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Longview Acquisition Corp. Stockholders Approve Business Combination with Butterfly Network, Inc.

·7 min read

NEW YORK, Feb. 12, 2021 /PRNewswire/ -- Longview Acquisition Corp. (NYSE: LGVW.U, LGVW, LGVW WS) , a special purpose acquisition company sponsored by an affiliate of Glenview Capital Management, LLC, announced today that its stockholders voted to approve the proposed business combination with Butterfly Network, Inc. with nearly 100% of the shares of Longview voted at the Special Meeting in favor of the business combination proposal. A total of six proposals were considered and approved by stockholders at the Special Meeting on February 12, 2021. A Form 8-K disclosing the full voting results will be filed with the Securities and Exchange Commission on February 16, 2021.

(PRNewsfoto/Longview Acquisition Corp.)
(PRNewsfoto/Longview Acquisition Corp.)

Additionally, the deadline for electing redemptions has passed and Longview will have approximately $589 million in cash prior to the business combination, which includes $175 million to be received in the previously announced private placement, which is expected to close concurrently with the business combination.

With this successful stockholder vote the proposed business combination is expected to close shortly. Following the closing, the combined company will be renamed Butterfly Network, Inc. and trade on the New York Stock Exchange under the ticker symbol "BFLY".

"We would like to thank the shareholders of Longview for their partnership and confidence in us since our May 20, 2020 IPO," said John Rodin, CEO of Longview. "We are proud to bring together financial and human capital, industry expertise, connectivity and an extraordinary growth company to significantly accelerate medical innovation, raise the standard of care, reduce cost and improve wellness through Butterfly, the New Image of Health."

"We are grateful to Dr. Jonathan Rothberg and the team of brilliant scientists who invested nine years to create and perfect Ultrasound-on-a-Chip, bringing true mobility, accessibility and broad utility to medical imaging," said Larry Robbins, Chairman of Longview. "We thank Butterfly and Jonathan for their confidence and trust in partnering with Longview as their accelerator, and we are excited to lock arms with the medical community to deliver professionals and patients powerful and affordable tools to promote wellness and healing."

About Longview Acquisition Corp.

Longview was formed to partner with high-quality, growing companies to facilitate their successful entry to the public markets. Longview is sponsored by an affiliate of Glenview Capital Management, a registered investment adviser with a track record of creating value through constructive partnerships with companies operating in the public markets.

About Butterfly Network

Founded by Dr. Jonathan Rothberg in 2011, Butterfly has created the world's first handheld, single-probe whole-body ultrasound system, Butterfly iQ. Butterfly Network's mission is to enable universal access to superior medical imaging, making high-quality ultrasound affordable, easy-to-use, globally accessible, and intelligently connected, including for the 4.7 billion people around the world lacking access to ultrasound. Through its proprietary Ultrasound-On-Chip™ technology, Butterfly Network is paving the way for earlier detection and remote management of health conditions around the world. The Butterfly iQ can be purchased online today by healthcare practitioners in the United States, Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Ireland, Italy, the Netherlands, New Zealand, Norway, Poland, Portugal, Spain, Sweden, Switzerland, and the United Kingdom.

Forward-Looking Statements

This press release includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Longview's and Butterfly's actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue," and similar expressions (or the negative versions of such words or expressions) are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, Longview's and Butterfly's expectations with respect to the expected closing of the Business Combination. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside Longview's and Butterfly's control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the ability of Longview and Butterfly prior to the Business Combination, and New Butterfly following the Business Combination, to meet the closing conditions in the Business Combination Agreement; (2) the occurrence of any event, change or other circumstances, including the outcome of any legal proceedings that may be instituted against Longview and Butterfly following the announcement of the Business Combination Agreement and the transactions contemplated therein, that could give rise to the termination of the Business Combination Agreement or could otherwise cause the transactions contemplated therein to fail to close; (3) the inability to obtain or maintain the listing of the combined company's Class A common stock on the New York Stock Exchange, as applicable, following the Business Combination; (4) the risk that the Business Combination disrupts current plans and operations as a result of the announcement and consummation of the Business Combination; (5) the inability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition and the ability of the combined company to grow and manage growth profitably and retain its key employees; (6) costs related to the Business Combination; (7) changes in applicable laws or regulations; (8) the inability of the combined company to raise financing in the future; (9) the success, cost and timing of Butterfly's and the combined company's product development activities; (10) the inability of Butterfly or the combined company to obtain and maintain regulatory approval for their products, and any related restrictions and limitations of any approved product; (11) the inability of Butterfly or the combined company to identify, in-license or acquire additional technology; (12) the inability of Butterfly or the combined company to maintain Butterfly's existing license, manufacturing, supply and distribution agreements; (13) the inability of Butterfly or the combined company to compete with other companies currently marketing or engaged in the development of products and services that Butterfly is currently marketing or developing; (14) the size and growth potential of the markets for Butterfly's and the combined company's products and services, and each of their ability to serve those markets, either alone or in partnership with others; (15) the pricing of Butterfly's and the combined company's products and services and reimbursement for medical procedures conducted using Butterfly's and the combined company's products and services; (16) Butterfly's and the combined company's estimates regarding expenses, future revenue, capital requirements and needs for additional financing; (17) Butterfly's and the combined company's financial performance; (18) the impact of COVID-19 on Butterfly's business and/or the ability of the parties to complete the Business Combination; and (19) other risks and uncertainties indicated from time to time in the proxy statement/prospectus relating to the Business Combination, including those under "Risk Factors" in the Registration Statement on Form S-4, as amended, and in Longview's other filings with the SEC.

Longview and Butterfly caution that the foregoing list of factors is not exclusive. Longview and Butterfly caution readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Longview and Butterfly do not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

Media Contact:

Longview Acquisition Corp.
John Rodin


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SOURCE Longview Acquisition Corp.