TEL AVIV, Israel and
AUSTIN, Texas, Dec. 11, 2020 /PRNewswire/ -- Innoviz
Technologies, a technology leader of high-performance, solid-state
LiDAR sensors and perception software, today announced it has
entered into a definitive agreement to merge with Collective Growth
Corporation (NASDAQ: CGRO) in a transaction sponsored by Antara
Capital LP and Perception Capital Partners LLC. The transaction is
supported by a $200 million fully
committed common stock PIPE led by Antara Capital and includes
strategic investments from Magna International, Innoviz's Tier-1
partner. Upon completion of the transaction, the combined
Company will retain the Innoviz Technologies, Ltd. name and is
expected to be listed on NASDAQ under the ticker symbol "INVZ".
Founded in 2016, Innoviz, alongside its mobility tech partner
Magna International, was the first to bring a high-end solid-state
LiDAR to market and meet the stringent requirements of automotive
OEMs, robotaxi companies and Tier 1 suppliers for sensor safety,
reliability, durability, low-power consumption, range, resolution,
cost and size. The Company has continued to break new ground and
enable consumer autonomous vehicle adoption by delivering LiDAR
with unparalleled performance at a price point that allows for
adoption and mass production. The Company was one of the first to
innovate up the AV stack and develop perception software to
accompany its LiDAR products, and many other industry participants
followed Innoviz's approach. Innoviz's leading solid-state LiDAR
sensors and perception software are built and priced for mass
produced consumer autonomous vehicles, a market that accounts for
approximately two thirds of the total addressable market for LiDAR
in the near term.
In addition to Magna International, Innoviz has established
several partnerships with other world leading Tier 1 automotive
suppliers, such as HARMAN, Aptiv and HiRain, which is active in
China. These partners are some of
the most influential companies in the automotive industry and have
extensive experience with driver assistance and autonomous driving
systems.
Innoviz's Co-founder and CEO Omer
Keilaf has spent over 21 years driving cutting edge
technologies from inception to commercialization, and under his
leadership the Company has grown rapidly, raising $251 million to date and expanding to over 280
employees globally. He also served in leadership roles in the
Israeli Army's elite unit 81 division, tasked with developing
innovations and technology to great success.
Since its inception, Innoviz has launched several LiDAR products
and its advanced perception software. Its solid-state LiDAR sensor
is specifically designed for automakers requiring an
automotive-grade, mass-producible solution. Its perception software
is designed to be the ideal complement to the Company's hardware
offerings with advanced AI and machine learning-based
classification, detection and tracking features. Innoviz has been
named a World Economic Forum Technology Pioneer, Automobility LA
Top Three Startup, two-time CES Innovation Award winner, The Atlas
Award for Best Israeli LiDAR, Most Innovative Startup in
Israel, and more. Innoviz is
headquartered in Tel Aviv, Israel,
a region globally recognized for its engineering talent and
record-breaking startup investments in the mobility and
semiconductor sectors.
Innoviz has focused on the Consumer Vehicle market because it is
the largest and most demanding market for LiDAR, accounting for 2/3
of the LiDAR TAM in the near term. Innoviz's win for the
production of an L3 platform, mature and proven technology and deep
partnerships with four of the largest Tier I auto suppliers
positions Innoviz to be a winner in the Consumer Vehicle
market. Winning in the Consumer Vehicle market is expected to
give Innoviz an advantaged platform that is already being used to
expand into broader LiDAR applications such as Robotaxis/Delivery
Vehicles, Drones, Security/Surveillance and the Internet of
Things.
Innoviz's latest product, InnovizTwo, offers a significant cost
reduction and performance improvement compared to InnovizOne.
InnovizTwo aims to meet automakers' desired price target for LiDAR
and allow car manufacturers to offer safe L2+ vehicles while paving
the path to full L3 automation through roadway data collection and
software updates. The transition from L2+ to L3 poses additional
challenges to automakers with hands-free driving on highways
occurring at higher speeds. Innoviz is accelerating the path to
widespread adoption of L2/L2+ and thereby giving automakers the
confidence to pursue full autonomy.
Omer Keilaf, Innoviz CEO said: "Innoviz continues to push the
boundaries of LiDAR performance and price. Our engineers, along
with our partner Magna International, have been working
tirelessly to bring a solution that automakers can adopt at scale
and trust to perform safely and reliably for the entire lifecycle
of their vehicles. This milestone is pivotal for our continued
growth and the advancement of the autonomous vehicle industry as a
whole. It requires significant investment of time and resources and
we've made great strides due to the support of our investors and
partners. The public listing is a major step on our path to
becoming one of the dominant players in the global autonomous
driving industry."
Nicolai Martin, Senior VP
Automated Driving and Driver Assistance at BMW says: "Our goal is
to offer safe driver assistance functions for our customers by
using state-of-the-art sensors and creating a robust modular
system. We are focusing on developing automated driving technology
by using LiDAR sensors. Innoviz is one of our strongest partners
that is enabling us to develop the future of automated
driving."
"Working with companies like Innoviz to transform innovative
technologies into game-changing automotive-grade products is a win
for our customers and the industry as we tackle challenges that
come with autonomous vehicle development," said Swamy Kotagiri, Magna International President
and incoming Chief Executive Officer. "Innoviz LiDAR technology,
along with Magna's ADAS expertise, software integration and
manufacturing excellence is meeting the need by bringing a
high-performance, first-to-market solution."
Bruce Linton, Chairman and CEO of
Collective Growth, said, "Collective Growth sought to advance
industrial practices and drive the evolution of the auto sector, a
mission well served by this merger. We are extremely excited
today to announce the merger with Innoviz and Collective
Growth. Innoviz brings a winning combination of
high-performance LIDAR technology, commercial partnerships with
leading OEMs and Tier 1 suppliers, and a dynamic management
team."
Jim Sheridan, CEO of Perception
Capital Partners, who is expected to join the Board of Directors of
the Company upon closing of the transaction, said, "I look forward
to joining the Innoviz Board. Innoviz is perfectly positioned
to extend its leading position in the large and rapidly growing
ADAS and autonomous market."
Transaction Overview
The Transaction is expected to
provide up to $350 million in gross
proceeds comprised of Collective Growth's $150 million of cash held in trust, assuming no
redemptions by public stockholders, and $200
million from a fully committed ordinary share PIPE at
$10.00 per share, including strategic
investments from Magna International, Innoviz's Tier-1 partner,
Antara Capital, co-sponsor and the largest investor in the PIPE,
Phoenix Insurance and other institutional investors.
The combined Company is expected to have an estimated equity
value of approximately $1.4 billion
and is expected to be listed on NASDAQ under the ticker symbol
"INVZ". All current Innoviz stockholders will retain the
entirety of their existing equity holdings in the combined
Company.
The transaction, which has been unanimously approved by the
boards of directors of both Innoviz and Collective Growth, is
targeted to close in the first quarter of 2021, subject to
regulatory and stockholder approvals and other customary closing
conditions. Following completion of the transaction, Innoviz
will retain its experienced management team. Founder Omer Keilaf will continue to serve as CEO.
Additional information about the proposed business combination,
including a copy of the definitive agreement and investor
presentation, will be provided in a Current Report on Form 8-K to
be filed by Collective Growth with the Securities and Exchange
Commission and available at www.sec.gov.
Advisors
Goldman Sachs & Co. LLC is serving as
exclusive Financial advisor and Placement Agent to Innoviz in
connection with the merger. Latham & Watkins LLP and Meitar |
Law Offices are serving as Legal Advisors to Innoviz. Akin Gump
Strauss Hauer & Field LLP and Faegre Drinker Biddle & Reath
LP are serving as Legal Advisors to sponsors Antara Capital and
Perception Capital, respectively, and Nechama Brin and Michael
Yifrah are serving as Financial Advisors to Perception
Capital. Graubard Miller and Goldfarb
Seligman & Co. are serving as Legal Advisors to
Collective Growth, and Cantor Fitzgerald is serving as Financial
and Capital Markets Advisor to Collective Growth.
Investor Conference Call Information
A recording of an
investor conference call between Innoviz and Collective Growth
discussing the business and the proposed transaction will be
available on Innoviz's Investors page through December 23, 2020.
About Innoviz Technologies
Innoviz is a leading
manufacturer of high-performance, solid-state LiDAR sensors and
perception software that enable the mass production of autonomous
vehicles. Innoviz's offerings include InnovizOne, an
automotive-grade, mass-producible LiDAR sensor, InnovizTwo, next
generation high-performance automotive-grade LiDAR sensor, and
Innoviz's perception software, designed to complement its hardware
offerings with advanced AI and machine learning-based
classification, detection and tracking features. Innoviz is backed
by top-tier strategic partners and investors, including SoftBank
Ventures Asia, Samsung, Magna International, Aptiv, Magma Venture
Partners, Vertex Ventures, 360 Capital Partners, Harel Insurance
Investments and Financial Services, Phoenix Insurance Company and
others. For more information, visit www.innoviz.tech.
About Collective Growth Corporation
Collective Growth
Corporation is a blank check company led by Bruce Linton and formed for the purpose of
effecting a merger, capital stock exchange, asset acquisition,
stock purchase, reorganization or similar business combination with
one or more businesses or entities, which Collective Growth refers
to as its initial business combination. For more information,
visit www.collectivegrowthcorp.com.
About Perception Capital
Perception Capital is a
Partnership between Northern Pacific Group and operating executives
Jim Sheridan and Patrick Williams focused on combining with a
rapidly growing global technology company. Perception Capital is
led by CEO Jim Sheridan who held
senior procurement positions at Ford Motor Company and led multiple
purchasing transformations while at McKinsey & Company.
About Antara
Antara Capital LP is an event driven
credit and special situations hedge fund manager, investing
globally over $1 billion of capital
on behalf of institutions and high net worth individuals.
Antara takes a partnership approach with management teams to create
shareholder value, and has provided creative financing solutions to
a number of advanced stage technology companies.
Forward Looking Statements
This document contains
certain forward-looking statements within the meaning of the
federal securities laws with respect to the proposed transaction
between Innoviz Technologies Ltd. ("Innoviz") and Collective Growth
Corporation ("Collective Growth"), including statements regarding
the benefits of the transaction, the anticipated timing of the
transaction, the services offered by Innoviz and the markets in
which it operates, and Innoviz's projected future results. These
forward-looking statements generally are identified by the words
"believe," "project," "expect," "anticipate," "estimate," "intend,"
"strategy," "future," "opportunity," "plan," "may," "should,"
"will," "would," "will be," "will continue," "will likely result,"
and similar expressions. Forward-looking statements are
predictions, projections and other statements about future events
that are based on current expectations and assumptions and, as a
result, are subject to risks and uncertainties. Many factors could
cause actual future events to differ materially from the
forward-looking statements in this document, including but not
limited to: (i) the risk that the transaction may not be completed
in a timely manner or at all, which may adversely affect the price
of Collective Growth's securities, (ii) the risk that the
transaction may not be completed by Collective Growth's business
combination deadline and the potential failure to obtain an
extension of the business combination deadline if sought by
Collective Growth, (iii) the failure to satisfy the conditions to
the consummation of the transaction, including the adoption of the
business combination agreement by the shareholders of Collective
Growth and Innoviz, the satisfaction of the minimum trust account
amount following redemptions by Collective Growth's public
shareholders and the receipt of certain governmental and regulatory
approvals, (iv) the lack of a third party valuation in determining
whether or not to pursue the proposed transaction, (v) the
occurrence of any event, change or other circumstance that could
give rise to the termination of the business combination agreement,
(vi) the effect of the announcement or pendency of the transaction
on Innoviz's business relationships, performance, and business
generally, (vii) risks that the proposed transaction disrupts
current plans of Innoviz and potential difficulties in Innoviz
employee retention as a result of the proposed transaction, (viii)
the outcome of any legal proceedings that may be instituted against
Innoviz or against Collective Growth related to the business
combination agreement or the proposed transaction, (ix) the ability
of Innoviz to list its ordinary shares on the Nasdaq, (x) the price
of Innoviz's securities may be volatile due to a variety of
factors, including changes in the competitive and highly regulated
industries in which Innoviz plans to operate, variations in
performance across competitors, changes in laws and regulations
affecting Innoviz's business and changes in the combined capital
structure, and (xi) the ability to implement business plans,
forecasts, and other expectations after the completion of the
proposed transaction, and identify and realize additional
opportunities. 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
Collective Growth's Annual Reports on Form 10-K, Quarterly Reports
on Form 10-Q, and other documents filed by Collective Growth from
time to time with the U.S. Securities and Exchange Commission (the
"SEC") and the registration statement on Form F-4 and proxy
statement/prospectus discussed below. 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 Innoviz and
Collective Growth assume no obligation and do not intend to update
or revise these forward-looking statements, whether as a result of
new information, future events, or otherwise. Neither Innoviz nor
Collective Growth gives any assurance that either Innoviz or
Collective Growth will achieve its expectations.
Any financial information or projections in this communication
are forward-looking statements that are based on assumptions that
are inherently subject to significant uncertainties and
contingencies, many of which are beyond Innoviz's and Collective
Growth's control. While such information and projections are
necessarily speculative, Innoviz and Collective Growth believe that
the preparation of prospective financial information involves
increasingly higher levels of uncertainty the further out the
projection extends from the date of preparation. The assumptions
and estimates underlying the projected results are inherently
uncertain and are subject to a wide variety of significant
business, economic and competitive risks and uncertainties that
could cause actual results to differ materially from those
contained in the projections. The inclusion of financial
information or projections in this communication should not be
regarded as an indication that Innoviz or Collective Growth, or
their respective representatives and advisors, considered or
consider the information or projections to be a reliable prediction
of future events.
This communication is not intended to be all-inclusive or to
contain all the information that a person may desire in considering
in an investment in Innoviz or Collective Growth and is not
intended to form the basis of an investment decision in either
company. All subsequent written and oral forward-looking statements
concerning Innoviz and Collective Growth, the proposed transactions
or other matters and attributable to Innoviz and Collective Growth
or any person acting on their behalf are expressly qualified in
their entirety by the cautionary statements above.
Additional Information and Where to Find It
This document relates to a proposed transaction between Innoviz
and Collective Growth. This document does not constitute an offer
to sell or exchange, or the solicitation of an offer to buy or
exchange, any securities, nor shall there be any sale of securities
in any jurisdiction in which such offer, sale or exchange would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. Innoviz intends to file a
registration statement on Form F-4 that will include a proxy
statement of Collective Growth and a prospectus of Innoviz. The
proxy statement/prospectus will be sent to all Collective Growth
stockholders. Collective Growth and Innoviz also will file other
documents regarding the proposed transaction with the SEC. Before
making any voting decision, investors and security holders of
Collective Growth are urged to read the registration statement, the
proxy statement/prospectus and all other relevant documents filed
or that will be filed with the SEC in connection with the proposed
transaction as 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 registration statement, proxy statement/prospectus
and all other relevant documents filed or that will be filed with
the SEC by Collective Growth or Innoviz through the website
maintained by the SEC at www.sec.gov. In addition, the
documents filed by Collective Growth may be obtained free of charge
from Collective Growth's website
at www.collectivegrowthcorp.com or by written request to
Collective Growth at Collective Growth Corporation, 1805 West
Avenue, Austin, TX 78701 and the
documents filed by Innoviz may be obtained free of charge from
Innoviz's website at www.innoviz.tech or by written request to
Innoviz at Innoviz Technologies Ltd., 2 Amal Street, Rosh HaAin,
4809202, Israel.
Participants in Solicitation
Collective Growth and Innoviz and their respective directors and
executive officers may be deemed to be participants in the
solicitation of proxies from Collective Growth's stockholders in
connection with the proposed transaction. Information about
Collective Growth's directors and executive officers and their
ownership of Collective Growth's securities is set forth in
Collective Growth's filings with the SEC, including Collective
Growth's final prospectus filed with the SEC on May 1, 2020. Additional information regarding the
interests of those persons and other persons who may be deemed
participants in the proposed transaction may be obtained by reading
the proxy statement/prospectus regarding the proposed transaction.
You may obtain a free copy of these documents as described in the
preceding paragraph.
Contact Information
Innoviz
Media@innoviz-tech.com
Investors@innoviz-tech.com
Collective Growth Corporation
Wilson Kello
info@collectivegrowthcorp.com
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