\nFTAC Emerald Acquisition Corp. (Nasdaq: FLD) today announced that it will hold a virtual Special Meeting of Stockholders on December 17, 2024, at 11:00 a.m. Eastern Time.<\/p>\n
\nAt the Special Meeting, stockholders will be asked to vote on proposals that will facilitate the Company’s ability to complete its proposed business combination with Fold, Inc.<\/a> (\u201cFold\u201d), including for the extension of the deadline to complete the proposed business combination to December 20, 2025.<\/p>\n \nThe Company’s Board of Directors unanimously recommends that stockholders vote “FOR” all proposals.<\/p>\n \n\u201cWith the support of stockholders, we look forward to working toward completing our business combination with Fold early in 2025,\u201d said Bracebridge (Brace) Young, Jr., President and CEO of FTAC Emerald. \u201cYour participation in this vote is critical to continuing our efforts to bring Fold to the public markets.\u201d<\/p>\n \nStockholders of record as of November 13, 2024, will be entitled to vote at the Special Meeting.<\/p>\n \nThe meeting will be held virtually at https:\/\/www.cstproxy.com\/ftacemeraldacquisition\/sm2024<\/a>.<\/p>\n \nStockholders are encouraged to vote regardless of the number of shares held.<\/p>\n \nVotes can be cast online at www.cstproxy.com<\/a>, at the virtual meeting, or by returning the proxy card by mail.<\/p>\n \nFor questions about voting or the proposals, stockholders may contact FTAC Emerald’s proxy solicitor, Sodali & Co., at (800) 662-5200, or by email at EMLD.info@investor.sodali.com<\/a>.<\/p>\n About FTAC Emerald Acquisition Corp.<\/b><\/p>\n \nFTAC Emerald is a special purpose acquisition company sponsored by Cohen Circle and formed for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses with a core commitment to providing social, financial, and\/or environmental value.<\/p>\n About Fold<\/b><\/p>\n \nFounded in 2019, Fold is a leading bitcoin financial services company dedicated to expanding access to bitcoin investment opportunities through premium financial products. By integrating bitcoin into everyday financial services, Fold aims to make the American Dream available to more people. For more information, visit https:\/\/foldapp.com\/investors<\/a>.<\/p>\n Important Information About the Proposed Business Combination and Where to Find It<\/b><\/p>\n \nThis document relates to a proposed transaction between Fold and FTAC Emerald. This document 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. The parties have filed a registration statement on Form S-4 with the SEC, which includes a document that will serve as a prospectus and proxy statement of FTAC Emerald, referred to as a proxy statement\/prospectus. A proxy statement\/prospectus will be sent to all FTAC Emerald stockholders when available. FTAC Emerald also will file other documents regarding the proposed transaction with the SEC. Before making any voting decision, investors and security holders of FTAC Emerald are urged 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 about the proposed transaction.<\/p>\n \nInvestors 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 FTAC Emerald through the website maintained by the SEC at www.sec.gov<\/a>. Alternatively, these documents, when available, can be obtained free of charge by directing a request to: FTAC Emerald Acquisition Corp., 2929 Arch Street, Suite 1703, Philadelphia, PA 19104.<\/p>\n Participants in the Solicitation<\/b><\/p>\n \nFold and FTAC Emerald and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from FTAC Emerald\u2019s stockholders in connection with the proposed transaction. A list of the names of the directors and executive officers of FTAC Emerald and information regarding their interests in the business combination will be contained in the proxy statement\/prospectus when available. You may obtain free copies of these documents as described in the preceding paragraph.<\/p>\n Forward-Looking Statements<\/b><\/p>\n \nThe information in this press release includes \u201cforward-looking statements\u201d within the meaning of the federal securities laws with respect to the proposed transaction between Fold and FTAC Emerald. Forward-looking statements may be identified by the use of words such as \u201cestimate,\u201d \u201cplan,\u201d \u201cproject,\u201d \u201cforecast,\u201d \u201cintend,\u201d \u201cwill,\u201d \u201cexpect,\u201d \u201canticipate,\u201d \u201cbelieve,\u201d \u201cseek,\u201d \u201ctarget\u201d or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts regarding Fold\u2019s business, net proceeds from the proposed transaction, potential benefits of the proposed transaction and the potential success of Fold\u2019s market and growth strategies, and expectations related to the terms and timing of the proposed transaction. These statements are based on various assumptions and on the current expectations of FTAC Emerald and Fold\u2019s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of FTAC Emerald and Fold. These forward-looking statements are subject to a number of risks and uncertainties, including: (i) the risk that the proposed transaction may not be completed in a timely manner or at all; (ii) the risk that the proposed transaction may not be completed by FTAC Emerald ‘s business combination deadline and the potential failure to obtain an extension of the business combination deadline; (iii) the failure to satisfy the conditions to the consummation of the proposed transaction, including the approval of the proposed transaction by the stockholders of FTAC Emerald and the receipt of certain governmental and regulatory approvals; (iv) the failure to realize the anticipated benefits of the proposed transaction; (v) the effect of the announcement or pendency of the proposed transaction on Fold\u2019s business relationships, performance, and business generally; (vi) the outcome of any legal proceedings that may be instituted against FTAC Emerald or Fold related to the business combination agreement or the proposed transaction; (vii) the ability to maintain the listing of FTAC Emerald\u2019s securities on the NASDAQ; (viii) the ability to address the market opportunity for Fold\u2019s products and services; (ix) the risk that the proposed transaction may not generate the expected net proceeds for the combined company; (x) the ability to implement business plans and other expectations after the completion of the proposed transaction, and identify and realize additional opportunities; (xi) the occurrence of any event, change or other circumstance that could give rise to the termination of the business combination agreement; (xii) the risk of downturns, new entrants and a changing regulatory landscape in the highly competitive industry in which Fold operates; and (xiii) those factors discussed in FTAC Emerald\u2019s filings with the SEC under the headings \u201cRisk Factors,\u201d and other documents of FTAC Emerald filed, or to be filed, with the SEC. If any of these risks materialize or Fold\u2019s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that neither FTAC Emerald nor Fold presently know or that FTAC Emerald and Fold currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect FTAC Emerald\u2019s and Fold\u2019s expectations, plans or forecasts of future events and views as of the date of this press release. While FTAC Emerald and Fold may elect to update these forward-looking statements at some point in the future, each specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing FTAC Emerald\u2019s and Fold\u2019s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.<\/p>\n View source version on businesswire.com: <\/span>https:\/\/www.businesswire.com\/news\/home\/20241216304857\/en\/<\/a><\/span><\/p>\n Investor and Media Contacts KEYWORDS:<\/b> New York United States North America<\/p>\n INDUSTRY KEYWORDS:<\/b> Cryptocurrency Professional Services Finance<\/p>\n<\/p>\n
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Fold: Fold@icrinc.com
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FTAC Emerald: info@cohencircle.com<\/a><\/p>\n
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