Tritium Holdings Pty Ltd (“Tritium”), a global developer and
manufacturer of direct current (“DC”) fast chargers for electric
vehicles (“EVs”), today announced the addition of Edward T.
Hightower, Managing Director of Motoring Ventures LLC, to the
combined company’s Board of Directors following the closing of its
business combination with Decarbonization Plus Acquisition
Corporation II (“DCRN”) (NASDAQ: DCRN, DCRNW).
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Tritium Announces Addition of Edward T.
Hightower, Managing Director of Motoring Ventures LLC, to the
Combined Company’s Board of Directors Upon Closing of the Business
Combination with Decarbonization Plus Acquisition Corporation II
(Photo: Business Wire)
Mr. Hightower is an accomplished global automotive senior
executive, entrepreneur, and author. He is currently the Managing
Director and leader of Motoring Ventures LLC, an investment,
growth, strategy, and operations advisory firm focused on driving
value and impact in automotive and manufacturing businesses around
the world. Mr. Hightower previously led General Motors’ $15 billion
global crossovers business as the Executive Chief Engineer and
Vehicle Line Executive. In this role, he had profit and loss
responsibility, and led cross-functional teams in the United
States, China, and South Korea. He has also served in engineering,
marketing, strategy, and executive roles at BMW and Ford.
“We are honored to have such a pillar of the automotive business
community on our Board,” commented Robert Tichio, Partner and
Managing Director at Riverstone Holdings and Chairman of the Board
of DCRN. “Edward’s keen insights into the global automotive
industry developed from years of top-tier experience will prove
invaluable to our Board and Tritium’s shareholders. His vision for
sustainable transportation aligns with Tritium’s mission, and we
are excited to welcome him.”
Mr. Hightower serves on the Boards of Directors of Temple Steel
and HEVO Power, and is an advisor to Kiira Motors. He also serves
on not-for-profit boards including the University of Michigan Ross
School of Business Advisory Board, and the executive board of the
Michigan Council of the Boy Scouts of America. Additionally, Mr.
Hightower authored the book Motoring Africa: Sustainable Automotive
Industrialization. Building Entrepreneurs, Creating Jobs, and
Driving the World’s Next Economic Miracle, published in 2018. Mr.
Hightower earned a Bachelor of Science degree in General
Engineering from the University of Illinois at Urbana-Champaign and
an MBA from the University of Michigan Ross School of Business.
“As we continue to populate our Board of Directors, we are
seeking experienced leaders of the very highest caliber, and we are
lucky to count Edward among that number,” said Jane Hunter, Chief
Executive Officer of Tritium. “Edward’s invaluable automotive and
manufacturing sector experience will prove extremely helpful as
Tritium continues its growth as a public company.”
“I’m extremely excited to join the Board of such an exciting and
dynamic company,” commented Mr. Hightower. “It is clear that the
future of the automotive industry lies in electric vehicles, and I
am pleased to further advocate for this future by working with
Tritium’s management and my fellow Board members to best support
the company and its shareholders.”
About Tritium
Founded in 2001, Tritium designs and manufactures proprietary
hardware and software to create advanced and reliable DC fast
chargers for electric vehicles. Tritium’s compact and robust
chargers are designed to look great on Main Street and thrive in
harsh conditions, through technology engineered to be easy to
install, own, and use. Tritium is focused on continuous innovation
in support of our customers around the world.
As announced on May 26, 2021, Tritium has entered into a
definitive agreement for a business combination with
Decarbonization Plus Acquisition Corporation II (NASDAQ: DCRN,
DCRNW), a publicly traded special purpose acquisition company
(SPAC), that would result in Tritium becoming a publicly listed
company. Completion of the proposed transaction is subject to
customary closing conditions and is expected to occur in the fourth
quarter of 2021.
For more information, visit tritiumcharging.com
About Decarbonization Plus Acquisition Corporation II
Decarbonization Plus Acquisition Corporation II is a blank check
company formed for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with a target whose principal effort
is developing and advancing a platform that decarbonizes the most
carbon-intensive sectors. These include the energy and agriculture,
industrials, transportation and commercial and residential sectors.
DCRN is sponsored by an affiliate of Riverstone Holdings LLC and
represents a further expansion of Riverstone’s 15-year franchise in
low-carbon investments, having established industry leading, scaled
companies with more than US$5 billion of equity invested in
renewables.
No Offer or Solicitation
This document does not constitute a solicitation of a proxy,
consent or authorization with respect to any securities or in
respect of the proposed transaction. This document also does not
constitute an offer to sell or exchange, or the solicitation of an
offer to buy or exchange, any securities, nor will there be any
sale of securities in any states or jurisdictions in which such
offer, solicitation, or sale or exchange would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction. No offering of securities will be made except by
means of a prospectus meeting the requirements of section 10 of the
Securities Act of 1933, as amended, or an exemption therefrom.
Forward Looking Statements
Certain statements made in this document are “forward-looking
statements” with respect to the proposed transaction between DCRN,
Tritium and Tritium DCFC Limited, an Australian public company
limited by shares (“NewCo”), and including statements regarding the
benefits of the transaction, the anticipated timing of the
transaction, the services offered by Tritium and the markets in
which it operates, and NewCo’s projected future results. These
forward-looking statements generally are identified by the words
“estimates,” “projected,” “expects,” “anticipates,” “forecasts,”
“plans,” “intends,” “believes,” “seeks,” “targets”, “may,” “will,”
“should,” “would,” “will be,” “will continue,” “will likely
result,” “future,” “propose,” “strategy,” “opportunity” and
variations of these words or similar expressions (or the negative
versions of such words or expressions) that predict or indicate
future events or trends or are not statements of historical matters
are intended to identify forward-looking statements. These
forward-looking statements are provided for illustrative purposes
only and are not intended to serve as, and must not be relied on by
any investor as, guarantees, assurances, predictions or definitive
statements of fact or probability regarding future performance,
conditions or results, and involve a number of known and unknown
risks, uncertainties, assumptions and other important factors, many
of which are outside NewCo’s, Tritium’s or DCRN’s control, that
could cause actual results or outcomes to differ materially from
those discussed in the forward-looking statements. Important
factors, among others, that may affect actual results or outcomes
include the inability to complete the business combination in a
timely manner or at all (including due to the failure to receive
required shareholder approvals, or the failure of other closing
conditions such as the satisfaction of the minimum trust account
amount following redemptions by DCRN’s public stockholders, the
waiver or expiration of a Tritium shareholder’s right to acquire
Tritium under the shareholder’s deed in relation to Tritium and the
receipt of certain governmental and regulatory approvals), which
may adversely affect the price of DCRN’s securities; the inability
of the business combination to be completed by DCRN’s business
combination deadline and the potential failure to obtain an
extension of the business combination deadline if sought by DCRN;
the occurrence of any event, change or other circumstance that
could give rise to the termination of the transaction; the
inability to recognize the anticipated benefits of the proposed
business combination; the inability to obtain or maintain the
listing of NewCo’s shares on a national exchange following the
proposed business combination; costs related to the proposed
business combination; the risk that the proposed business
combination disrupts current plans and operations, business
relationships or business generally as a result of the announcement
and consummation of the proposed business combination; NewCo’s
ability to manage growth; NewCo’s ability to execute its business
plan and meet its projections; potential disruption in NewCo’s
employee retention as a result of the transaction; potential
litigation, governmental or regulatory proceedings, investigations
or inquiries involving NewCo, Tritium or DCRN, including in
relation to the transaction; changes in applicable laws or
regulations and general economic and market conditions impacting
demand for Tritium’s or NewCo’s products and services; and other
risks and uncertainties indicated from time to time in the proxy
statement/prospectus relating to the proposed business combination,
including those under “Risk Factors” therein, and in DCRN’s other
filings with the SEC. Forward-looking statements speak only as of
the date they are made. Readers are cautioned not to put undue
reliance on forward-looking statement, and NewCo and DCRN assume no
obligation and do not undertake any obligation to update or revise
any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by law.
Neither NewCo nor DCRN gives any assurance that either NewCo or
DCRN will achieve its expectations.
Additional Information about the Business Combination and
Where to Find It
In connection with the proposed business combination, DCRN and
NewCo, which will be the going-forward public company, intend to
file a registration statement on Form F-4 (the “Registration
Statement”) with the SEC, which will include a proxy
statement/prospectus, and certain other related documents, to be
used at the meeting of stockholders to approve the proposed
business combination. INVESTORS AND SECURITY HOLDERS OF DCRN ARE
URGED TO READ THE PROXY STATEMENT/PROSPECTUS, ANY AMENDMENTS
THERETO AND OTHER RELEVANT DOCUMENTS THAT WILL BE FILED WITH THE
SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT TRITIUM,
DCRN, NEWCO AND THE BUSINESS COMBINATION. The proxy
statement/prospectus will be mailed to shareholders of DCRN as of a
record date to be established for voting on the proposed business
combination. Investors and security holders will also be able to
obtain copies of the Registration Statement and other documents
containing important information about each of the companies once
such documents are filed with the SEC, without charge, at the SEC’s
web site at www.sec.gov.
Participants in Solicitation
DCRN and its directors and executive officers may be deemed
participants in the solicitation of proxies from DCRN’s
stockholders with respect to the proposed business combination. A
list of the names of those directors and executive officers and a
description of their interests in DCRN is contained in DCRN’s
filings with the SEC, including DCRN’s Annual Report on Form 10-K
for the fiscal year ended December 31, 2020, which was filed with
the SEC on March 31, 2021, and is available free of charge at the
SEC’s web site at www.sec.gov. Additional information regarding the
interests of such participants will be set forth in the
Registration Statement for the proposed business combination when
available. NewCo and Tritium and their respective directors and
executive officers may also be deemed to be participants in the
solicitation of proxies from the shareholders of DCRN in connection
with the proposed business combination. A list of the names of such
directors and executive officers and information regarding their
interests in the business combination will be contained in the
Registration Statement for the proposed business combination when
available.
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version on businesswire.com: https://www.businesswire.com/news/home/20210914005633/en/
For Investors Caldwell Bailey ICR, Inc. TritiumIR@icrinc.com
For Media Dan McDermott ICR, Inc. TritiumPR@icrinc.com
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