Executive Network Partnering Corporation Announces Dates for Proposed Stock Split and Warrant Amendment
March 12 2021 - 4:20PM
Business Wire
Executive Network Partnering Corporation (the “Company” or
“ENPC”) (NYSE: ENPC, ENPC.U, and ENPC WS) today announced that it
has set expected dates for the Company's proposed 1 to 2.5 stock
split and 1 to 2.5 warrant split, subject to shareholder approval
of the stock split and warrant holders’ approval of the proposed
warrant agreement amendments at special meetings of stockholders
and warrant holders to be held on March 24, 2021. The record date
will be March 22, 2021 and the payment date will be March 25,
2021.
If the stock split and warrant agreement amendment are approved,
each share of Class A common stock and warrant to purchase a share
of Class A common stock will turn into 2.5 shares of Class A common
stock and 2.5 warrants (with an exercise price of $11.50),
respectively.
In addition, each holder of a CAPS™ (the unit that currently is
made up of a share of Class A common stock and 1/4 of a warrant to
purchase a share of Class A common stock at $28.75) will retain a
share of Class A common stock and 1/4 of one warrant in such unit
and will separately receive 1.5 shares of Class A common stock and
3/8th of a warrant that will not be part of the unit. The warrants
after the amendment will be warrants to purchase a share of Class A
common stock at $11.50.
The units, Class A Common Stock, and warrants will begin trading
on an adjusted basis on the morning of March 26, 2021 under the
existing trading symbols: “ENPC.U,” “ENPC” and “ENPC WS,”
respectively.
The proposed stock split may occur even if the proposed warrant
amendments are not approved. In such case the warrants would become
warrants to purchase 2.5 shares of Class A common stock at
$28.75.
If effectuated, the stock split would result in an increase in
the number of shares of Class A common stock outstanding and
thereby decrease the trading price of ENPC’s Class A common
stock.
Where the stock split or warrant amendment would result in a
holder being entitled to a fractional share or fractional warrant,
the number of shares or warrants issued to such holder will be
rounded down to the nearest whole number of shares or warrants, and
in the case of shares, holders will receive cash in lieu of such
fractional shares.
ENPC anticipates that the stock split and related matters, if
effectuated, will allow easier comparison to the trading prices of
the securities of other special purpose acquisition companies.
The proposed stock split amendment would also result in a 1 to
2.5 stock split and a related adjustment to the terms of the Class
B common stock and Class F common stock solely to adjust for the
split of the Class A common stock and Class B common stock.
ENPC filed and mailed its definitive
proxy material on or about March 10, 2021. The Company encourages
securityholders to read the proxy statement and other material
relating to the special meeting, as it contains important
information.
Additional Information and Where to Find it:
This communication is being made in respect of the proposed
special meeting of the stockholders and warrant holders of ENPC
which filed with the Securities and Exchange Commission (“SEC”) a
definitive proxy statement on Schedule 14A. Securityholders are
urged to read the definitive proxy statement and all other relevant
documents filed with the SEC, because they contain important
information about the stock split and warrant amendment. Before
making any voting decision regarding the matters to be presented at
the special meetings, securityholders are advised to read the
definitive proxy in connection with the solicitation for proxies
for the special meetings, because these statements will contain
important information.
Participants in the Solicitation
ENPC and its directors and its executive officers, may under the
rules of the SEC, be considered participants in the solicitation of
proxies with respect to the special meetings. Information about the
directors and executive officers of ENPC and a description of their
interests in ENPC and the matters to be presented at the special
meetings are contained in the definitive proxy statement as filed
with the SEC.
Caution Concerning Forward Looking Statements
This press release may contain forward-looking statements made
in reliance upon the safe harbor provisions the Securities Act of
1933 and the Securities Exchange Act of 1934. Forward-looking
statements include all statements that do not relate solely to
historical or current facts, including without limitation the
Company’s proposed special meetings, and can be identified by the
use of words such as “may,” “intend,” “expect,” “project,”
“estimate,” “anticipate,” “plan,” “believe,” “potential,” “should,”
“continue” or the negative versions of those words or other
comparable words. Forward-looking statements are not guarantees of
future actions or performance and are dependent on many factors
including market reaction to the proposed actions set forth
above.
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Alex Dunn Chief Executive Officer AJD@enpc.co (857) 362-9205
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