and sent to its
stockholders a definitive proxy statement. STABLE ROAD’S
STOCKHOLDERS AND OTHER INTERESTED PERSONS ARE ADVISED TO READ THE
DEFINITIVE PROXY STATEMENT, AS WELL AS ANY AMENDMENTS THERETO, IN
CONNECTION WITH STABLE ROAD’S SOLICITATION OF PROXIES FOR THE
SPECIAL MEETING TO APPROVE THE EXTENSION AMENDMENT PROPOSAL AND THE
OTHER PROPOSALS SET FORTH THEREIN, BECAUSE IT CONTAINS IMPORTANT
INFORMATION ABOUT THE SPECIAL MEETING. The definitive proxy
statement has been mailed to Stable Road’s stockholders as of the
record date for the Special Meeting. Stable Road’s stockholders can
also obtain copies of the definitive proxy statement, and all other
relevant documents filed or that will be filed with the SEC in
connection with the Special Meeting, without charge, at the SEC’s
website at http://www.sec.gov or by directing a request to: Stable
Road Capital LLC, James Norris, CPA, Chief Financial Officer, 1345
Abbot Kinney Blvd., Venice, CA 90291; Tel: 310-956-4919;
james@stableroadcapital.com.
In connection with the proposed transaction contemplated by the
merger agreement between Stable Road and Momentus (the “Proposed
Transaction”), Stable Road has filed with the SEC a registration
statement on Form S-4 (the “Registration Statement”) that includes
a proxy statement of Stable Road, a consent solicitation statement
of Momentus and prospectus of Stable Road, and each party will file
other documents with the SEC regarding the Proposed Transaction.
The Registration Statement has not been declared effective by the
SEC. A definitive proxy statement/consent solicitation
statement/prospectus and other relevant documents will be sent to
the stockholders of Stable Road and Momentus, seeking any required
stockholder approval, and is not intended to provide the basis for
any investment decision or any other decision in respect of such
matters. STABLE ROAD’S STOCKHOLDERS AND OTHER INTERESTED PERSONS
ARE ADVISED TO READ, WHEN AVAILABLE, THE REGISTRATION STATEMENT AND
THE PROXY STATEMENT/CONSENT SOLICITATION STATEMENT/PROSPECTUS WHICH
FORMS A PART OF THE REGISTRATION STATEMENT, AS WELL AS ANY
AMENDMENTS THERETO, AND THE EFFECTIVE REGISTRATION STATEMENT AND
DEFINITIVE PROXY STATEMENT/CONSENT SOLICITATION/PROSPECTUS IN
CONNECTION WITH STABLE ROAD’S SOLICITATION OF PROXIES FOR STABLE
ROAD’S SPECIAL MEETING OF STOCKHOLDERS TO APPROVE THE TRANSACTIONS
CONTEMPLATED BY THE MERGER AGREEMENT (THE “PROPOSED TRANSACTION
SPECIAL MEETING”), BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION
ABOUT THE PROPOSED TRANSACTION. When available, the definitive
proxy statement/consent solicitation statement/prospectus will be
mailed to Stable Road’s stockholders as of a record date to be
established for voting on the Proposed Transaction and the other
matters to be voted upon at the Proposed Transaction Special
Meeting. Stable Road’s stockholders will also be able to obtain
copies of the proxy statement/consent solicitation
statement/prospectus, and all other relevant documents filed or
that will be filed with the SEC in connection with the Proposed
Transaction, without charge, once available, at the SEC’s website
at http://www.sec.gov or by directing a request to: Stable Road
Capital LLC, James Norris, CPA, Chief Financial Officer, 1345 Abbot
Kinney Blvd., Venice, CA 90291; Tel: 310-956-4919;
james@stableroadcapital.com.
Participants in the Solicitation
Stable Road, Momentus and certain of their respective directors,
executive officers and other members of management and employees
may be deemed participants in the solicitation of proxies of Stable
Road’s stockholders in connection with the Special Meeting and/or
the Proposed Transaction. STABLE ROAD’S STOCKHOLDERS AND OTHER
INTERESTED PERSONS MAY OBTAIN, WITHOUT CHARGE, MORE DETAILED
INFORMATION REGARDING THE DIRECTORS AND OFFICERS OF STABLE ROAD IN
ITS ANNUAL REPORT ON FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER
31, 2020, WHICH WAS FILED WITH THE SEC ON MARCH 8, 2021.
INFORMATION REGARDING THE PERSONS WHO MAY, UNDER SEC RULES, BE
DEEMED PARTICIPANTS IN THE SOLICITATION OF PROXIES TO STABLE ROAD’S
STOCKHOLDERS IN CONNECTION WITH THE (A) SPECIAL MEETING IS SET
FORTH IN THE DEFINITIVE PROXY STATEMENT THAT STABLE ROAD HAS FILED
FOR THE SPECIAL MEETING AND/OR (B) THE PROPOSED TRANSACTION AND
OTHER MATTERS TO BE VOTED AT THE PROPOSED TRANSACTION SPECIAL
MEETING WILL BE SET FORTH IN THE REGISTRATION STATEMENT FOR THE
PROPOSED TRANSACTION WHEN AVAILABLE. Additional information
regarding the interests of participants in the solicitation of
proxies in connection with the (1) Special Meeting is included in
the definitive proxy statement that Stable Road has filed with the
SEC for the Special Meeting and/or (2) the Proposed Transaction is
included in the Registration Statement that Stable Road has filed
with the SEC.
No Offer or Solicitation
This press release 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 Special Meeting or the
Proposed Transaction 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 of 1933, as amended.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210506005926/en/
Investors: investors@momentus.space
Media: press@momentus.space
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