Landcadia Holdings II, Inc. Reminds Stockholders To Vote In Favor Of The Business enterprise Combination With Golden Nugget On the web Gaming, Inc.

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HOUSTON, Dec. 11, 2020 /PRNewswire by way of COMTEX/ —

HOUSTON, Dec. 11, 2020 /PRNewswire/ — Landcadia Holdings II, Inc. (Nasdaq: LCA) (the “Corporation”), a distinctive purpose acquisition organization, reminds stockholders to vote in favor of the acceptance of the Company’s proposed enterprise blend (the “Business enterprise Mixture”) with Golden Nugget On-line Gaming, Inc. (“GNOG”) and the similar proposals to be voted upon at the Firm’s exclusive conference in lieu of its 2020 annual meeting of stockholders (the “Unique Conference”). In light-weight of public wellness considerations about the coronavirus (COVID-19) pandemic, the Particular Meeting will be held just about at https://www.cstproxy.com/landcadiaholdingsii/sm2020, on December 18, 2020, at 10:30 a.m., Jap time, as described in the Company’s definitive proxy statement, dated December 2, 2020 (the “Proxy Statement”).


All stockholders of record of the Firm’s popular inventory as of the shut of small business on October 29, 2020 (the “History Day”) are entitled to vote their shares represented in person by means of the virtual assembly platform or by proxy at the Particular Assembly. In link with the proposed Organization Mixture, the Business filed the Proxy Statement with the SEC on December 2, 2020, and the Proxy Assertion and proxy card ended up mailed soon thereafter to the Firm’s stockholders of the Report Day. If any of the Company’s stockholders have not obtained the Proxy Statement, such stockholder ought to ensure their proxy’s position with their broker, or contact Morrow Sodali LLC, the Company’s proxy solicitor, for assistance, toll-free of charge at (800) 662-5200 (banking institutions and brokers can phone obtain at (203) 658-9400).

Every stockholder’s vote is vital, irrespective of the quantity of shares the stockholder retains. Accordingly, the Firm requests that each and every stockholder that retains its shares in “avenue title,” meaning that their shares are held of record by a broker, bank or other nominee, must, if it has not presently performed so, speak to their broker, lender or nominee to assure that their shares are voted. In addition, all stockholders of report as of the Report Day are inspired to comprehensive, signal, day and return a proxy card to ensure that the stockholder’s shares will be represented at the Specific Meeting.

Stockholders as of the History Day can access the Unique Assembly by browsing https://www.cstproxy.com/landcadiaholdingsii/sm2020, in which such stockholders will be ready to hear to and vote through the Distinctive Assembly. You should observe that you will only be equipped to entry the Unique Assembly by implies of remote conversation at 10:30 a.m., Japanese time, on December 18, 2020.

Significant Info About the Company Mix and Wherever to Uncover It
The Corporation has submitted a Proxy Statement with the Securities and Trade Fee (the “SEC”) for the Distinctive Meeting to be held in link with its Enterprise Mix with GNOG.  The Firm’s stockholders and other interested people are suggested to read through the Proxy Assertion and files included by reference therein filed in relationship with the Enterprise Mix, as these components consist of important information and facts about GNOG, the Corporation and the Organization Mixture.  The Proxy Assertion and other related resources for the Specific Assembly were being mailed to stockholders of the Corporation as of the Document Date.  The Company’s stockholders may possibly also acquire copies of the Proxy Assertion and other documents filed with the SEC that will be included by reference therein, without having charge, at the SEC’s website web-site at www.sec.gov, or by directing a request to: Landcadia Holdings II, Inc., 1510 West Loop South, Houston, Texas 77027, Notice: Basic Counsel, (713) 850-1010. 

Contributors in the Solicitation
The Company and its administrators and executive officers may well be considered members in the solicitation of proxies from the Firm’s stockholders with regard to the Business enterprise Blend.  A listing of the names of those administrators and executive officers and a description of their pursuits in the Corporation is contained in the Company’s Proxy Assertion, which was filed with the SEC and is readily available free of charge of demand at the SEC’s internet internet site at www.sec.gov, or by directing a request Landcadia Holdings II, Inc., 1510 West Loop South, Houston, Texas 77027, Consideration: Standard Counsel, (713) 850-1010.  

GNOG and its administrators and govt officers may perhaps also be deemed to be participants in the solicitation of proxies from the stockholders of the Firm in relationship with the Business enterprise Mix.  A listing of the names of these kinds of administrators and executive officers and details regarding their interests in the Business Mixture is integrated in the proxy assertion for the Business enterprise Combination.

Forward-On the lookout Statements
This press launch features “forward-searching statements” within the that means of the “harmless harbor” provisions of the Private Securities Litigation Reform Act of 1995.  The Company’s and GNOG’s true final results may possibly differ from their anticipations, estimates and projections and consequently, you should not depend on these ahead searching statements as predictions of long run occasions.  Words this kind of as “expect,” “estimate,” “venture,” “spending plan,” “forecast,” “foresee,” “intend,” “plan,” “could,” “will,” “could,” “ought to,” “thinks,” “predicts,” “possible,” “continue on,” and very similar expressions are meant to recognize this sort of forward-searching statements.  These forward-on the lookout statements include things like, without limitation, the Company’s and GNOG’s anticipations with respect to long term general performance and predicted financial impacts of the Business Mixture, the satisfaction of the closing disorders to the Organization Blend and the timing of the completion of the Business enterprise Blend.  These forward-looking statements entail sizeable dangers and uncertainties that could bring about the actual success to vary materially from the envisioned results.  Most of these aspects are exterior the Company’s and GNOG’s handle and are challenging to forecast.  Factors that may well induce this kind of variations involve, but are not limited to: (1) the occurrence of any function, improve or other conditions that could give increase to the termination of the buy settlement for the Business enterprise Mix (the “Acquire Agreement”) or could if not trigger the Organization Blend to fall short to near, (2) the outcome of any authorized proceedings that may be instituted versus the Firm and GNOG subsequent the announcement of the Obtain Settlement and the transactions contemplated therein (3) the incapability to comprehensive the Small business Combination, which includes due to failure to obtain approval of the stockholders of the Organization or satisfy other situations to closing in the Purchase Settlement (4) the affect of COVID-19 on GNOG’s small business and/or the capability of the functions to total the Business enterprise Combination (5) the inability to receive or preserve the listing of the Firm’s shares of prevalent inventory on The Nasdaq Inventory Industry pursuing the Business Mix (6) the hazard that the Company Mix disrupts recent options and operations as a final result of the announcement and consummation of the Business Combination (7) the potential to understand the expected rewards of the Small business Mix, which may possibly be influenced by, among the other issues, competitiveness, the means of GNOG to grow and take care of progress profitably and keep its critical employees (8) costs related to the Company Mixture (9) alterations in relevant legislation or regulations (10) the possibility that GNOG or the Organization may be adversely affected by other financial, enterprise, and/or competitive things and (11) other threats and uncertainties indicated from time to time in the proxy statement relating to the Business enterprise Combination, together with people under “Danger Aspects” therein, and in the Firm’s other filings with the SEC.  The foregoing list of aspects is not exclusive.   Viewers are cautioned not to put undue reliance on any ahead-seeking statements, which speak only as of the day manufactured.  Neither GNOG nor the Corporation undertakes or accepts any obligation or enterprise to launch publicly any updates or revisions to any ahead-wanting statements to mirror any change in its expectations or any adjust in functions, circumstances or situation on which any these types of statement is based. 

No Present or Solicitation
This press release shall not represent a solicitation of a proxy, consent or authorization with regard to any securities or in respect of the Organization Combination.  This press release shall also not constitute an offer to sell or the solicitation of an give to get any securities, nor shall there be any sale of securities in any states or jurisdictions in which these offer you, solicitation or sale would be illegal prior to registration or qualification under the securities regulations of any this kind of jurisdiction.  No giving of securities shall be made except by means of a prospectus conference the necessities of portion 10 of the Securities Act of 1933, as amended, or an exemption therefrom.

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