Robbins Geller Rudman & Dowd LLP and Andrews & Springer LLC Announce Notice of Pendency and Proposed Settlement of Stockholder Class Action For All Holders of Sports Entertainment Acquisition Corp. ("SEAC") Class A Common Stock Who Did Not Redeem All of Their Shares as of the Closing of the Merger on January 27, 2022

WILMINGTON, Del., July 17, 2025 /PRNewswire/ -- 

IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

SUMMARY NOTICE OF PENDENCY AND PROPOSED
SETTLEMENT OF STOCKHOLDER CLASS ACTION, SETTLEMENT
HEARING, AND RIGHT TO APPEAR

THIS NOTICE WAS AUTHORIZED BY THE COURT OF CHANCERY OF THE STATE OF DELAWARE (THE "COURT").  IT IS NOT A LAWYER SOLICITATION.  PLEASE READ THIS NOTICE CAREFULLY AND IN ITS ENTIRETY.  YOUR RIGHTS WILL BE AFFECTED BY A CLASS ACTION LAWSUIT PENDING IN THE COURT.

YOU ARE HEREBY NOTIFIED, pursuant to an Order of the Court and Court of Chancery Rule 23, that: (i) the above-captioned action (the "Action") has been preliminarily certified as a class action on behalf of a class of all holders of SEAC Class A common stock who did not redeem all of their shares of SEAC Class A common stock as of the closing of the Merger, including their heirs, successors, transferees, and assigns who obtained shares by operation of law, but excluding certain Excluded Persons (the "Class"); and (ii) Plaintiff and Defendants in the Action have reached an agreement to settle the Action for $12,000,000 in cash (the "Settlement").  If the Settlement is approved, it will resolve all claims in the Action.  Any capitalized terms used in this Summary Notice that are not otherwise defined herein shall have the meanings ascribed to them in the Revised Stipulation and Agreement of Compromise, Settlement, and Release dated July 11, 2025 (the "Stipulation"), and the Notice of Pendency and Proposed Settlement of Stockholder Class Action, Settlement Hearing, and Right to Appear ("Notice"), copies of which can be obtained at www.SEACStockholderSettlement.com.

A hearing will be held on September 15, 2025, at 11:00 a.m., before the Honorable Lori W. Will, Vice Chancellor, at the Court of Chancery of the State of Delaware, Leonard L. Williams Justice Center, 500 North King Street, Wilmington, DE 19801, for the purpose of determining: (i) whether to finally certify the Class for settlement purposes only, pursuant to Court of Chancery Rules 23(a), 23(b)(1), and 23(b)(2); (ii) whether Plaintiff and Plaintiff's Counsel have adequately represented the Class, and whether Plaintiff should be finally appointed as Class Representative for the Class and Plaintiff's Counsel should be finally appointed as Class Counsel for the Class; (iii) whether the proposed Settlement should be approved as fair, reasonable, and adequate to Plaintiff and the other members of the Class and in their best interests; (iv) whether the proposed Order and Final Judgment approving the Settlement, dismissing the Action with prejudice, and granting the Releases provided under the Stipulation should be entered; (v) whether the proposed Plan of Allocation of the Net Settlement Fund is fair and reasonable, and should therefore be approved; (vi) whether and in what amount any Fee and Expense Award to Plaintiff's Counsel should be paid out of the Settlement Fund, including any service award to Plaintiff to be paid solely from any Fee and Expense Award; (vii) to hear and rule on any objections to the Settlement, the proposed Plan of Allocation, Plaintiff's Counsel's application for a Fee and Expense Award, and/or any service award to Plaintiff; and (viii) to consider any other matters that may properly be brought before the Court in connection with the Settlement.

If you held shares of SEAC Class A common stock, either of record or beneficially, that were not redeemed as of the closing of the Merger on January 27, 2022, your rights may be affected by the settlement of this Action.  If you have not received a detailed Notice and a copy of the Proof of Claim and Release form ("Proof of Claim"), you may obtain copies (as well as a copy of the Stipulation) by writing to, SEAC Stockholder Settlement, c/o A.B. Data, Ltd., PO Box 173046, Milwaukee, WI 53217, or by downloading this information at www.SEACStockholderSettlement.com.  If you are a member of the Class, in order to share in the distribution of the Net Settlement Fund, you must either submit a Proof of Claim online at www.SEACStockholderSettlement.com by October 15, 2025, or by mail to be received no later than October 15, 2025, establishing that you are entitled to a recovery.¹

The Class is a non-"opt-out" class pursuant to Court of Chancery Rules 23(a), 23(b)(1), and 23(b)(2).  Accordingly, Class Members will be bound by any judgment entered in the Action pursuant to the terms and conditions of the Stipulation.

Any objection to the Settlement must be filed with the Register in Chancery at the address set forth below and served on Plaintiff's Counsel and Defendants' Counsel (electronically by File & ServeXpress, by hand, by first-class U.S. mail, by express service, or by email) at the addresses below, such that it is received no later than September 2, 2025:

PLEASE DO NOT CONTACT THE COURT, THE REGISTER IN CHANCERY, DEFENDANTS, OR DEFENDANTS' COUNSEL REGARDING THIS NOTICE.  If you have any questions about the Settlement, you may contact counsel for Plaintiff at the addresses listed above, call 1-800-449-4900, email [email protected], or go to the following website: www.SEACStockholderSettlement.com.

¹     Proofs of Claim that are legibly postmarked no later than October 15, 2025 will be treated as received on the postmark date.  Please be advised that the U.S. Postal Service may not postmark mail which is not presented in person.

SOURCE Robbins Geller Rudman & Dowd LLP and Andrews Springer LLC