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MARCH 20, 2019

OneSpaWorld Holdings Comments on Start of Trading

NEW YORK, NY–(March 20, 2019)—OneSpaWorld Holdings Limited (“OSW” or the “Company”), which, on March 19, 2019, acquired Haymaker Acquisition Corp. (NASDAQ: HYAC) (“Haymaker”), a publicly traded special purpose acquisition company, and OneSpaWorld, the pre-eminent global provider of health and wellness products and services onboard cruise ships and in destination resorts around the world, commented on the expected commencement of trading of its common shares and warrants.

MARCH 19, 2019

Haymaker Acquisition Corp. Completes Business Combination with OneSpaWorld Combine Under New Holding Company, OneSpaWorld Holdings Limited Combined Company will trade on the Nasdaq Stock Market under “OSW”

NEW YORK, NY–(March 19, 2019)– Haymaker Acquisition Corp. (NASDAQ: HYAC) (“Haymaker”), a publicly traded special purpose acquisition company, and OneSpaWorld (“OSW”), the pre-eminent global provider of health and wellness products and services onboard cruise ships and in destination resorts around the world, announced today that having satisfied all closing requirements, they completed their previously announced business combination. Under the terms of the agreement, Haymaker and OneSpaWorld combined under the new holding company, OneSpaWorld Holdings Limited (“OSW Holdings” or the “Company”), in a business combination involving $850.7 million in total consideration. The business combination was approved by Haymaker’s stockholders on March 6, 2019 with more than 96% of the voted shares voting in favor of the business combination. OneSpaWorld was sold by Steiner Leisure Limited (“Steiner”), a portfolio company of L Catterton, the largest and most global consumer-focused private equity firm in the world.

MARCH 6, 2019

Haymaker Acquisition Corp. Stockholders Overwhelmingly Approve Business Combination with OneSpaWorld

NEW YORK, NY–(March 6th)– Haymaker Acquisition Corp. (NASDAQ: HYAC) (“Haymaker”), a publicly traded special purpose acquisition company, and OneSpaWorld (“OSW”), the pre-eminent global provider of health and wellness products and services onboard cruise ships and in destination resorts around the world, today, announced that the business combination was approved by Haymaker’s stockholders. The transaction is expected to close on or prior to March 31, 2019 subject to the satisfaction of customary closing conditions.

FEBRUARY 28, 2019

Haymaker Announces OneSpaWorld’s New Contract for All Norwegian Cruise Line Ships Contract Includes All 26 Ships Across Norwegian’s Three Award Winning Brands

(New York, NY) – February 28, 2019 – Haymaker Acquisition Corp. (NASDAQ: HYAC) (“Haymaker”), announced that OneSpaWorld (“OSW”) has entered into a new agreement with Norwegian Cruise Line Holdings Ltd. (“NCLH”). The new agreement extends the term of the original agreement to ten years for the 16 ships currently sailing under the Norwegian Cruise Line banner (“NCL”) and covers all new NCL ships that come into service during the term. Additionally, commencing in 2020, OSW will become the exclusive health and wellness provider on all NCLH operated ships. The expanded relationship adds a minimum of 13 ships to the OSW fleet – 10 ships currently in the NCLH fleet and 3 soon to be commissioned ships which have been announced. Collectively, these 13 ships represent an 8% increase in the number of ships in OSW’s fleet.

FEBRUARY 19, 2019

Haymaker Announces Special Meeting Date to Approve Proposed Business Combination with Steiner Leisure’s OneSpaWorld business to form OneSpaWorld Holdings

(New York, NY) – February 19, 2019 – Haymaker Acquisition Corp. (NASDAQ: HYAC) (the “Company”), announced that it has scheduled the special meeting of its stockholders (the “Special Meeting”) to approve the proposed business combination (the “Business Combination”) between the Company and the OneSpaWorld business of Steiner Leisure Limited for March 6, 2019. The Business Combination will result in the formation of OneSpaWorld Holdings Limited (“OSW”). The Company also announced that it has filed its definitive proxy statement for the Special Meeting and commenced mailing to its stockholders of record as of February 11, 2019, the record date for the Special Meeting. The closing of the Business Combination is subject to approval of the Company’s stockholders and the satisfaction of other customary closing conditions and is expected to close promptly after the Special Meeting.

JANUARY 9, 2019

OneSpaWorld to Present at the 21st Annual ICR Conference

(New York, NY) – January 9, 2019 – Haymaker Acquisition Corp. (NASDAQ: HYAC) (“Haymaker”), a publicly traded special purpose acquisition company, today announced that OneSpaWorld (“OSW”), the pre-eminent global provider of health and wellness products and services onboard cruise ships and in destination resorts around the world will present at the 21st Annual ICR Conference, held at the Grande Lakes Orlando in Orlando, FL. The presentation will be held on Monday, January 14, 2019 at 1:00 p.m. Eastern Time. Leonard Fluxman, Executive Chairman; Glenn Fusfield, President and Chief Executive Officer; and Stephen Lazarus, Chief Financial Officer and Chief Operating Officer, will host the presentation.

JANUARY 8, 2019

Haymaker Updates Terms of Business Combination with OneSpaWorld Release

(New York, NY) – January 8, 2019 – Haymaker Acquisition Corp. (NASDAQ: HYAC) (“Haymaker”), a publicly traded special purpose acquisition company, and OneSpaWorld (“OSW” or the “Company”), the pre-eminent global operator of health and wellness centers onboard cruise ships and a leading operator of health and wellness centers of destination resorts worldwide, announced today that they have amended their definitive business combination agreement, which was entered into on November 1, 2018, due to recent market performance. The amended agreement continues to reflect that Haymaker and OSW will combine under a new holding company, OneSpaWorld Holdings Limited (“OSW Holdings”), which is expected to be listed on the Nasdaq Stock Market under the symbol “OSW.” OSW is being sold by Steiner Leisure Limited (“Steiner”), a portfolio company of L Catterton, the largest and most global consumer-focused private equity firm in the world. The Company continues to expect fiscal 2018 operating performance in line with its expectations provided on November 1, 2018.

NOVEMBER 9, 2018

Analyst & Investor Meeting

(New York, NY) – November 9, 2018 – Haymaker Acquisition Corp. (NASDAQ: HYAC) (“Haymaker”), a publicly traded special purpose acquisition company, and OneSpaWorld (“OSW” or the “Company”), the pre-eminent global provider of health and wellness products and services onboard cruise ships and in destination resorts around the world, today announced that the companies will host a meeting for the analyst and investment community on Thursday, November 15, 2018 at the Lotte New York Palace Hotel at 455 Madison Avenue, New York, NY to discuss their recent business combination. Management will provide formal remarks followed by a question and answer session with the meeting taking place from 9:00 a.m. to 11:00 a.m. Eastern Time.

NOVEMBER 1, 2018

Business Combination Announcement

(New York, NY) – November 1, 2018 – Haymaker Acquisition Corp. (NASDAQ: HYAC) (“Haymaker”), a publicly traded special purpose acquisition company, and OneSpaWorld (“OSW” or the “Company”), the pre-eminent global provider of health and wellness products and services onboard cruise ships and in destination resorts around the world, announced today that they, and certain other related parties, have entered into a definitive business combination agreement. Under the terms of the agreement, Haymaker and OSW will combine under a new holding company, OneSpaWorld Holdings Limited (“OSW Holdings”) which is expected to be listed on the Nasdaq Stock Market under the symbol “OSW.” OSW is being sold by Steiner Leisure Limited (“Steiner”), a portfolio company of L Catterton, the largest and most global consumer-focused private equity firm in the world.

Forward Looking Statements:

This website includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “forecast,” “intend,” “seek,” “target,” “anticipate,” “believe,” “will,” “expect,” “estimate,” “plan,” “outlook,” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Such forward-looking statements include statements about our beliefs and expectations and the estimated financial information and other projections contained herein. Such forward-looking statements with respect to revenues, earnings, performance, strategies, prospects and other aspects of the businesses of OSW, Haymaker or the combined company after completion of the Business Combination are based on current expectations that are subject to risks and uncertainties. A number of factors could cause actual results or outcomes to differ materially from those expressed or implied by such forward-looking statements. These factors include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of negotiations and any subsequent definitive agreements with respect to the Business Combination; (2) the possibility that the terms and conditions set forth in any definitive agreements with respect to the Business Combination may differ materially from the terms and conditions set forth in the Term Sheet; (3) the outcome of any legal proceedings that may be instituted against Haymaker, the combined company or others following the announcement of the Business Combination and any definitive agreements with respect thereto; (4) the inability to complete the Business Combination due to the failure to obtain approval of the stockholders of Haymaker, to obtain financing to complete the Business Combination or to satisfy other conditions to closing in the Term Sheet and subsequent definitive agreements with respect to the Business Combination; (5) changes to the proposed structure of the Business Combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the Business Combination; (6) the ability to meet NASDAQ’s listing standards following the consummation of the Business Combination; (7) the risk that the Business Combination disrupts current plans and operations of OSW as a result of the announcement and consummation of the Business Combination; (9) the ability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers, cruise operators, hotels and suppliers, obtain adequate supply of products and retain its management and key employees; (8) costs related to the Business Combination; (10) changes in applicable laws or regulations; (11) the possibility that OSW or the combined company may be adversely affected by other economic, business, and/or competitive factors; (12) OSW estimates of expenses and profitability; (13) the impact of foreign currency exchange rates and interest rate fluctuations on the results of OSW or the combined company; and (14) other risks and uncertainties indicated from time to time in the final prospectus of Haymaker, including those under “Risk Factors” therein, and other documents filed or to be filed with the Securities and Exchange Commission (“SEC”) by Haymaker. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. OSW and Haymaker undertake no commitment to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 

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The information on this website shall not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction. The information on this website shall also not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of section 10 of the Securities Act of 1933, as amended.

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