DGAP-News: Lakestar SPAC I SE
/ Key word(s): AGM/EGM
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Lakestar SPAC I to hold Extraordinary General Meeting to vote on business combination with HomeToGo GmbH and future Supervisory Board
- Extraordinary General Meeting of shareholders to be held virtually on 13 September 2021 at 10.00 am CEST
- Main topics will be the approval of the business combination with HomeToGo GmbH, the name of the combined entity and the composition of the supervisory board
Luxembourg, 13 August 2021 - Lakestar SPAC I SE (Frankfurt Stock Exchange: LRS1) ("Lakestar SPAC I"), a publicly listed special purpose acquisition company whose Sponsor and Chairman is Dr. Klaus Hommels, Founder and Chairman of Lakestar Advisors, today gives notice to the holders of shares of Lakestar SPAC I SE that an Extraordinary General Meeting ("EGM") of shareholders will be held on 13 September 2021 at 10.00 am CEST. In accordance with the law of 23 September 2020 relating to measures on the holding of meetings in companies and other legal entities, as extended, the Company will not hold a physical meeting.
At the EGM, the shareholders will vote on the following topics, among others:
1. Approval of the proposed business combination with HomeToGo GmbH (the "Business Combination"). This approval will require a simple majority of the share capital present at the EGM.
2. Change of the name of the Company into "HomeToGo SE". This change will require a majority of two-thirds of the share capital present at the EGM.
3. Appointment of Mr. Christoph Schuh, Dr. Dirk Altenbeck, Mr. Philipp Kloeckner, Mr. Martin Reiter, Ms. Susanne Sandler and Mr. Thilo Semmelbauer as new members of the supervisory board, effective as of the decision of the supervisory board of the Company to be taken on the date following the Business Combination.
Further points to be decided will be the remuneration of the members of the supervisory and management boards of the Company and the confirmation of the granting of an irrevocable power of attorney to the management board.
Copies of the proposals of the resolutions of the EGM as well as the documents related to the agenda items will be on display for inspection by the shareholders on the Company's website (www.lakestar-spac1.com) and at the registered office of the Company as from 13 August 2021. Upon request to email@example.com, copies of these documents are going to be mailed to the shareholders.
Candidates for the Supervisory Board of the Company
The following candidates are proposed for the Company:
Christoph Schuh was born in 1964 in Cologne, Germany. He holds a Master's degree in Business Administration from the University of Cologne, Germany. Mr. Schuh started his career in 1991 as a corporate developer at Bertelsmann. He joined the Hubert Burda Media/Verlagsgruppe Milchstrasse as vice president in 1994. In 1999, Mr. Schuh co-founded Tomorrow Internet AG (later Tomorrow Focus AG), an internet portfolio company, and managed the IPO on the German Stock Market. As part of the management board, he was responsible for different portfolio companies in digital media, advertising and transaction businesses like HolidayCheck, ElitePartner, Jameda, Tomorrow Focus Media and Huffington Post Germany. In 2016, Mr. Schuh served as an advisor to BC Partners, GC Altium and Amadeus IT Group. In 2017, he became a partner at Lakestar L.P.; in 2020 also Managing Director for Lakestar Advisors Germany GmbH.
Dr. Dirk Altenbeck was born in 1965 in Essen, Germany. He studied Business Administration at the Julius-Maximilians-University of Würzburg, where he graduated with an MBA in Business in 1992 and a Ph.D in Business in 1994. During his doctoral studies, Dr. Altenbeck worked in the credit department of the Bayrische Vereinsbank Nuremberg and as a research associate in the department of Business Administration and Business Taxation at the Julius-Maximilians-University of Würzburg, where he stayed until 1997. Dr. Altenbeck has been an independent tax consultant since 1997 and a tax consultant and the managing partner of PKF Issing Faulhaber Wozar Altenbeck GmbH & Co. KG (accountants and tax consultants) in Würzburg since 2001. Dr. Altenbeck's consulting specialties are structuring large family-owned businesses, transaction consulting and international tax structuring. In addition, he has been teaching "International Income Tax Law" at the Julius-Maximilians University in Würzburg since 2003.
Philipp Kloeckner was born in 1980 in Greifswald, Germany. He holds a Diplom-Kaufmann degree in Economics from the Ernst-Moritz-Arndt-University in Greifswald, Germany. Mr. Kloeckner started his career in 2005 at Idealo Internet GmbH as division manager Travel, Search Engine Optimization and Business Intelligence. From 2012 to 2014, he served as search strategy consultant at Wimdu GmbH before joining Treatwell (Wahanda) as search strategy advisor in 2015. In 2016, Mr. Kloeckner became the managing director of Trade Machines FI GmbH, where he remained until 2018. Mr. Kloeckner has served and currently serves as search strategy consultant and advisor for a vast variety of companies, including Foodpanda and Hellofood, Lamudi, Mädchenflohmarkt GmbH, Visual Meta GmbH, Home24, Lazada, iPrice, GetYourGuide and Rocket Internet SE. Since 2018, he serves as a marketing and due diligence advisor for KKR & Co. Inc and other top-tier private equity firms. He is also a mentor and angel investor for the Axel Springer Porsche APX Accelerator and the Plug and Play Hamburg Accelerator.
Martin Reiter was born in 1983 in Leoben, Austria. He holds a Bachelor's degree in Economics and Master's degrees in Philosophy, Law and Finance from the Karl-Franzen-University in Graz, Austria. Mr. Reiter started his career in 2007 at McKinsey & Company as engagement manager. He joined Groupon in 2010 as Vice President International before moving to Airbnb.com as head of international operations in the same year. In 2011, Mr. Reiter founded Startsglobal, an international investment and consulting holding focused on High Growth/Tech companies; in 2016, he founded rare-produce.com, focused on high-quality sustainable food; and in 2017, he founded Reiter Heritage, focused on Real Estate, Wine and Yachting in France. He joined Wayfair in 2014 as Head of Europe, where he oversees Wayfair's Europe Business across all functions, offices and warehouse.
Susanne (Greenfield) Sandler was born in 1984 in New York, USA. She graduated magna cum laude from New York University's Undergraduate Stern School of Business, earning a Bachelor of Science degree in both Finance and Accounting. Ms. Sandler started her career as an analyst with Merrill Lynch in 2006. She joined Corsair Capital, a private equity firm, as an Associate in 2008 and moved to the Griffon Corporation in 2010 to become Director of Corporate Development. Between 2014 and 2017, Ms. Sandler served as Director and then Vice President of Corporate Development at Booking Holdings, becoming Vice President of Global Strategy in 2017. In 2020, she joined IAC to assume the role of General Manager of Apalon, where she oversees all major functions of the 200+ person mobile app company.
Thilo Semmelbauer was born in 1965 in Darmstadt, Germany. He holds a dual Master's degree from MIT, in Management and Electrical Engineering, from the Leaders for Global Operations program, as well as a BA in Engineering and Computer Science from Dartmouth College, summa cum laude. At the start of his career in the early 1990s, Mr. Semmelbauer worked for an internal start-up at Motorola, where he launched Motorola's first consumer wireless "communicator" (the Envoy), and then Motorola's first cable modem for broadband internet access. In 1996, Mr. Semmelbauer joined The Boston Consulting Group, focusing on Consumer and Technology strategy, including projects in medical imaging, digital printing, and online retail. In 2000, Mr. Semmelbauer co-founded and was President & COO of WeightWatchers.com, which became the global leader in online weight loss and was acquired in 2005 by the licensor, Weight Watchers International. He then served as COO of the combined companies and as interim-CEO of Weight Watchers from 2016 to 2017. Mr. Semmelbauer was president and COO of Shutterstock from 2010 to 2015 and joined Insight Partners in 2019 where he is currently a managing director.
EGM process and redemption
Lakestar SPAC I shareholders wishing to cast their vote at the EGM must register in writing by mail, fax or e-mail to the Centralizing Agent by 30 August 2021, 24.00h CEST, and must then provide a proxy or voting form by 8 September 2021, 24.00h CEST, in order to vote on the agenda items.
Further details regarding this process are available on www.lakestar-spac1.com.
Lakestar SPAC I shareholders wishing to redeem their shares are advised to contact firstname.lastname@example.org for further information.
On 14 July 2021, HomeToGo GmbH ("HomeToGo"), a marketplace with the world's largest selection of alternative accommodation, and Lakestar SPAC I SE announced that they had entered into a definitive business combination agreement. Upon closing of the transaction, the listed entity is expected to be named HomeToGo ("Combined Company") and the management board will consist of Dr. Patrick Andrae (Co-founder and CEO of HomeToGo), travel tech veteran Wolfgang Heigl (Co-founder and Chief Strategy Officer (CSO) of HomeToGo), Valentin Gruber (newly appointed COO of HomeToGo) and Steffen Schneider (CFO of HomeToGo). After closing of the transaction, the Combined Company's common stock will be listed on the Frankfurt Stock Exchange under the ticker symbol "HTG". Until then, Lakestar SPAC I will continue to trade under the ticker "LRS1".
Summary of Transaction
In addition to the EUR 275 million held in Lakestar SPAC I's trust account, investors, including European family offices specialising in tech investments and top European tech entrepreneurs, including a significant investment by Dr. Klaus Hommels, have committed to participate in the transaction through a common stock PIPE of EUR 75 million at EUR 10.00 per share. The transaction values the Combined Company at an equity value of EUR 1.2 billion and an enterprise value of EUR 861 million.
The current HomeToGo shareholders, convertible lenders and holders of virtual options are expected to receive 85 million shares in the Combined Company, retaining 69% of the post transaction equity in aggregate. Lakestar SPAC I investors and founders are expected to retain 25% in the Combined Company; PIPE investors will invest EUR 75 million resulting in a 6% equity interest.
The Trend Towards Alternative Accommodation is the New Zeitgeist
Even before the COVID-19 crisis, there was an increasing trend for consumers to choose alternative accommodation and vacation rentals over other types of accommodation. The crisis has further accelerated this trend for the long term: security and traveling domestically are just some of the advantages of this category of accommodation, which many travellers have now discovered for the first time, bringing new long-term demand into the market. And vacation rentals are often a more sustainable choice in terms of limiting CO2 emissions, in part because they are typically associated with shorter journeys.
In addition, a completely new use case for the alternative accommodation offered by HomeToGo has emerged in the last year: remote work and the so called "Workation", for example, people choosing to rent accommodation so they can work remotely for a few weeks or months from a sunnier or rural location. This particular trend only emerged during the COVID-19 crisis, but it again underscores the long-term growth potential of this travel segment.
HomeToGo Has Achieved Continuous Growth Even During the COVID-19 Pandemic
The strength of HomeToGo's platform and the structural trend for consumers to increasingly seek alternative accommodation options have enabled HomeToGo to achieve continuous growth, even during the COVID-19 pandemic. Having grown gross booking value at a compound annual growth rate of 82% prior to COVID-19 for the period from 2016 to 2019, HomeToGo generated record gross booking value of EUR 1.3 billion in 2020 and improved adjusted EBITDA to EUR -2 million. In H1 2021, HomeToGo achieved a new record gross booking value of EUR 904 million, up 27% yoy, although for long periods of H1 2021 large parts of Europe were still under lockdown.
HomeToGo has confirmed the financial guidance for 2021 of a gross booking value of EUR 1.6 billion and revenues of EUR 80 million.
HomeToGo: The World's Number One Marketplace for Alternative Accommodation
HomeToGo has built the world's largest marketplace for alternative accommodation and vacation rentals. With more than 30,000 trusted partners using its platform, HomeToGo combines the most comprehensive inventory of more than 14 million accommodation offers in one place to help its millions of global users find the ideal home for any trip.
HomeToGo's state-of-the-art technology platform removes friction for both supply and demand, better connecting online travel agencies, property managers and other supply partners with qualified, conversion-optimised consumer demand. The platform makes it easier for travellers to compare accommodation offers and trust they are booking the right place to stay, while it provides innovative technology solutions for its supply partners and the whole alternative accommodation ecosystem to make them more successful.
The proceeds from the transaction are expected to provide HomeToGo with the capital to drive organic growth and make potential acquisitions that could significantly enhance HomeToGo's service offering and further accelerate the entire alternative accommodation ecosystem.
Lakestar SPAC I SE is a Luxembourg-incorporated special purpose acquisition company established for the purpose of acquiring a company with principal business operations in a member state of the European Economic Area, the United Kingdom or Switzerland in the form of a merger, capital stock exchange, share purchase, asset acquisition, reorganization or similar transaction, seeking a target for the business combination in the technology sector with a focus on the sub-sectors SaaS (software as a service), fintech, transportation and logistics, healthtech and deep tech.
Lakestar SPAC I is sponsored by Dr. Klaus Hommels, Founder and Chairman of Lakestar Advisors. The founders of Lakestar SPAC I are Dr. Klaus Hommels, together with the company's Chief Executive Officer, Stefan Winners, and the Chief Investment Officer, Inga Schwarting.
For more information visit: www.lakestar-spac1.com
These materials may not be published, distributed or transmitted in the United States, Canada, Australia or Japan. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the "Securities") of Lakestar SPAC I SE (the "Company") in the United States, Australia, Canada, Japan or any other jurisdiction in which such offer or solicitation is unlawful. The Securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). There will be no public offering of the securities in the United States. The Securities of the Company have not been, and will not be, registered under the Securities Act. The securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan subject to certain exceptions.
This publication constitutes neither an offer to sell nor a solicitation to buy securities. The public offer will be made. An investment decision regarding the securities of Lakestar SPAC I SE should only be made on the basis of the securities prospectus, which will be published promptly upon approval by the Financial Sector Supervisory Commission (Commission de Surveillance du Secteur Financier (CSSF)) and will be available free of charge on the Lakestar SPAC I SE website.
In the United Kingdom, this document is only being distributed to and is only directed at qualified investors who are (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (ii) persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). This document is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.
This release may contain forward-looking statements. Forward-looking statements are statements that are not historical facts and may be identified by words such as "plans", "targets", "aims", "believes", "expects", "anticipates", "intends", "estimates", "will", "may", "continues", "should" and similar expressions. These forward-looking statements reflect, at the time made, the Company's beliefs, intentions and current targets/aims concerning, among other things, the Company's or the Group's results of operations, financial condition, liquidity, prospects, growth and strategies. Forward-looking statements include statements regarding: objectives, goals, strategies, outlook and growth prospects; future plans, events or performance and potential for future growth; lease-up potentials; economic outlook and industry trends; developments of the Company's or the Group's markets; the impact of regulatory initiatives; and the strength of the Company's or any other member of the Group's competitors. Forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management's examination of historical operating trends, data contained in the Company's records (and those of other members of the Group) and other data available from third parties. Although the Company believes that these assumptions were reasonable when made, these assumptions are inherently subject to significant known and unknown risks, uncertainties, contingencies and other important factors which are difficult or impossible to predict and are beyond the Company's control.
Forward-looking statements are not guarantees of future performance and such risks, uncertainties, contingencies and other important factors could cause the actual outcomes and the results of operations, financial condition and liquidity of the Company and other members of the Group or the industry to differ materially from those results expressed or implied in the Information by such forward-looking statements. No assurances can be given that the forward-looking statements will be realized. The forward-looking statements speak only as of the date of this release. The Company expressly disclaims any obligation or undertaking to release any updates or revisions to any forward-looking statements to reflect any change in the Company's expectations with regard thereto or any changes in events, conditions or circumstances on which any forward-looking statements are based. No representation or warranty is made that any of these forward-looking statements or forecasts will come to pass or that any forecast result will be achieved. Undue influence should not be given to, and no reliance should be placed on, any forward-looking statement. This amount assumes no redemptions from Lakestar SPAC I's trust account
|Company:||Lakestar SPAC I SE|
|9 rue de Bitbourg|
|Listed:||Regulated Market in Frankfurt (General Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart, Tradegate Exchange; Luxembourg Stock Exchange|
|EQS News ID:||1226262|
|End of News||DGAP News Service|
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