Syniverse SPAC Presentation Deck
Disclaimer (cont'd)
This Presentation is being delivered subject to the terms of the confidentiality agreement previously entered into between the Company, MBAC and recipient or one or more of its affiliates (the "Confidentiality Agreement") and
this Presentation and the information contained herein constitute "Evaluation Material" under the Confidentiality Agreement. Nothing in this Presentation shall alter any provision of the Confidentiality Agreement, which shall
remain in full force and effect until terminated in accordance with its terms. This Presentation may be used only for the purposes set forth in the Confidentiality Agreement and may not be duplicated, reproduced or distributed,
in whole or in part, to any other person at any time except strictly in accordance with the terms of the Confidentiality Agreement.
The distribution of this Presentation in certain jurisdictions may be restricted by law and, accordingly, recipients of this Presentation represent that they are able to receive this Presentation without contravention of any unfulfilled
registration requirements or other legal restrictions in jurisdictions in which they reside or conduct business. This Presentation is directed only at persons to whom it may be lawfully distributed without further action on the part of any
of the Company, MBAC or any Relevant Person and must not be acted on or relied on by any other person.
The Company reserves the right in its sole discretion, and without prior notice, to change the procedures described above, and to reject any and all proposals, at any time, and for any or no reason.
Important Information about the Transaction and Where to Find It
In connection with the proposed transaction, MBAC intends to file a preliminary proxy statement and a definitive proxy statement with the SEC. MBAC'S STOCKHOLDERS AND OTHER INTERESTED PERSONS ARE ADVISED TO READ,
WHEN AVAILABLE, THE PRELIMINARY PROXY STATEMENT, THE AMENDMENTS THERETO, AND THE DEFINITIVE PROXY STATEMENT AND DOCUMENTS INCORPORATED BY REFERENCE THEREIN FILED IN CONNECTION WITH THE TRANSACTION,
AS THESE MATERIALS WILL CONTAIN IMPORTANT INFORMATION ABOUT MBAC, SYNIVERSE AND THE TRANSACTION. When available, the definitive proxy statement will be mailed to the stockholders of MBAC as of a record date to
be established for voting on the Transaction. Stockholders will also be able to obtain copies of the preliminary proxy statement, the definitive proxy statement and other documents filed with the SEC that will be incorporated by
reference therein, without charge, once available, at the SEC's website at http://www.sec.gov, or by directing a request to: M3-Brigade Acquisition II Corp., 1700 Broadway - 19th Floor, New York, New York 10019.
Participants in the Solicitation
MBAC and its directors and executive officers may be deemed participants in the solicitation of proxies of MBAC's stockholders with respect to the Transaction. A list of those directors and executive officers and a description of
their interests in MBAC will be filed in the proxy statement for the Transaction and available at www.sec.gov. Additional information regarding the interests of such participants will be contained in the proxy statement for the
Transaction when available. Syniverse and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the stockholders of MBAC in connection with the Transaction. A list of the
names of such directors and executive officers and information regarding their interests in the Transaction will be included in the proxy statement for the Transaction when available.
No Offer or Solicitation
This Presentation shall not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Transaction. This Presentation shall not constitute an offer to sell or the solicitation of an offer
to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or
jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of section 10 of the Securities Act.
2View entire presentation