Electric Last Mile, Inc. (“ELMS”) today announced that it has
entered into strategic partnerships with Jing-Jin Electric North
America, LLC (“JJE”), a global leader in electrified propulsion
technologies, and Contemporary Amperex Technology Co. Limited
(“CATL”), a global leader in lithium-ion battery development and
manufacturing, for the electric powertrain system in the ELMS Urban
Delivery vehicle. The Urban Delivery, ELMS’ launch vehicle, is
anticipated to be the first commercial electric vehicle (“EV”) in
the class 1 segment in the U.S.
JJE will serve as ELMS’ partner for the source of electric
motors and will provide related development and engineering
support. CATL has separately agreed to supply its battery cells for
the ELMS battery pack, leveraging CATL’s novel lithium-iron
phosphate (“LFP”) battery chemistry, which enables high safety and
reliability, long cycle life, cost savings and manufacturing
simplicity.
In alignment with ELMS’ commitment to U.S. manufacturing, JJE
also plans to localize production in the U.S. North American
manufacturing will further enhance collaborative product
development as well as just-in-time production, supply chain
efficiency and quality metrics.
“We’re thrilled to partner with both JJE and CATL, two leading
innovators in the field of electric propulsion systems,” said ELMS
Chief Technology Officer, Kev Adjemian. “Pairing ELMS’ vehicle
integration engineering expertise with JJE and CATL’s technologies
will help us to ensure that our last mile fleet customers are
provided with leading and reliable electric powertrain technologies
to power their businesses.”
ELMS expects to begin production of the Urban Delivery in the
second half of 2021. The Urban Delivery is anticipated to be the
first Class 1 commercial EV in the U.S. based on the current
competitive landscape and is also expected to offer fleet customers
a lower total cost of ownership compared to competing internal
combustion engine models.
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 Merger III
Corporation’s (“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 previously announced business combination of Forum and ELMS
(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 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) (“SERES”), including as contemplated by the term
sheet entered into by ELMS and 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.
Additional Information and Where to Find It
In connection with the proposed business combination with ELMS,
Forum filed a preliminary proxy statement with the U.S. Securities
and Exchange Commission (“SEC”) and intends to file a definitive
proxy statement with the SEC. Forum’s stockholders and other
interested persons are advised to read the preliminary proxy
statement and any amendments thereto and, when available, the
definitive proxy statement, in connection with Forum’s solicitation
of proxies for its special meeting of stockholders to be held to
approve, among other things, the proposed business combination,
because these documents contain important information about Forum,
ELMS and the proposed business combination. When available, the
definitive proxy statement for the proposed business combination
will be mailed to stockholders of Forum as of a record date to be
established for voting on the proposed business combination.
Forum’s stockholders may also obtain a copy of the preliminary
proxy statement and the definitive proxy statement, once available,
as well as other documents filed with the SEC by Forum, without
charge, at the SEC’s website located at www.sec.gov or by directing
a request to: Forum Merger III Corporation, 1615 South Congress
Avenue, Suite 103, Delray Beach, FL 33445. The information
contained on, or that may be accessed through, the websites
referenced in this press release is not incorporated by reference
into, and is not a part of, this press release.
Participants in the Solicitation
Forum and its directors and executive officers may be considered
participants in the solicitation of proxies with respect to the
business combination. Information about the directors and executive
officers of Forum and a description of their interests in Forum are
set forth in the preliminary proxy statement, which was filed on
February 16, 2021, with the SEC, and definitive proxy statement,
when it is filed with the SEC, in connection with the proposed
business combination. These documents can be obtained free of
charge from the sources indicated above.
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
are set forth in the preliminary proxy statement, which was filed
on February 16, 2021, with the SEC, and definitive proxy statement,
when it is filed with the SEC, in connection with the proposed
business combination. These documents can be obtained free of
charge from the sources indicated above.
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’ 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. For more information, please visit
www.electriclastmile.com.
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