Combined company to be renamed Target Hospitality Corp. and will
continue to be listed on Nasdaq Stock Market
Merger to create the U.S.’s largest provider of specialty rental
accommodations combining most attractive elements of premium catering
and hospitality value-add services
LOS ANGELES & THE WOODLANDS, Texas--(BUSINESS WIRE)--Platinum Eagle Acquisition Corp. (Nasdaq: EAGL) (“Platinum Eagle”), a
publicly traded special purpose acquisition company, Target Logistics
Management, LLC (“Target Lodging”), and RL Signor Holdings, LLC (“Signor
Lodging”) announced today that Platinum Eagle’s shareholders have voted
to approve the merger agreements for a business combination transaction
at the extraordinary general meeting of shareholders held on March 6,
2019. Approximately 93.1% of the shares voted were voted in favor of the
transaction to create the largest provider of specialty rental
accommodations with premium catering and value-add hospitality services
in the U.S. The respective boards of directors or managers, as
applicable, of Platinum Eagle, Target Lodging and Signor Lodging had
previously approved the proposed business combination transaction and
recommended that its shareholders vote in favor.
“Target’s executive
management team has done an exceptional job in delivering superior
financial performance while enhancing the experiences of their guests.
Their efforts have not only resulted in an incredible track record for
achievement but have also laid the foundation for continued success.”
The merger is expected to close no later than March 15, 2019, subject to
the satisfaction of certain closing conditions, including, among other
things, the receipt of requisite debt financing. In connection with the
closing, Target Lodging and Signor Lodging will become wholly-owned
subsidiaries of Platinum Eagle and Platinum Eagle will change its name
to Target Hospitality Corp. The combined company’s common stock and
warrants will continue be listed on Nasdaq’s Capital Market under the
new ticker symbols “TH” and “THWWW,” respectively.
Brad Archer, CEO of Target Lodging, said, “This merger and our entrance
into the public markets will be a milestone event for our company made
possible through the hard work and dedication of our employees, our
vendors, and our financial sponsors. We thank them for their support and
look forward to continue working with them in realizing Target
Hospitality’s full potential.”
Jeff Sagansky, CEO of Platinum Eagle, commented, “Target’s executive
management team has done an exceptional job in delivering superior
financial performance while enhancing the experiences of their guests.
Their efforts have not only resulted in an incredible track record for
achievement but have also laid the foundation for continued success.”
Stephen Robertson, Co-Founder of TDR Capital, added, “This merger brings
together the expertise of Target Lodging, Signor Lodging and Platinum
Eagle to form Target Hospitality, and with that the future of Target
Hospitality has never been brighter.”
Deutsche Bank Securities Inc. and BofA Merrill Lynch served as capital
markets advisors and private placement agents to Platinum Eagle.
Oppenheimer & Co. Inc. acted as exclusive financial advisor on the
transaction. Deutsche Bank Securities Inc. served as general financial
advisor to Platinum Eagle. Winston & Strawn LLP acted as legal advisor
to Platinum Eagle and Allen & Overy LLP acted as legal advisor to Target
Lodging and Signor Lodging.
About Platinum Eagle Acquisition Corp.
Platinum Eagle was formed for the purpose of effecting a merger, share
exchange, asset acquisition, share purchase, reorganization or similar
business combination with one or more businesses. Platinum Eagle raised
$325 million in its initial public offering and began trading on Nasdaq
in January 2018. Its Class A ordinary shares, units and warrants trade
under the ticker symbols EAGL, EAGLU and EAGLW, respectively.
About Target Lodging
Founded in 1978, Target Lodging is the largest vertically integrated
specialty rental and hospitality services company in the United
States. The company is principally focused on building, owning and
operating housing communities across several end markets, including oil,
gas, energy infrastructure and government. Target Lodging provides
cost-effective and customized specialty rental accommodations, culinary
services, and hospitality solutions, including site design,
construction, operations, security, housekeeping, catering, concierge
services, and health and recreation facilities as part of its integrated
housing and hospitality communities. Target Lodging was named by Inc.
magazine in 2012 and 2013 as one of “America’s Fastest Growing Private
Companies.” Target Lodging has been an Algeco company since 2013.
About Signor Lodging
Signor Lodging, founded in 1990, specializes in superior remote
workforce housing serving oil and gas customers throughout the Permian
and Eagle Ford Basins. Signor Lodging operates nine properties across
West Texas, Southeast New Mexico and Oklahoma.
Forward-Looking Statements
Certain statements made in this release are "forward looking statements"
within the meaning of the "safe harbor" provisions of the United States
Private Securities Litigation Reform Act of 1995. When used in this
press release, the words "estimates," "projected," "expects,"
"anticipates," "forecasts," "plans," "intends," "believes," "seeks,"
"may," "will," "should," "future," "propose" and variations of these
words or similar expressions (or the negative versions of such words or
expressions) are intended to identify forward-looking statements. These
forward-looking statements are not guarantees of future performance,
conditions or results, and involve a number of known and unknown risks,
uncertainties, assumptions and other important factors, many of which
are outside Platinum Eagle's, Target Lodging’s or Signor Lodging’s
control, that could cause actual results or outcomes to differ
materially from those discussed in the forward-looking statements. These
forward-looking statements include, without limitation, the satisfaction
of the closing conditions of the Business Combination and the timing of
the completion of the Business Combination. Important factors, among
others, that may affect actual results or outcomes include the inability
to complete the business combination (including due to the failure to
satisfy certain closing conditions); the inability to recognize the
anticipated benefits of the proposed business combination; the inability
to meet Nasdaq listing standards; costs related to the business
combination; Target Hospitality’s ability to manage growth; Target
Hospitality’s ability to execute its business plan and meet its
projections; Target Hospitality’s ability to identify, consummate and
integrate acquisitions; rising costs adversely affecting Target
Hospitality’s profitability; potential litigation involving Platinum
Eagle, Target Lodging, Signor Lodging, or after the closing, Target
Hospitality, and general economic and market conditions impacting demand
for Target Lodging’s products and services, and in particular economic
and market conditions in the oil industry in the markets in which Target
Hospitality operates. None of Platinum Eagle, Target Lodging or Signor
Lodging undertakes any obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law.
Contacts
Investors
Narinder Sahai
Tel: 832-702-8009
Email: Narinder
Sahai
Rodny Nacier
Tel: 832-702-8009
Email: Rodny
Nacier
Media
Jason Chudoba
Tel:
646-277-1249
Email: Jason
Chudoba
Elyse Gentile
Tel: 646-677-1823
Email: Elyse
Gentile