Verde Investment Highlights
TLGY
Key Risks Related to the Transaction and TLGY (continue)
TLGY is subject to numerous risks, including but not limited to:
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Reports published by analysts, including projections in those reports that differ from Verde PubCo's actual results, could adversely affect the price and trading volume of its common
shares.
Verde PubCo may fail to meet Verde PubCo's publicly announced guidance or other expectations about Verde PubCo's business, which would cause Verde PubCo's stock price to decline.
Verde PubCo does not intend to pay cash dividends for the foreseeable future.
Because Verde PubCo does not anticipate paying any cash dividends on its capital stock in the foreseeable future, capital appreciation, if any, will be your sole source of gain.
TLGY is subject to, and Verde PubCo will be subject to, changing law and regulations regarding regulatory matters, corporate governance and public disclosure that have increased both
TLGY's costs and the risk of non-compliance and will increase both Verde PubCo's costs and the risk of non-compliance.
During the pendency of the Transaction, TLGY will not be able to solicit, initiate or take any action to facilitate or encourage any inquiries or the making, submission or announcement of,
or enter into a Transaction with another party because of restrictions in the Merger Agreement. Furthermore, certain provisions of the Merger Agreement will discourage third parties
from submitting alternative takeover proposals, including proposals that may be superior to the arrangements contemplated by the Merger Agreement.
Recent increases in inflation and interest rates in the United States and elsewhere could make it more difficult for TLGY to consummate the Transaction.
Military conflict in Ukraine or elsewhere may lead to increased volatility for publicly traded securities, which could make it more difficult for us to consummate an initial business
combination.
Verde PubCo's business and operations could be negatively affected if it becomes subject to any securities litigation or stockholder activism, which could cause Verde PubCo to incur
significant expense, hinder execution of business and growth strategy and impact its stock price.
Verde PubCo will need, but may be unable to obtain, funding following the consummation of the Transaction on satisfactory terms, which could dilute Verde PubCo's stockholders and
investors, or impose burdensome financial restrictions on its business.
Verde
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