SilverBox Corp IV
For the period ended Aug 6, 2025. Filed Aug 7, 2025.
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Aug 6, 2025 · Filed Aug 7, 2025
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Contents
EX-99.2 · PROXY STATEMENT
proxy statement or other report or document to be filed or furnished by SBXD, the Company or PubCo , or any other report or document to be filed by PubCo following completion of the Business Combination with the Securities and Exchange Commission (the “SEC”). Trademarks and Intellectual Property All trademarks, service marks, and trade names of any Party or their respective affiliates used herein are trademarks, servic e m arks, or registered trade names of such Party or its respective affiliate, respectively, as noted herein. Any other product, company names, or logos mentioned herein are the trademarks and/or intellectual property of their respective owners, an d their use is not alone intended to, and does not alone imply, a relationship with any Party, or an endorsement or sponsorship by or of any Party. Solely for convenience, the trademarks, service marks and trade names referred to in this Pre sentation may appear without the *, TM or SM symbols, but such references are not intended to indicate, in any way, that any Party or the applicable rights owner will not assert, to the fullest extent under applicable law, their rights or the right of the applicable owner or licensor to these trademarks, service marks and trade names. STRICTLY CONFIDENTIAL
3 DISCLAIMERS AND OTHER IMPORTANT INFORMATION STRICTLY CONFIDENTIAL Additional Information and Where to Find It PubCo , the Company and SBXD intend to file with the SEC the registration statement on Form S - 4 (as amended or supplemented from time to time, the “Registration Statement”), which will include a preliminary proxy statement of SBXD and a prospectus of PubCo (the “Proxy Statement/Prospectus”) in connection with the Transactions (as defined below). The definitive proxy statement and o ther relevant documents will be mailed to shareholders of SBXD as of a record date to be established for voting on the Transactions and other matters as described in the Proxy Statement/Prospectus. SBXD, the Com pan y and/or PubCo will also file other documents regarding the Transactions with the SEC. This Presentation does not contain all of the information that should be considered concerning the Transactions and is not intended to form the ba sis of any investment decision or any other decision in respect of the Transactions. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, SHAREHOLDERS OF SBXD AND OTHER INTERESTED PARTIES ARE URGED TO READ, WHEN AVAILABLE, THE PRELI MIN ARY PROXY STATEMENT/PROSPECTUS, AND AMENDMENTS THERETO, AND THE DEFINITIVE PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH SBXD’S SOLICITATION OF PROXIES FOR THE EXTRAORDINARY GENERAL MEETING OF ITS SHAREHOLDERS TO BE HELD TO APPROVE THE TRANSACTIONS AND OTHER MATTERS AS DESCRIBED IN TH E P ROXY STATEMENT/PROSPECTUS BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT SBXD, THE COMPANY, PUBCO AND THE TRANSACTIONS. Investors and security holders will a lso be able to obtain copies of the Registration Statement and the Proxy Statement/Prospectus and all other documents filed or that will be filed with the SEC by SBXD and PubCo , without charge, once available, on the SEC’s website at www.sec.gov or by directing a request to: SilverBox Corp IV, 8701 B ee Cave Road, Austin, TX 78746, or upon written request to PubCo , via email at info@sbcap.com. NEITHER THE SEC NOR ANY STATE SECURITIES REGULATORY AGENCY HAS APPROVED OR DISAPPROVED THE TRANSACTIONS DESCRIBED HEREIN, PAS SED UPON THE MERITS OR FAIRNESS OF THE TRANSACTIONS OR ANY RELATED TRANSACTIONS OR PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURE IN THIS CURRENT REPORT. ANY REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE. Participants in Solicitation SBXD, the Company, PubCo and their respective directors, executive officers, certain of their shareholders and other members of management and employe es may be deemed under SEC rules to be participants in the solicitation of proxies from SBXD’s shareholders in connection with the Transactions. A list of the names of such persons, and information regarding the ir interests in the Transactions and their ownership of SBXD’s securities are, or will be, contained in SBXD’s filings with the SEC, including SBXD’s Annual Report on Form 10 - K for the year ended December 31, 2024 filed with the SEC on Mar ch 13, 2025 (“SBXD Annual Report”) and SBXD’s Quarterly Report on Form 10 - Q for the period ended March 31, 2025, filed with the SEC on May 13, 2025. Additional information regarding the interests of the persons who may, under SE C r ules, be deemed participants in the solicitation of proxies of SBXD’s shareholders in connection with the Transactions, including the names and interests of PubCo’s directors and executive officers, will be set forth in the Registration Statement and Proxy Statement/Prospectus, which is ex pe cted to be filed by PubCo , the Company and SBXD with the SEC. Investors and security holders may obtain free copies of these documents as described above.
4 DISCLAIMERS AND OTHER IMPORTANT INFORMATION Forward Looking Information This Presentation (and any oral statements regarding the subject matter of this Presentation) contains certain forward - looking s tatements within the meaning of the U.S. federal securities laws with respect to the Parties and the transactions contemplated in the Business Combination Agreement (collectively, the “Transactions”). The expectations, estimates, and proje cti ons of the businesses of the Company and SBXD may differ from their actual results and consequently, you should not rely on these forward - looking statements as predictions of future events. Words such as “expect,” “estimate,” “projec t,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believe,” “predict,” “potential,” “continue,” and similar expressions are intended to identify such forward - looking statements. These forward - looking statements include, without limitation, future performance and anticipated financial impacts of the Transactions, the satisfaction of the closing conditions to the Transactions, and the timing of the completion of the Transactions. These f orw ard - 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 of the control of the Company, PubCo and SBXD and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the Trans ac tions not being completed in a timely manner or at all, which may adversely affect the price of SBXD’s securities; (2) the Transact ion s not being completed by SBXD’s business combination deadline; (3) the failure by the parties to satisfy the conditions to the consummation of the Transactions, including the
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