Results in approximately $580 million of gross
cash proceeds to Li-Cycle, after giving effect to redemptions,
enabling Li-Cycle to further proliferate its breakthrough
commercial technology globally for the recycling of all types of
lithium-ion batteries
Li-Cycle’s common stock to begin trading on the
NYSE under symbol “LICY” on August 11, 2021
Li-Cycle Holdings Corp. ("Li-Cycle" or "the Company"), an
industry leader in lithium-ion battery resource recovery and the
leading lithium-ion battery recycler in North America, today
announced that it has completed its previously announced business
combination with Peridot Acquisition Corp. (“Peridot”).
This press release features multimedia. View
the full release here:
https://www.businesswire.com/news/home/20210810006010/en/
The ticker symbols for the common stock and warrants of Peridot
will change from “PDAC” and “PDAC.WS” to “LICY” and “LICY.WS”,
respectively, and will begin trading on the New York Stock Exchange
on August 11, 2021. The transaction was approved at an
extraordinary general meeting of Peridot shareholders on August 5,
2021 and was unanimously approved by Peridot’s Board of
Directors.
Ajay Kochhar, co-founder and Chief Executive Officer of
Li-Cycle, said, “Consummation of our business combination with
Peridot marks a significant milestone for Li-Cycle. Peridot’s
support of our mission to close the battery supply chain loop has
been instrumental, and we look forward to our ongoing partnership
with their team. We are well-positioned to benefit from
macroeconomic tailwinds as we scale our efficient and proven
commercial lithium-ion recycling technology to grow in lockstep
with our customers. As the electric vehicle revolution continues to
ramp up, we believe our technology will be critical for supporting
the growth of e-mobility globally, while ensuring sustainability
and resource efficiency.”
Tim Johnston, co-founder and Executive Chairman of Li-Cycle,
commented, “The transaction with Peridot has provided us with the
funding to capitalize on significant growth opportunities, advance
our breakthrough commercial technology, and build lithium-ion
recycling facilities across the globe. Our solution transforms
material treated as waste into considerable value via a truly
fit-for-purpose pathway, providing the essential building blocks
for batteries that are in critical demand. Sustainable lithium-ion
battery recycling is imperative today and we believe that further
execution of our vision will ultimately contribute to more
affordable products for the end consumer.”
Alan Levande, the former Chairman and Chief Executive Officer of
Peridot and now a Non-Executive Director of the Board of Directors
of Li-Cycle, commented, “Li-Cycle’s innovative business model,
exceptional management team, and proven, disruptive technology
provides the company with a strong competitive moat that is poised
to benefit from global electrification. Since announcing the
transaction, the Li-Cycle team has demonstrated excellent
stewardship – announcing foundational commercial agreements,
bolstering the leadership team with strategic hires, strengthening
the Company’s IP, and importantly, furthering progress on building
out the Company’s Spoke and Hub model. We are excited to see its
future successes amplified in the public markets.”
To memorialize the completion of the business combination,
Li-Cycle will be ringing the closing bell at the NYSE at 4:00 p.m.
ET on August 11, 2021. A live stream of the event and replay can be
accessed after August 11, 2021 by visiting
https://www.nyse.com/bell.
Transaction Overview
The business combination implies a pre-money equity valuation
for Li-Cycle of $975 million and, when combined with the
transaction proceeds, represents a combined company pro forma
equity value of $1.55 billion. The transaction provided
approximately $580 million in gross proceeds to the Company,
including a $315 million fully committed, upsized common stock PIPE
at $10.00 per share from investors that include Neuberger Berman
Funds, Franklin Templeton and Mubadala Capital, as well as Peridot
sponsor Carnelian Energy Capital, existing Li-Cycle investors
including Moore Strategic Ventures, and global marketing and
strategic off-take partner Traxys.
Li-Cycle’s existing senior management team continues to lead the
now combined company, including Ajay Kochhar, Tim Johnston, Bruce
MacInnis (Chief Financial Officer), Kunal Phalpher (Chief
Commercial Officer), and Chris Biederman (Chief Technology
Officer).
Li-Cycle’s Board of Directors is comprised of seven members,
four of whom are “independent directors” as defined in the NYSE
listing standards and applicable U.S. Securities and Exchange
Commission (“SEC”) rules. The Board of Directors is led by
Executive Chair Tim Johnston (Li-Cycle) and also includes Ajay
Kochhar (Li-Cycle) and Alan Levande (Peridot).
A more detailed description of the transaction can be found in
the prospectus filed by the Company with the SEC on July 15,
2021.
Advisors
Citi served as the sole financial advisor to Li-Cycle. Cowen
served as capital markets advisor to Li-Cycle. UBS Investment Bank
served as lead placement agent and Barclays and Citi served as
placement agents for the PIPE financing. UBS Investment Bank and
Barclays also served as financial and capital markets advisors to
Peridot. McCarthy Tétrault and Freshfields Bruckhaus Deringer
served as legal advisors to Li-Cycle. Kirkland & Ellis and
Stikeman Elliott served as legal advisors to Peridot.
About Li-Cycle Holdings Corp.
Li-Cycle is on a mission to leverage its innovative Spoke &
Hub Technologies™ to provide a customer-centric, end-of-life
solution for lithium-ion batteries, while creating a secondary
supply of critical battery materials. Lithium-ion rechargeable
batteries are increasingly powering our world in automotive, energy
storage, consumer electronics, and other industrial and household
applications. The world needs improved technology and supply chain
innovations to better manage battery manufacturing waste and
end-of-life batteries and to meet the rapidly growing demand for
critical and scarce battery-grade raw materials through a
closed-loop solution. For more information, visit
https://li-cycle.com/.
About Peridot Acquisition Corp.
Peridot was a blank check company formed for the purpose of
entering into a merger, share exchange, asset acquisition, share
purchase, reorganization or similar business combination with one
or more businesses. Peridot’s sponsor was an affiliate of Carnelian
Energy Capital Management, L.P., an investment firm that focuses on
opportunities in the North American energy space in partnership
with best-in-class management teams. For more information, please
visit https://peridotspac.com/.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
Certain statements contained in this communication may be
considered forward-looking statements within the meaning of the
U.S. Private Securities Litigation Reform Act of 1995, Section 27A
of the Securities Act of 1933, as amended, and Section 21 of the
Securities Exchange Act of 1934, as amended. Forward-looking
statements generally include statements that are predictive in
nature and depend upon or refer to future events or conditions, and
include words such as "may," "will," “should,” “would,” “expect,”
“anticipate,” “plan,” “likely”, “believe,” “estimate,” “project,”
“intend,” and other similar expressions among others. Statements
that are not historical facts are forward-looking statements.
Forward-looking statements are based on current beliefs and
assumptions that are subject to risks and uncertainties and are not
guarantees of future performance. Actual results could differ
materially from those contained in any forward-looking statement as
a result of various factors, including, without limitation: (i) the
possibility that anticipated benefits of the transaction and/or the
anticipated tax treatment of the combination will not be realized;
(ii) the risk that stockholder litigation in connection with the
transaction or other settlements or investigations may result in
significant costs of defense, indemnification and liability; (iii)
changes in general economic and/or industry specific conditions;
(iv) possible disruptions from the transaction that could harm
Li-Cycle’s business; (v) the ability of Li-Cycle to retain, attract
and hire key personnel; (vi) potential adverse reactions or changes
to relationships with customers, employees, suppliers or other
parties resulting from the announcement or completion of the
transaction; (vii) potential business uncertainty, including
changes to existing business relationships, during the pendency of
the transaction that could affect Li-Cycle’s financial performance;
(viii) legislative, regulatory and economic developments; (ix)
unpredictability and severity of catastrophic events, including,
but not limited to, acts of terrorism, outbreak of war or
hostilities and any epidemic, pandemic or disease outbreak
(including COVID-19), as well as management’s response to any of
the aforementioned factors; and (x) other risk factors as detailed
from time to time in Peridot’s or Li-Cycle’s filings with the SEC
or other securities regulatory authorities, including but not
limited to the “Risk Factors” section of Li-Cycle’s amended
registration statement filed with the SEC on Form F-4. The
foregoing list of important factors is not exclusive. Except as
required by applicable law, Li-Cycle does not undertake any
obligation to revise or update any forward-looking statement, or to
make any other forward-looking statements, whether as a result of
new information, future events or otherwise.
The following information is being provided in connection with
the early warning requirements under applicable Canadian securities
laws. The head office of the Company is located at (and the address
of Ajay Kochhar is) 2351 Royal Windsor Drive, Unit 10, Mississauga,
Ontario Canada L5J 4S7. The business combination (the
“Transaction”) involving the Company, Li-Cycle Corp. (“LCC”) and
Peridot closed on August 10, 2021. Under the terms of the
Transaction with Peridot, Ajay Kochhar acquired, upon the exchange
of securities of LCC for securities of the Company, control over
approximately 25,161,938 common shares of the Company (subject to
adjustment in accordance with the terms of the plan of arrangement
implemented in connection with the Transaction), representing
approximately 15.43% of the outstanding common shares of the
Company (as determined in accordance with applicable Canadian
securities laws). Other than the possible exercise of options, Mr.
Kochhar and his joint actors do not have any present plans or
proposals which relate to or that would result in any of the
actions or transactions described in paragraphs (a) through (k) of
Item 5 of Form 62-103F1 to National Instrument 62-103 (The Early
Warning System and Related Take-Over Bid and Insider Reporting
Issues). Mr. Kochhar and his joint actors may, however, increase or
decrease their beneficial ownership of, or control over, the common
shares of the Company, directly or indirectly, in the future, in
the open market, in privately-negotiated purchases or otherwise,
depending on, among other things, the Company’s business and
prospects, market and general economic conditions and other
available investment opportunities. As an executive officer of the
Company and member of the board of the directors of the Company,
Mr. Kochhar will going forward be actively involved in the
Company’s business, operations and planning.
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Investor Relations: investors@li-cycle.com Press:
media@li-cycle.com
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