NEW YORK, Oct. 10, 2019 (SCH PR) —Social Capital Hedosophia Holdings Corp. (“SCH”) announced today that it will hold its extraordinary general meeting (the “Extraordinary General Meeting”) at 12:30 p.m., Eastern Time, on October 23, 2019, to approve, among other things, the previously announced business combination (the “Business Combination”) with TSC Vehicle Holdings, Inc., Virgin Galactic Vehicle Holdings, Inc. and V4GH, LLC (collectively, “Virgin Galactic” and, together with Vieco USA, Inc. and Vieco 10 Limited, “VG”). The Extraordinary General Meeting is scheduled to be held at The Westin Palo Alto, located at 675 El Camino Real, Palo Alto, CA 94301.
Shareholders of record at the close of business on September 16, 2019 will be entitled to receive notice of and to vote at the Extraordinary General Meeting. In connection with the Extraordinary General Meeting, SCH shareholders who wish to exercise their redemption rights must do so prior to 5:00 p.m. Eastern time on October 21, 2019 by following the procedures specified in the definitive proxy statement/prospectus for the Extraordinary General Meeting.
In connection with the consummation of the Business Combination, SCH intends to change its name to “Virgin Galactic Holdings, Inc.” and apply for the continued listing on the NYSE of its units, common stock and warrants under the symbols “SPCE.U,” “SPCE” and “SPCE WS,” respectively.
SCH is a partnership between the investment firms of Social Capital and Hedosophia. SCH unites technologists, entrepreneurs and technology-oriented investors around a shared vision of identifying and investing in innovative and agile technology companies. To learn more about SCH, visit www.socialcapitalhedosophiaholdings.com.
About Virgin Galactic
Virgin Galactic is a vertically-integrated aerospace company pioneering human spaceflight for private individuals and researchers. It believes the commercial exploration of space represents one of the most exciting and significant technology initiatives of our time. It is embarking on
this commercial exploration journey with a mission to put humans into space and return them safely to Earth on a routine, consistent and affordable basis. Using its proprietary and reusable technologies, and supported by a distinctive, Virgin-branded customer experience, it is developing a spaceflight system designed to offer customers a unique, multi-day experience culminating in a spaceflight that includes several minutes of weightlessness and views of Earth from space. It is in the final stages of development, having already completed two crewed flights of its vehicle into space, and anticipates initial commercial launch in 2020.
Additional Information and Where to Find It
This press release relates to a proposed transaction between Virgin Galactic and SCH. This press release on Form 8-K does not constitute an offer to sell or exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
In connection with the proposed transactions, SCH has filed a registration statement on Form S-4 (as amended, the “Registration Statement”) with the U.S. Securities and Exchange Commission (the “SEC”) on August 7, 2019 (File No. 333-233098), which includes a preliminary proxy statement/prospectus, that is both the proxy statement to be distributed to SCH’s shareholders in connection with SCH’s solicitation of proxies for the vote by SCH’s shareholders with respect to the proposed transaction as described in the Registration Statement as well as the prospectus relating to the offer of the securities to be issued to SCH’s security holders in connection with SCH’s proposed domestication as a Delaware corporation in connection with the proposed transaction as described in the Registration Statement. The Registration Statement was declared effective on October 9, 2019 and SCH will begin mailing the definitive proxy statement/prospectus and other relevant documents to its shareholders on or about October 11, 2019. SHAREHOLDERS AND OTHER SECURITY HOLDERS OF SCH ARE ADVISED TO READ THE REGISTRATION STATEMENT, THE PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders will be able to obtain free copies of the Registration Statement, the proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC by SCH (when available) through the website maintained by the SEC at http://www.sec.gov.
The documents filed by SCH with the SEC (when available) also may be obtained free of charge at SCH’s website at http://www.socialcapitalhedosophiaholdings.com/docs.html or upon written request to 120 Hawthorne Avenue Palo Alto, California 94301.
Participants in Solicitation
SCH and its directors and executive officers may be deemed to be participants in the solicitation of proxies from SCH’s shareholders in connection with the proposed transaction. Information about SCH’s directors and executive officers and their ownership of SCH’s securities is set forth in SCH’s filings with the SEC, including (i) the Annual Report on Form 10-K, filed on March 18, 2019 and (ii) the Registration Statement.
Additional information regarding the interests of those persons and other persons who may be deemed participants in the proposed transaction may be obtained by reading the proxy statement/prospectus regarding the proposed transaction when it becomes available. You may obtain free copies of these documents as described in the preceding paragraph.