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- The business alliance with Obagi Skincare and Milk Makeup is expected to close on or around July 27, 2022.
- Strong support from shareholders with approximately 98% approval
- The post-closing combined company, Waldencast Pvt. It has been named and is expected to begin trading on the first trading day after the closing date under the symbol “WALD” on the Nasdaq.
NEW YORK, July 25, 2022 (GLOBE NEWSWIRE) — Waldencast Acquisition Corporation (NASDAQ: WALD ) (“Waldencast”), a special purpose acquisition company, today held an extraordinary general meeting where its shareholders voted to approve. A business combination of leading physician-distributed, results-driven skincare brand Obagi Global Holdings Limited (“Obagi Skincare”) and award-winning makeup and skincare brand Milk Makeup LLC (“Milk Makeup”).
The business combination was approved by an estimated 98% of the votes cast at the meeting, representing 70% of Waldenkast’s outstanding shares.
Closing of the business combination is expected to occur on or about July 27, 2022, subject to the satisfaction or waiver of all closing conditions. Upon closing of the transactions with Obagi Skincare and Milk Makeup, both companies will become part of the Waldencast portfolio, and the combined company Waldencast Pvt.
This three-way transaction with Obagi Skincare and Milk Makeup is the first step in Waldenkast’s strategy to create a global multi-brand beauty and wellness platform.
About Obagi Skincare
Obagi Skincare is an industry leading advanced skincare line based on research and skin biology with over 30 years of experience. First known as leaders in hyperpigmentation treatment with Obagi Nu-Derm® System, Obagi Skincare products are designed to reduce the appearance of premature aging, photo damage, pigmentation, acne and sun damage. More information about Obagi Skincare is available on the brand’s website, Facebook, Twitter and Instagram pages.
About milk makeup
In the year Founded in 2016 by Mazdak Rasi, Diana Root, Georgie Greville and Zanna Roberts Rasi, Milk Makeup quickly became a cult favorite with its values of self-expression and inclusion in the beauty community, captured by its signature look, innovative formulas and pure ingredients. The brand creates vegan, cruelty-free, pure formulas from its dairy makeup building in downtown NYC. Milk Makeup currently offers more than 300 products through its US website www.MilkMakeup.com and its retail partners Sephora in North America, Europe, the Middle East and Australia and Cult Beauty and Selfridges in the UK.
About Waldencast
Founded by Michel Brousset and Hind Sebti, Waldenkast’s vision is to build a world-class beauty and wellness platform by developing, acquiring, accelerating and expanding the next generation of intelligent and purpose-driven brands. Waldenkast has entered into an agreement with Obagi Skincare and Milk Makeup as the first step in making his vision of a business combination a reality. Waldenkast aims to find brands that connect directly with today’s consumers and whose goals include pursuing social responsibility, inclusion, sustainability and transparency. The goal is to leverage the collective leadership and management team’s industry-specific operational experience to become the preferred partner for next-generation brands and consumers.
Forward-looking statements
This press release contains certain forward-looking statements within the meaning of the federal securities laws, including statements regarding the proposed transaction between Obagi Skin Care, Milk Makeup and Waldenkast, the proposed benefits of the transaction, the expected timing of the transaction. and growth strategies for Waldenkast, Obagi skin care and milk makeup. These forward-looking statements are generally referred to as “estimates,” “projects,” “expects,” “estimates,” “forecasts,” “plans,” “anticipates,” “believes,” “will,” “may.” ” “will”, “will”, “shall”, “future”, “proposal”, “target”, “goal”, “purpose”, “prospect” and variations or similar expressions of these words (or any such words or Statements) 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 beyond the control of Waldenkast, Obagi Skin Care and Milk Makeup. , which could cause actual results or results to differ materially from those expressed in forward-looking statements. Important factors that could affect actual results or outcomes include, but are not limited to: (i) the risk that transactions may not be completed on time or at all, which could adversely affect the value of Waldencast’s securities; (ii) the failure to realize the anticipated benefits of the proposed transactions, (iii) the failure to receive certain governmental and regulatory approvals, (iv) the failure to complete the PIPE Investment or Investment Purchase Agreements (as such terms are defined), Waldenkast filed with the SEC on July 7, 2022 (the “Defined Proxy Statement/ prospectus”), (v) the occurrence of any event, change or other circumstances that may result in the termination of the Obagi Merger Agreement or the Dairy Equity Purchase Agreement (as such terms are described in the particular proxy statement/prospectus) referred to in the proxy statement/prospectus), (vi) general economic Changes in circumstances, including consequences. the COVID-19 pandemic, (vii) litigation related to or arising out of the proposed transactions, or any adverse changes or delays or costs therein, (viii) the effect of the announcement or suspension of the transactions on Obagi Skincare’s or Milk Makeup’s business relationships, operating results and business generally; (ix) the ability to continue to meet Nasdaq listing requirements following the completion of the proposed transactions; (x) the costs associated with the proposed transactions; (xi) the value of Waldenkast’s securities may fluctuate due to various factors, such as Waldenkast’s, Obagi Skincare’s or Milk Makeup’s inability to implement their business plans or financial their inability to meet or exceed their forecasts and changes in the combined capital structure, (xii) the ability to implement business plans, forecasts and other expectations after the completion of the proposed transactions, and identify additional opportunities; and (xiii) Obagi Skincare and Milk Makeup to implement their strategic initiatives and Ability to continue to innovate their existing products and anticipate and respond to changes in market trends and consumer preferences. The above list of reasons is not exhaustive. You should carefully consider the risks and uncertainties described in the “Risk Factors” section of Waldencast’s definitive proxy statement/prospectus and other filings or documents Waldencast may file with the SEC from time to time. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to place undue reliance on forward-looking statements, and Obagi Skincare, Milk Makeup and Waldencast undertake no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Waldencast, Obagi Skincare, or Milk Makeup make no assurance that Waldencast, Obagi Skincare or Milk Makeup, or any combined company will meet your expectations.
Contacts
Investors
ICR
Alison Malkin
waldencasir@icrinc.com
Media
ICR
Brittany Fraser
Waldencast@icrinc.com
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