DEFA14A 1 defa14a.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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Jensyn Acquisition Corp.

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On May 30, 2018, Jensyn Acquisition Corp. issued two press releases.

The first release is set forth below.

Jensyn Acquisition Corp. Announces Additional Contribution to Trust Account

Freehold, N.J.—May 30, 2018—(PRNewswire)-Jensyn Acquisition Corp. (NASDAQ:JSYN) (“Jensyn Acquisition” or the “Company”), a company formed for the purpose of entering into a merger, share exchange, asset acquisition or other similar business combination with one or more businesses or entities, today announced that Jensyn Capital, LLC, a company controlled by certain of the initial stockholders of the Company, has agreed to contribute to Jensyn Acquisition $.042 for each public share that is not converted into cash at Jensyn Acquisition’s special meeting in lieu of annual meeting of stockholders being held on June 4, 2018. At the meeting, stockholders will vote upon a proposal to extend the date by which Jensyn Acquisition must complete its initial business contribution to September 3, 2018. Upon receipt of this contribution, which is subject to stockholder approval of the extension, Jensyn Acquisition will deposit such funds in the trust account maintained with Continental Stock Transfer & Trust Company for the benefit of the Company’s public stockholders. This contribution will increase funds available in Jensyn Acquisition’s trust account for the conversion of shares from approximately $10.65 per share on June 4, 2018 to approximately $10.69 per share at September 3, 2018.

The purpose of the extension is to provide time for the Company to complete an initial business combination.

The record date for the June 4, 2018 special meeting of stockholders is April 25, 2018. Stockholders who acquired their shares after April 25, 2018 will not be entitled to vote at the June 4, 2018 special meeting of stockholders or exercise conversion rights with respect to those shares in connection with the vote to extend the date by which the Company must complete its initial business combination. These stockholders, will, however, have the right to receive a pro rata share of the funds in the trust account if the extension is not approved and the Company is liquidated and dissolved.

About Jensyn Acquisition Corp.

Jensyn Acquisition Corp. is a blank check company formed for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United Stated Private Securities Litigation Reform Act of 1995. Forward-looking statements are not historical facts, and involve risks and uncertainties that could cause actual results to differ materially from those expected and projected. Words such as “expects”, “believes”, “anticipates”, “intends”, “estimates”, “seeks” and variations and similar words and expressions are intended to identify such forward-looking statements. Such forward-looking statements of the proposed business combination, are based on current expectations that are subject to risks and uncertainties. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements. For information identifying important factors that could cause actual results to differ materially from those contemplated in the forward-looking statements, please refer to the “Risk Factors” section of Jensyn Acquisition’s Annual Report on Form 10-K for the year ended December 31, 2017 and other filings with the United States Securities and Exchange Commission by Jensyn Acquisition. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made, and except as expressly required by applicable securities law, Jensyn Acquisition disclaims any obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

Contact:

Jeffrey Raymond

President and Chief Executive Officer

Jensyn Acquisition Corp.

+1 (888) 536-7965

jeff.raymond@jensyn.com

www.jensyn.com

The second release clarified the first release and is set forth below.

Jensyn Acquisition Corp. Issues Clarification of Earlier Release

Freehold, N.J.—May 30, 2018—(PRNewswire)-Jensyn Acquisition Corp. (NASDAQ:JSYN) (“Jensyn Acquisition” or the “Company”), a company formed for the purpose of entering into a merger, share exchange, asset acquisition or other similar business combination with one or more businesses or entities, issued a clarification of the press release issued on May 30, 2018. Jensyn Capital, LLC, a company controlled by certain of the initial stockholders of the Company, has agreed to contribute to Jensyn Acquisition $.042 per month for a period of three months for each public share that is not converted into cash at Jensyn Acquisition’s special meeting in lieu of annual meeting of stockholders being held on June 4, 2018, thus totaling an additional $0.126 per share for the three month period ending September 3, 2018. This contribution will increase funds available in Jensyn Acquisition’s trust account for the conversion of shares from approximately $10.65 per share on June 4, 2018 to approximately $10.78 per share at September 3, 2018.