Northern Genesis Acquisition Corp. (NYSE: NGA), a publicly
traded special purpose acquisition company (“Northern Genesis”),
and Lion Electric, an innovative manufacturer of zero-emission
vehicles, announced today that Lion Electric’s registration
statement on Form F-4 (File No. 333-251847), relating to the
previously announced business combination, has been declared
effective by the U.S. Securities and Exchange Commission. Northern
Genesis has commenced mailing of the definitive proxy
statement/prospectus relating to the Special Meeting of the
Stockholders of Northern Genesis (the “Special Meeting”).
This press release features multimedia. View
the full release here:
https://www.businesswire.com/news/home/20210324005950/en/
The Special Meeting to approve the pending business combination
is scheduled to be held on Friday, April 23, 2021, at 10:00 a.m.,
Eastern time. The Special Meeting will be completely virtual and
conducted via live webcast. Holders of Northern Genesis’ shares of
Common Stock at the close of business on the record date of March
18, 2021 are entitled to notice of the virtual Special Meeting and
to vote at the virtual Special Meeting.
If the proposals at the Special Meeting are approved, the
parties anticipate that the business combination will close shortly
thereafter, subject to the satisfaction or waiver (as applicable)
of all other closing conditions.
Northern Genesis stockholders who need assistance voting or have
questions regarding the Special Meeting may contact Northern
Genesis’ proxy solicitor, D.F. King & Co., Inc., by telephone
at (888) 605-1958 or by email nga@dfking.com. For assistance in
French, stockholders may call (866) 822-1243 or email
nga-fr@astfinancial.com.
About Northern Genesis Acquisition Corp.
Northern Genesis Acquisition Corp. (NYSE: NGA) is a special
purpose acquisition company formed for the purpose of effecting a
merger, stock exchange, acquisition, reorganization or similar
business combination with one or more businesses. The Northern
Genesis management team brings a unique entrepreneurial
owner-operator mindset and a proven history of creating shareholder
value across the sustainable power and energy value chain. Northern
Genesis is committed to helping the next great public company find
its path to success; a path which will most certainly recognize the
growing sensitivity of customers, employees and investors to
alignment with the principles underlying sustainability.
About The Lion Electric Company
The Lion Electric Company is an innovative manufacturer of
zero-emission vehicles. The company creates, designs and
manufactures all-electric class 5 to class 8 commercial urban
trucks and all-electric buses and minibuses for the school,
paratransit and mass transit segments. Lion is a North American
leader in electric transportation and designs, builds and assembles
all its vehicle components, including chassis, battery packs, truck
cabins and bus bodies.
Always actively seeking new and reliable technologies, Lion
vehicles have unique features that are specifically adapted to its
users and their everyday needs. Lion believes that transitioning to
all-electric vehicles will lead to major improvements in our
society, environment and overall quality of life.
Important Information and Where to Find It
In connection with the proposed business combination, Lion
Electric filed a registration statement on Form F-4 with the SEC
that was declared effective on March 24, 2021 (the “Registration
Statement”), which includes a proxy statement of Northern Genesis
and a prospectus of Lion Electric. The Registration Statement has
been declared effective by the SEC and the definitive proxy
statement/prospectus has been mailed out to Northern Genesis’
stockholders. Investors and security holders of Northern Genesis
and other interested parties are urged to read the Registration
Statement and the definitive proxy statement/prospectus (the “Joint
Proxy Statement/Prospectus”), any amendments to the foregoing, and
any other documents filed with the SEC, when available, because
they will contain important information about Lion Electric,
Northern Genesis and the proposed business combination. Investors
and security holders of Northern Genesis may obtain free copies of
the Joint Proxy Statement/Prospectus and other documents filed with
the SEC by Northern Genesis and Lion Electric through the website
maintained by the SEC at www.sec.gov or by directing a request to:
Northern Genesis Acquisition Corp., 4801 Main Street, Suite 1000,
Kansas City, MO 64112 or (816) 514-0324. The information contained
on, or that may be accessed through, the websites referenced in
this press release is not incorporated by reference into, and is
not a part of, this press release.
Participants in the Solicitation
Northern Genesis and its directors and executive officers and
other persons may be deemed to be participants in the solicitations
of proxies from Northern Genesis’ stockholders in respect of the
proposed business combination. Lion Electric and its officers and
directors may also be deemed participants in such solicitation.
Information regarding Northern Genesis’ directors and executive
officers is available under the heading “Directors and Executive
Officers” in its Annual Report on Form 10-K which was filed with
the SEC on March 9, 2021. Additional information regarding the
participants in the proxy solicitation and a description of their
direct and indirect interests, by security holdings or otherwise,
which may, in some cases, be different than those of their
stockholders generally, are contained in the Joint Proxy
Statement/Prospectus and will be contained in other relevant
materials to be filed with the SEC in connection with the proposed
business combination when they become available. Stockholders,
potential investors and other interested persons should read the
Joint Proxy Statement/Prospectus carefully before making any voting
or investment decisions. These documents can be obtained free of
charge from the sources indicated above.
No Offer or Solicitation
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities or constitute a
solicitation of any vote or approval. No offer of securities, other
than with respect to the concurrent private placement of Lion
shares as described in the Registration Statement, shall be made
except by means of a prospectus meeting the requirements of Section
10 of the Securities Act.
Forward-Looking Statements
All statements other than statements of historical facts
contained in this press release constitute “forward-looking
statements” (which shall include forward-looking information within
the meaning of Canadian securities laws) within the meaning of
Section 27A of the Securities Act. Forward-looking statements may
generally be identified by the use of words such as “believe,”
“may,” “will,” “continue,” “anticipate,” “intend,” “expect,”
“should,” “would,” “could,” “plan,” “project,” “potential,” “seem,”
“seek,” “future,” “target” or other similar expressions that
predict or indicate future events or trends or that are not
statements of historical matters, although not all forward-looking
statements contain such identifying words. These forward-looking
statements include, but are not limited to, statements regarding
the transaction, including with respect to timing and closing
thereof and the ability to consummate the transaction. These
statements are based on various assumptions, whether or not
identified in this press release, and on the current expectations
of Lion Electric’s and Northern Genesis’ management and are not
predictions of actual performance. Forward-looking statements
involve inherent risks and uncertainties, most of which are
difficult to predict and many of which are beyond the control of
Lion Electric and Northern Genesis, and are based on a number of
assumptions, as well as other factors that Lion Electric and
Northern Genesis believe are appropriate and reasonable in the
circumstances, but there can be no assurance that such estimates
and assumptions will prove to be correct or that the Lion
Electric’s vision, business, objectives, plans and strategies will
be achieved. Many risks and uncertainties could cause Lion
Electric’s actual results, performance or achievements or future
events or developments to differ materially from those expressed or
implied by the forward-looking statements, including those factors
discussed in the Registration Statement and Joint Proxy
Statement/Prospectus, as well as other documents filed or to be
filed by Lion Electric or Northern Genesis in accordance with
applicable securities laws. These factors are not intended to
represent a complete list of the factors that could affect Northern
Genesis or Lion Electric, and there may be additional risks that
neither Northern Genesis nor Lion Electric presently know or that
Northern Genesis and Lion Electric currently believe are immaterial
that could also cause actual results to differ from those contained
in the forward-looking statements. In addition, forward-looking
statements reflect Northern Genesis’ and Lion Electric’s
expectations, plans or forecasts of future events and views as of
the date of this press release. Northern Genesis and Lion Electric
anticipate that subsequent events and developments will cause their
respective assessments to change. However, while Northern Genesis
and Lion Electric may elect to update these forward-looking
statements at some point in the future, Northern Genesis and Lion
Electric have no intention and undertake no obligation to do so
except as required by applicable law. These forward-looking
statements should not be relied upon as representing Northern
Genesis’ and Lion Electric’s assessments as of any date subsequent
to the date of this press release.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210324005950/en/
D.F. King & Co., Inc. 48 Wall Street, 22nd Floor New York,
NY 10005 Call Toll-Free: (888) 605-1958 Banks and Brokers Call:
(212) 269-5550 nga@dfking.com
Lion Electric (NYSE:LEV)
Historical Stock Chart
From Aug 2024 to Sep 2024
Lion Electric (NYSE:LEV)
Historical Stock Chart
From Sep 2023 to Sep 2024