RMG Acquisition Corp. (the “Company”) announced that the close
of business on Tuesday, December 1, 2020, has been set as the
record date for the determination of stockholders eligible to
receive the proxy and vote at the special meeting to be held to
consider and approve the previously announced merger with Romeo
Systems, Inc., a Delaware corporation (“Romeo Power”).
On October 5, 2020, Romeo Power and the Company announced a
definitive agreement for a business combination that would result
in Romeo Power becoming a publicly listed company.
A proxy statement, once final, will be mailed together with a
proxy card to the Company’s stockholders. The final proxy statement
will include the date, time and location of the special
meeting.
About RMG Acquisition Corp. RMG Acquisition Corp is a
special purpose acquisition company whose management and board has
deep experience in power, renewable energy, environmental services,
energy technology and corporate governance. RMG’s team includes top
level executives from Goldman Sachs, Carlyle Group, Cogentrix
Energy, Deloitte & Touché, Access Industries, Calpine
Corporation (CPN) and Riverside Management Group. For additional
information, please visit http://www.rmgacquisition.com/.
About Romeo Power Romeo Power, founded in 2016 in
California by Michael Patterson, is an industry leading energy
technology company focused on designing and manufacturing
lithium-ion battery modules and packs for commercial electric
vehicles. Through its energy dense battery modules and packs, Romeo
Power enables large-scale sustainable transportation by delivering
safer, longer lasting batteries with shorter charge times. With
greater energy density, Romeo Power is able to create lightweight
and efficient solutions that deliver superior performance, and
provide improved acceleration, range, safety and durability. Romeo
Power’s modules and packs are customizable and scalable, and they
are optimized by its proprietary battery management system. The
company has approximately 100 employees and more than 60
battery-specific engineers and a 113,000 square foot manufacturing
facility in Los Angeles, California with key battery development
capabilities performed in-house. On October 5, 2020, Romeo Power
and RMG Acquisition Corp. (“RMG”) (NYSE: RMG), a special purpose
acquisition company, announced a definitive agreement for a
business combination that would result in Romeo Power becoming a
publicly listed company. Upon closing of the transaction, the
combined company will be named Romeo Power, Inc. and is expected to
remain listed on the NYSE and trade under the new ticker symbol
“RMO.” For additional information on Romeo Power, please visit
https://romeopower.com.
Important Information and Where to Find It
This press release relates to a proposed transaction between RMG
and Romeo Power. RMG has filed with the Securities and Exchange
Commission (“SEC”) a registration statement on Form S-4 that
includes a proxy statement/consent solicitation
statement/prospectus. The proxy statement/consent solicitation
statement/prospectus will be mailed to stockholders of RMG as of a
record date to be established for voting on the proposed business
combination. RMG also will file other relevant documents from time
to time regarding the proposed transaction with the SEC. INVESTORS
AND SECURITY HOLDERS OF RMG ARE URGED TO READ THE PROXY
STATEMENT/CONSENT SOLICITATION STATEMENT/PROSPECTUS AND OTHER
RELEVANT DOCUMENTS THAT WILL BE FILED BY RMG FROM TIME TO TIME WITH
THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION. Investors and security holders will be able to obtain
free copies of the proxy statement/consent solicitation
statement/prospectus and other documents containing important
information about RMG and Romeo Power once such documents are filed
with the SEC, through the website maintained by the SEC at
http://www.sec.gov. Copies of the documents filed with the SEC by
RMG when and if available, can be obtained free of charge on RMG’s
website at www.rmginvestments.com or by directing a written request
to RMG Acquisition Corp., 50 West Street, Suite 40-C, New York, New
York 10006.
Participants in the Solicitation
RMG and Romeo Power and their respective directors and executive
officers, under SEC rules, may be deemed to be participants in the
solicitation of proxies of RMG’s stockholders in connection with
the proposed transaction. Investors and security holders may obtain
more detailed information regarding the names and interests in the
proposed transaction of RMG’s directors and officers in RMG’s
filings with the SEC, including RMG’s Annual Report on Form 10-K
for the fiscal year ended December 31, 2019, which was filed with
the SEC on April 1, 2019. Information regarding the persons who
may, under SEC rules, be deemed participants in the solicitation of
proxies to RMG’s stockholders in connection with the proposed
business combination will be set forth in the proxy
statement/prospectus for the proposed business combination when
available. Additional information regarding the interests of
participants in the solicitation of proxies in connection with the
proposed business combination is included in the proxy
statement/consent solicitation statement/prospectus relating to the
proposed business combination.
No Offer or Solicitation
This communication shall neither 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 jurisdiction in which the offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such
jurisdiction.
Forward Looking Statements
This press release includes “forward looking statements” within
the meaning of the “safe harbor” provisions of the United States
Private Securities Litigation Reform Act of 1995. When used in this
press release, the words “estimates,” “projected,” “expects,”
“anticipates,” “forecasts,” “plans,” “intends,” “believes,”
“seeks,” “may,” “will,” “should,” “future,” “propose” and
variations of these words or similar expressions (or the negative
versions of such words or expressions) are intended to identify
forward-looking statements. These forward-looking statements are
not guarantees of 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
RMG’s or Romeo Power’s management’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 transactions contemplated by the
proposed business combination; the inability to recognize the
anticipated benefits of the proposed business combination, which
may be affected by, among other things, the amount of cash
available following any redemptions by RMG stockholders; the
ability to meet the NYSE’s listing standards following the
consummation of the transactions contemplated by the proposed
business combination; costs related to the proposed business
combination; Romeo Power’s ability to execute on its plans to
develop and market new products and the timing of these development
programs; Romeo Power’s estimates of the size of the markets for
its products; the rate and degree of market acceptance of Romeo
Power’s products; the success of other competing technologies that
may become available; Romeo Power’s ability to identify and
integrate acquisitions; the performance of Romeo Power’s products;
potential litigation involving RMG or Romeo Power; and general
economic and market conditions impacting demand for Romeo Power’s
products. Other factors include the possibility that the proposed
transaction does not close, including due to the failure to receive
required security holder approvals, or the failure of other closing
conditions. The foregoing list of factors is not exhaustive. You
should carefully consider the foregoing factors and the other risks
and uncertainties described in the “Risk Factors” section of RMG’s
Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, the
registration statement on Form S-4 and proxy statement/consent
solicitation statement/prospectus discussed below and other
documents filed by RMG from time to time with the SEC. These
filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
Forward-looking statements speak only as of the date they are made.
Readers are cautioned not to put undue reliance on forward-looking
statements, and neither RMG nor Romeo Power 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.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20201125005908/en/
Romeo Power
For Investors ICR, Inc. RomeoPowerIR@icrinc.com
For Media ICR, Inc. RomeoPowerPR@icrinc.com
RMG Acquisition Corp. Philip Kassin Chief Operating
Officer pkassin@rmginvestments.com 212-785-2579
Romeo Power (NYSE:RMO)
Historical Stock Chart
From Aug 2024 to Sep 2024
Romeo Power (NYSE:RMO)
Historical Stock Chart
From Sep 2023 to Sep 2024