REE Automotive (REE), a leader in e-Mobility, which recently
announced its merger with 10X Capital Venture Acquisition Corp.
(NASDAQ: VCVC)(“10x SPAC”), today announced that the Company has
filed with the U. S. Securities and Exchange Commission (“SEC”) a
registration statement on Form F-4 (the “Registration Statement”),
which contains a preliminary proxy statement/prospectus, in
connection with the previously announced proposed business
combination. While the Registration Statement has not yet become
effective and the information contained therein is subject to
change, it provides important information about REE and 10x SPAC,
as well as the proposed business combination.
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the full release here:
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In February 2021, 10x Capital Venture Acquisition Corp., a
publicly traded special purpose acquisition company (“SPAC”) formed
by 10x Capital, entered into a merger agreement with REE
Automotive, whereby the newly combined company will be listed on
the NASDAQ under the new ticker symbol “REE” at closing. Completion
of the transaction, expected in the second quarter of 2021, is
subject to approval by REE’s shareholders, satisfaction or waiver
of the closing conditions identified in the merger agreement, the
Registration Statement being declared effective by the SEC, and
other customary closing conditions.
Pursuant to the merger and following the share exchanges, the
combined company is expected to receive approximately $500 million
in gross cash proceeds from a combination of US $201 million in
cash held in 10X SPAC's trust account, assuming no public
shareholders exercise their redemption rights at closing, and $300
million from a fully committed PIPE with participation from
long-term strategic investors including Koch Strategic Platforms,
Mahindra & Mahindra and Magna International. As a result of
outsized demand, the PIPE offering was meaningfully oversubscribed
and upsized. All existing shareholders and investors will continue
to hold their equity ownership, including Mitsubishi Corporation,
American Axle, and Musashi Seimitsu Industry. Net cash from the
transaction will be used to fund growth of the combined company.
Current REE shareholders will remain the majority owners of the
combined company at closing.
REE offers a highly differentiated, extensively patented
solution, which demonstrates clear competitive advantages over
competing electric vehicle drivetrain, platform and by-wire
solutions, including conventional “skateboards” and in-wheel/hub
motor technology. REEplatforms are fully flat, modular and are
intended to be capable of carrying more passengers, cargo and
batteries compared to traditional platform builds of both internal
combustion engine vehicles and conventional electric vehicles.
REE’s smaller footprint and lower center of gravity will yield more
volumetric efficiency and lower step-in heights. Furthermore,
REE-based vehicles are expected to significantly improve key fleet
operator metrics such as total cost of ownership and service uptime
given the ability for rapid repair or replacement of REEcorners.
REE's platforms are designed to be agnostic as to vehicle size and
design, power-source and driving mode (human or autonomous).
REEcorner technology is expected to enable new platforms and
designs to be adopted at lower costs and with faster development
times than conventional electric vehicle skateboards. Unlike
in-wheel motor systems, the motors in REEcorners are fully sprung
masses and are designed for increased reliability, safety,
durability and serviceability. These meaningful attributes of REE
are clearly evidenced and recognized by the strategic partnerships,
investments and MOUs that the company has made progress on to date
with significant industry players including Mitsubishi and
Mahindra.
Additional information can be found here.
About REE Automotive
REE is an automotive technology leader creating the cornerstone
for tomorrow's zero-emission vehicles. Initially focused on
commercial and MaaS markets, REE’s mission is to empower global
mobility companies to build any size or shape of electric or
autonomous vehicle – from class 1 through class 6 - for any
application and any target market. Our revolutionary, award-winning
REEcorner technology packs traditional vehicle drive components
(steering, braking, suspension, powertrain and control) into the
arch of the wheel, allowing for the industry's flattest EV
platform. Unrestricted by legacy thinking, REE is a truly
horizontal player, with technology applicable to the widest range
of target markets and applications. Fully scalable and completely
modular, REE offers multiple customer benefits including complete
vehicle design freedom, more space and volume with the smallest
footprint, lower TCO, faster development times, ADAS compatibility,
reduced maintenance and global safety standard compliance.
Headquartered in Tel Aviv, Israel, with subsidiaries in the USA,
the UK and Germany. REE has a unique CapEx-light manufacturing
model that leverages its Tier 1 partners’ existing production
lines. REE’s technology, together with their unique value
proposition and commitment to excellence, positions REE to break
new ground in e-Mobility. For more information visit
https://www.ree.auto.
About 10X CAPITAL.
10X Capital is a venture capital and investment firm at the
nexus of Wall Street with Silicon Valley, aligning institutional
capital with high growth ventures. Founded in 2004 by serial
entrepreneur Hans Thomas, 10X Capital invests across the capital
structure, with a focus on companies using technology to disrupt
major industries, including finance, healthcare, transportation and
real estate. For more information visit www.10xcapital.com.
10X Capital Venture Acquisition Corp (Nasdaq: VCVC), is 10X
Capital’s Special Purpose Acquisition Company, focused on high
growth technology companies, and was formed for the purpose of
entering into a business combination with one or more businesses.
For more information visit www.10xspac.com. 10X Capital Venture
Acquisition Corp. is listed on NASDAQ under the ticker VCVC.
Additional Information
This communication is being made in respect of the proposed
transaction involving REE Automotive Ltd. (“REE”) and 10X Capital
Venture Acquisition Corp (“10X SPAC”). This communication does not
constitute an offer to sell or the solicitation of an offer to buy
any securities or a solicitation of any vote or approval, nor shall
there be any sale of securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of such jurisdiction. In
connection with the proposed transaction, REE has filed with the
Securities and Exchange Commission (“SEC”) a registration statement
on Form F-4 that includes a proxy statement of 10X SPAC in
connection with 10X SPAC’s solicitation of proxies for the vote by
10X SPAC’s shareholders with respect to the proposed transaction
and other matters as may be described in the registration
statement. REE and 10X SPAC also plan to file other documents with
the SEC regarding the proposed transaction and a proxy
statement/prospectus will be mailed to holders of shares of 10X
SPAC’s Class A ordinary shares. BEFORE MAKING ANY VOTING OR
INVESTMENT DECISION, INVESTORS ARE URGED TO READ THE FORM F-4 AND
THE PROXY STATEMENT/PROSPECTUS REGARDING THE PROPOSED TRANSACTION
AND ANY OTHER RELEVANT DOCUMENTS CAREFULLY IN THEIR ENTIRETY WHEN
THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION. The proxy
statement/prospectus, as well as other filings containing
information about REE and 10X SPAC will be available without charge
at the SEC’s Internet site (http://www.sec.gov). Copies of the
proxy statement/prospectus can also be obtained, when available,
without charge, from REE’s website at https://ree.auto/. Copies of
the proxy statement/prospectus can be obtained, when available,
without charge, from 10X SPAC’s website
https://www.10xspac.com/.
Participants in the Solicitations
REE, 10X SPAC and certain of their respective directors,
executive officers and other members of management and employees
may, under SEC rules, be deemed to be participants in the
solicitation of proxies from 10X SPAC’s shareholders in connection
with the proposed transaction. You can find more information about
10X SPAC’s directors and executive officers in 10X SPAC’s final
prospectus dated November 24, 2020 and filed with the SEC on
November 25, 2020. Additional information regarding the
participants in the proxy solicitation and a description of their
direct and indirect interests will be included in the proxy
statement/prospectus when it becomes available. Shareholders,
potential investors and other interested persons should read the
proxy statement/prospectus carefully when it becomes available
before making any voting or investment decisions. You may obtain
free copies of these documents from the sources indicated
above.
No Offer or Solicitation
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities, or a solicitation
of any vote or approval, nor shall there be any sale of securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
shall be made except by means of a prospectus meeting the
requirements of section 10 of the Securities Act, or an exemption
therefrom.
Caution About Forward-Looking Statements
This communication includes forward-looking statements. These
forward-looking statements are based on REE’s and 10X SPAC’s
expectations and beliefs concerning future events and involve risks
and uncertainties that may cause actual results to differ
materially from current expectations. These factors are difficult
to predict accurately and may be beyond REE’s and 10X SPAC’s
control. Forward-looking statements in this communication or
elsewhere speak only as of the date made. New uncertainties and
risks arise from time to time, and it is impossible for REE or 10X
SPAC to predict these events or how they may affect REE or 10X
SPAC. Except as required by law, neither REE nor 10X SPAC has any
duty to, and does not intend to, update or revise the
forward-looking statements in this communication or elsewhere after
the date this communication is issued. In light of these risks and
uncertainties, investors should keep in mind that results, events
or developments discussed in any forward-looking statement made in
this communication may not occur. Uncertainties and risk factors
that could affect REE’s and 10X SPAC’s future performance and cause
results to differ from the forward-looking statements in this
release include, but are not limited to: the occurrence of any
event, change or other circumstances that could give rise to the
termination of the business combination; the outcome of any legal
proceedings that may be instituted against REE or 10X SPAC, the
combined company or others following the announcement of the
business combination; the inability to complete the business
combination due to the failure to obtain approval of the
shareholders of 10X SPAC or to satisfy other conditions to closing;
changes to the proposed structure of the business combination that
may be required or appropriate as a result of applicable laws or
regulations; the ability to meet stock exchange listing standards
following the consummation of the business combination; the risk
that the business combination disrupts current plans and operations
of 10X SPAC or REE as a result of the announcement and consummation
of the business combination; the ability to recognize the
anticipated benefits of the business combination, which may be
affected by, among other things, competition, the ability of the
combined company to grow and manage growth profitably, maintain
relationships with customers and retain its management and key
employees; costs related to the business combination; changes in
applicable laws or regulations; REE’s estimates of expenses and
profitability and underlying assumptions with respect to
shareholder redemptions and purchase price and other adjustments;
intense competition in the e-mobility space, including with
competitors who have significantly more resources; ability to grow
and scale REE’s manufacturing capacity through new relationships
with Tier 1 suppliers; ability to maintain relationships with
current Tier 1 suppliers and strategic partners; ability to make
continued investments in REE’s platform; the need to attract, train
and retain highly-skilled technical workforce; the impact of the
ongoing COVID-19 pandemic; changes in laws and regulations that
impact REE; ability to enforce, protect and maintain intellectual
property rights; and risks related to the fact that we are
incorporated in Israel and governed by Israeli law; and other risks
and uncertainties set forth in the section entitled “Risk Factors”
and “Cautionary Note Regarding Forward-Looking Statements” in 10X
SPAC’s final prospectus dated November 25, 2020 relating to its
initial public offering and in subsequent filings with the SEC, and
in the registration statement on Form F-4 relating to the business
combination filed by REE on March 10, 2021.
Follow REE Automotive: LinkedIn:
https://www.linkedin.com/company/reeautoofficial/ Twitter:
https://twitter.com/ReeAutoOfficial Facebook:
https://www.facebook.com/ReeAutoOfficial/
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version on businesswire.com: https://www.businesswire.com/news/home/20210311005468/en/
REE Inc. Investor Relations investors@ree.auto
Public Relations media@ree.auto
10X CAPITAL. For investors please contact:
ir@10xcapital.com
For media inquiries please contact: pr@10xcapital.com
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