Independent director nominees include former
UPS CFO Richard Peretz, Sense Photonics CEO and former Google
automotive services program lead Shauna McIntyre, CDK Global CEO
and former Intel CEO Brian Krzanich, and Raymour & Flanigan
Chairman and CEO Neil Goldberg
Seasoned leaders bring experience across
emerging mobility technologies, software and data connectivity,
vehicle distribution and commercial delivery
Electric Last Mile, Inc. (ELMS), a commercial electric vehicle
(EV) solutions company, and Forum Merger III Corporation (NASDAQ:
FIII, FIIIU, FIIIW) (Forum) today announced the nominees for the
board of directors of the combined company that will result from
the previously announced combination of Forum, a special purpose
acquisition company, and ELMS. The director nominees bring decades
of leadership across the technology, mobility and commercial
delivery sectors. Following the proposed business combination, the
common stock of the post-combination company is expected to
continue to be listed on The Nasdaq Stock Market.
The director nominees for the post-combination company are
former UPS CFO Richard Peretz, Sense Photonics CEO and former
Google automotive services program lead Shauna McIntyre, CDK Global
CEO and former Intel CEO Brian Krzanich, Raymour & Flanigan
Chairman and CEO Neil Goldberg, Forum’s Co-CEO and CFO David Boris,
ELMS Co-Founder and CEO James Taylor and ELMS Co-Founder and
Executive Chairman Jason Luo. Messrs. Goldberg and Boris currently
serve on the board of directors of Forum.
“I look forward to working with such a seasoned and diverse
board of directors as ELMS prepares to begin production of its
first vehicle,” said ELMS Co-Founder and CEO, James Taylor. “The
directors’ collective experience in emerging mobility technologies,
software and connected data, automotive distribution and commercial
delivery aligns with our future business strategy and will help us
to execute our shared vision of transforming the last mile delivery
market with efficient and sustainable solutions.”
Richard Peretz, Former CFO, United Parcel Service,
Inc. (UPS) Fortune 50 Financial Leadership and Global Last Mile
Delivery Expertise Independent Director Nominee
Richard has nearly four decades of financial and operating
experience in the last mile industry. As CFO and a member of the
UPS Management Committee, Richard oversaw all financial operations
and served as the company’s senior liaison to the investor, finance
and analyst community. He brings significant international
experience, having served as International Chief Financial Officer,
during which time he opened UPS operations in China. Richard also
helped expand the company’s international small package footprint
in Poland, Japan, the United Kingdom, eastern Europe, South Korea,
Vietnam and Costa Rica among others. Richard also brings extensive
operations, leadership and M&A experience, having overseen the
acquisitions of healthcare companies Polar Speed, Poltraf, Cemelog
and Pieffe Group, as well as the acquisitions of iParcel and Kiala
to strengthen UPS’s business-to-consumer portfolio. He also was a
member of the team that managed UPS’s initial public offering in
1999, at the time the largest in U.S. history.
Shauna McIntyre, CEO, Sense Photonics, Inc. and Former
program lead, Google automotive services, Alphabet, Inc.
Operating Executive at the Intersection of Technology and Mobility
Independent Director Nominee
Shauna is a seasoned executive with operating experience at the
intersection of technology and mobility. Since April 2020, she has
served as CEO of Sense Photonics, Inc., a 3D vision company
building high-performance, mass manufacturable LiDAR solutions for
next-generation transportation needs. She previously led Google’s
automotive services program, during which time she released Google
products, including Google Maps, into automakers’ new vehicle
models. Prior to this, she served as Chief of Staff for Google’s
consumer electronics division, which combines the best of Google
AI, software, and hardware. Shauna earlier led the U.S. New
Mobility Practice for management consulting firm, Egon Zehnder, and
was VP of Honeywell’s Commercial Vehicle Turbocharger platform.
Shauna began her career at Ford, where she automated manufacturing
plants overseas and led final assembly production, and later joined
McKinsey & Company as a management consultant. Shauna holds a
Bachelor of Science and Master of Science in Mechanical Engineering
from UCLA and UC Berkeley, respectively, and an M.B.A. from the
Harvard Business School. She is the co-founder of the North
American Council for Freight Efficiency (NACFE). Since 2019, she
has served on the Board of Directors of Lithia Motors (NYSE: LAD),
one of the largest providers of personal transportation solutions
in the U.S.
Brian Krzanich, CEO, CDK Global LLC and Former CEO,
Intel Corporation Leadership Across the Technology Ecosystem
and in Manufacturing and Supply Chain Independent Director
Nominee
Brian is an experienced leader of companies developing
transformational technologies. He is currently CEO of CDK Global
LLC (CDK Global), which provides integrated technology solutions to
auto, truck, motorcycle, marine, recreational and heavy equipment
dealers worldwide. Prior to joining CDK Global, Brian served as CEO
of Intel Corporation from May 2013 to June 2018. As CEO, Brian led
Intel’s transition from a PC-centric to a data-focused company and
oversaw the acquisition of emerging technology companies such as
autonomous driving company Mobileye. Brian also led the
transformation of Intel’s workforce, pledging to invest $300
million to improve diversity at the company. He joined Intel in
1982 as an engineer, ultimately serving as President and General
Manager of Assembly and Test, SVP and General Manager of
Manufacturing and Supply Chain and EVP and COO, responsible for
global manufacturing, supply chain, human resources and information
technology. Brian currently serves on the Boards of AMS AG and
Footprint US. He previously served on the Boards of Deere &
Company and Semiconductor Industry Association, as well as the
Chair of the FAA Drone Advisory Committee, which advises the
Federal Aviation Administration.
Neil Goldberg, Chairman and CEO, Raymour &
Flannigan Furniture and Holdings Experienced Retailer and Real
Estate Developer Independent Director Nominee
Neil has 45 years of retailing, merchandising and general
management experience. He currently serves as Chairman and CEO of
Raymour & Flannigan Furniture and Holdings, one of the largest
furniture retailers in the U.S. Over his tenure, he has led the
growth of Raymour & Flannigan from three local stores in 1972
to its current 130 locations across seven Northeast states,
employing more than 6,500 people. In addition, Neil has been active
on numerous national industry boards including the National Home
Furnishing Association, the Home Furnishing Council, the American
Furniture Hall of Fame and FurnitureFan.com. He has also
participated on the board of local and national charitable
organizations including the HSBC Bank Regional Board, the
Metropolitan Development Association, Say Yes to Education, the
Salvation Army of Central New York and the Syracuse University
School of Management. Neil served as a Director of Forum Merger
Corporation and Forum Merger II Corporation and currently serves as
a Director of Forum.
David Boris, Co-CEO and CFO, Forum Merger III
Corporation SPAC Pioneer with Significant Financial and Capital
Markets Experience
David has over 30 years of Wall Street experience in mergers and
corporate finance and has been involved in approximately 20 SPAC
transactions as a board member, underwriter and M&A advisor,
including ten business combinations totaling over $5.0 billion. He
is currently Co-CEO and CFO and a Director of Forum and a Director
of Tattooed Chef, Inc., which completed its merger with Forum
Merger II Corporation in October 2020. David previously was a
Director of ConvergeOne (NASDAQ: CVON), which merged with Forum
Merger Corporation in a business combination. Earlier, David served
as Senior Managing Director and Head of Investment Banking at Pali
Capital, Inc., an investment banking firm, and prior to this was a
founding member and Managing Director of Morgan Joseph & Co.
Inc.
James Taylor, Co-Founder and CEO, Electric Last Mile,
Inc. (ELMS) Seasoned Leader of Global Automotive Brands
James is a highly accomplished automotive executive with over 30
years of experience building and leading global automotive brands.
As Co-Founder and CEO of ELMS, he is now applying his extensive
experience to disrupt the commercial last mile delivery sector.
James has spent the last decade in the emerging EV segment, most
recently as CEO of SF Motors and Chief Sales and Marketing Officer
at Karma Automotive, where he established the company’s brand and
market positioning and built a successful network for sales,
service and distribution focused on providing a world-class
customer experience. James was previously one of the founding
members of Workhorse Group and served as the company’s Chairman and
CEO. During his tenure, he raised capital investments and pivoted
the company’s focus from the electrification of cars and SUVs to
medium duty commercial trucks. Earlier, James ran some of General
Motors’ most well-known and unique brands, serving as President of
Cadillac and CEO of Hummer. James graduated from McMaster
University with a degree in Mechanical Engineering and
Business.
Jason Luo, Co-Founder Executive Chairman, Electric
Last Mile, Inc. Leader in Automotive Safety with Proven Record
of Shareholder Value Creation
Co-Founder and Executive Chairman of ELMS, Jason brings senior
leadership experience from some of the world’s most prominent
automotive OEMs, mobility safety companies and private equity
firms. In addition to ELMS, Jason is currently an Operating
Executive at Crestview Partners, a private equity firm focused on
industrials, media and financial services. Earlier, Jason was
Chairman and CEO of Ford China, where he oversaw all operations for
the 1.2 million vehicle business and the company’s joint venture
partnership with Changan Automobile. Previously, Jason served for
nearly a decade as CEO of Key Safety Systems (now Joyson Safety
Systems), one of the largest automotive safety companies in the
world. During his transformational tenure, he expanded Key Safety
Systems’ global operations and led an active M&A program that
saw the company’s acquisition by Crestview Partners, FountainVest
Partners and later Ningbo Joyson Electronic Corp. His tenure
culminated with the company’s acquisition of Takata Corporation for
$1.6 billion, creating the second-largest airbag maker globally
with $7.5 billion in annual sales and more than 60,000 employees.
Jason currently serves on the board of directors of Accuride, Elo
Touch Solutions, ATC Drivetrain and Sybridge Technologies. He was
named the Regional Entrepreneur of the Year in 2015 by Ernst &
Young for entrepreneurial excellence in the automotive supplier
category.
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. Forum and ELMS’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 are intended to identify such
forward-looking statements. These forward-looking statements
include, without limitation, Forum’s and ELMS’s expectations with
respect to future performance and anticipated financial impacts of
the business combination, the satisfaction of the closing
conditions to the business combination, the size, demands and
growth potential of the markets for ELMS’s products and ELMS’s
ability to serve those markets, ELMS’s ability to develop
innovative products and compete with other companies engaged in the
commercial delivery vehicle industry and/or the electric vehicle
industry, ELMS’s ability to attract and retain customers, the
estimated go to market timing and cost for ELMS’s products, the
implied valuation of ELMS and the timing of the completion 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 Forum’s and ELMS’s control and are
difficult to predict. Factors that may cause such differences
include, but are not limited to: (1) the occurrence of any event,
change or other circumstances that could give rise to the
termination of the agreement and plan of merger (“Merger
Agreement”) relating to the business combination or could otherwise
cause the business combination to fail to close; (2) the inability
of ELMS to (x) execute the transaction agreements for the Carveout
Transaction (as defined below) that are in form and substance
acceptable to Forum (at Forum’s sole discretion), (y) acquire a
leasehold interest or fee simple title to the Indiana manufacturing
facility or (z) secure key intellectual property rights related to
its proposed business; (3) the outcome of any legal proceedings
that may be instituted against Forum or ELMS following the
announcement of the business combination; (4) the inability to
complete the business combination, including due to failure to
obtain approval of the stockholders of Forum or other conditions to
closing in the Merger Agreement; (5) the receipt of an unsolicited
offer from another party for an alternative business transaction
that could interfere with the business combination; (6) the
inability to obtain the listing of the common stock of the
post-acquisition company on the Nasdaq Stock Market or any
alternative national securities exchange following the business
combination; (7) the risk that the announcement and consummation of
the business combination disrupts current plans and operations; (8)
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; (9) costs
related to the business combination; (10) changes in applicable
laws or regulations; (11) the possibility that ELMS may be
adversely affected by other economic, business, and/or competitive
factors; (12) the impact of COVID-19 on the combined company’s
business; and (13) other risks and uncertainties indicated from
time to time in the proxy statement to be filed relating to the
business combination, including those under the “Risk Factors”
section therein, and in Forum’s other filings with the SEC. Some of
these risks and uncertainties may in the future be amplified by the
COVID-19 outbreak and there may be additional risks that Forum and
ELMS consider immaterial or which are unknown. Forum and ELMS
caution that the foregoing list of factors is not exclusive. Forum
and ELMS caution readers not to place undue reliance upon any
forward-looking statements, which speak only as of the date made.
ELMS is currently engaged in limited operations only and its
ability to carry out its business plans and strategies in the
future are contingent upon the closing of the proposed business
combination. The consummation of the business combination is
subject to, among other conditions, (i) the execution and
effectiveness of transaction agreements by ELMS with SF Motors,
Inc. (d/b/a SERES) that are each in form and substance acceptable
to Forum (at Forum’s sole discretion), (ii) the acquisition by ELMS
of a leasehold interest or fee simple title to the Indiana
manufacturing facility prior to the business combination, and (iii)
the securing by ELMS of key intellectual property rights related to
its proposed business (collectively, the “Carveout Transaction”).
All statements herein regarding ELMS’s anticipated business assume
the completion of the Carveout Transaction. Forum and ELMS 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 their expectations or any change in
events, conditions or circumstances on which any such statement is
based.
Important Information About the Business Combination and
Where to Find It In connection with the business combination,
Forum intends to file a preliminary proxy statement. Forum will
mail a definitive proxy statement and other relevant documents to
its stockholders. Forum’s stockholders and other interested persons
are advised to read, when available, the preliminary proxy
statement and the amendments thereto and the definitive proxy
statement and documents incorporated by reference therein filed in
connection with the business combination, as these materials will
contain important information about Forum, ELMS and the business
combination. When available, the definitive proxy statement and
other relevant materials for the business combination will be
mailed to stockholders of Forum as of a record date to be
established for voting on the business combination. Stockholders
will also be able to obtain copies of the preliminary proxy
statement, the definitive proxy statement and other documents filed
with the SEC that will be incorporated by reference therein,
without charge, once available, at the SEC’s web site at
www.sec.gov, or by directing a request to: Forum Merger III
Corporation, 1615 South Congress Avenue, Suite 103, Delray Beach,
FL 33445, Attention: Secretary, telephone: (212) 739-7860.
Participants in the Solicitation Forum and its directors
and executive officers may be deemed participants in the
solicitation of proxies from Forum’s stockholders with respect to
the business combination. A list of the names of those directors
and executive officers and a description of their interests in
Forum is contained in Forum’s Registration Statement on Form S-1/A,
which was filed with the SEC and is available free of charge at the
SEC’s web site at www.sec.gov, or by directing a request to Forum
Merger III Corporation, 1615 South Congress Avenue, Suite 103,
Delray Beach, FL 33445, Attention: Secretary, telephone: (212)
739-7860. Additional information regarding the interests of such
participants will be contained in the proxy statement for the
business combination when available.
ELMS and its directors and executive officers may also be deemed
to be participants in the solicitation of proxies from the
stockholders of Forum in connection with the business combination.
A list of the names of such directors and executive officers and
information regarding their interests in the business combination
will be included in the proxy statement for the business
combination when available.
No Offer or Solicitation This press release shall not
constitute a solicitation of a proxy, consent or authorization with
respect to any securities or in respect of the business
combination. This press release 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.
About Electric Last Mile, Inc. ELMS is focused on
redefining the last mile with efficient, customizable and
sustainable solutions. ELMS’s first vehicle, the Urban Delivery, is
anticipated to be the first Class 1 electric vehicle in the U.S.
market. The company is headquartered in Troy, Michigan.
About Forum Merger III Corporation Forum Merger III
Corporation (NASDAQ: FIII, FIIIU, FIIIW) is a blank check company
formed for the purpose of entering into a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses. Forum’s
mandate is to consider an initial business combination target in
any business or industry and it focused its search on companies
with an aggregate enterprise value of approximately $500 million to
$2 billion that are based in the United States. Forum is led by
Co-Chief Executive Officers Marshall Kiev and David Boris.
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