MONTREAL, May 6, 2021 /PRNewswire/ - Lion Electric ("Lion"
or the "Company"), a leading manufacturer of all-electric medium
and heavy-duty urban vehicles, and Northern Genesis Acquisition
Corp. ("NGA") (NYSE: NGA), a special purpose acquisition company,
announced today the completion of their previously announced
business combination (the "Business Combination"). The Business
Combination was approved by NGA stockholders at a special meeting
held on April 23, 2021. Beginning on
May 7, 2021, Lion's common shares are
scheduled to begin trading on the New York Stock Exchange (the
"NYSE") and the Toronto Stock Exchange (the "TSX") under the new
symbol "LEV", and its warrants are scheduled to begin trading on
the NYSE under the new symbol "LEV WS" and on the TSX under the new
symbol "LEV.WT."
The transaction, including the concurrent private placement
(PIPE), resulted in proceeds of approximately U.S. $490 million to Lion, after payment of
transaction expenses. Approximately U.S. $90
million of the net proceeds were used to repay outstanding
credit facilities and debt instruments. The remainder of the net
proceeds of the transaction are expected to be used to finance
Lion's growth strategy, including the planned expansion of the
Company's U.S. manufacturing capacity, the continued development of
advanced battery systems, the planned construction of a highly
automated battery system assembly factory in Québec and other
general corporate purposes.
"Today marks a big step forward in the evolution of Lion, as we
accelerate our growth strategy to continue selling all-electric
medium and heavy-duty urban vehicles on the cutting edge of
technology, while developing new ones," said Marc Bédard, CEO –
Founder of Lion. "We thank NGA, our investors and our Board of
Directors for sharing and supporting our mission of being the
leader in our industry as well as our vision which aims at
improving our society, our environment and, above all, the quality
of life of all around us".
Pierre Larochelle, the Chairman
of the Board said, "We are excited to see this transaction
successfully realized and congratulate the entire Lion team on this
important milestone. We look forward to accelerating the
development of Lion, and I believe we have the right strategy,
culture and people to deliver growth and build value for our
clients, employees, communities and shareholders".
Marc Bédard will continue to lead Lion's management team,
overseeing the Company's strategic growth initiatives and
expansion. He will be supported by Lion's existing executive
officers: Nicolas Brunet, Executive
Vice-President & Chief Financial Officer, Yannick Poulin, Chief Operating Officer and
François Duquette, Vice President, Chief Legal Officer and
Corporate Secretary.
Marc Bédard and Pierre Larochelle
will be joined by Northern Genesis' Ian
Robertson and Chris Jarratt
on a newly formed board of directors consisting of eight directors,
including six existing Lion Board
members.
Ian Robertson, cofounder of
Northern Genesis, commented "Lion now has a strong group of
shareholders who are excited by its electric vehicles, its business
model and opportunities for continued growth. Chris Jarratt and myself look forward to joining
the Board of Directors and working with management of Lion as it
embarks on the next stage of its life as a public company".
As previously disclosed, following the closing of the Business
Combination, Lion expects to file with the Autorité des marchés
financiers a final non-offering prospectus to become a
reporting issuer under the Securities Act (Québec).
National Bank Financial, BMO Capital Markets and Roth Capital
Partners, LLC served as financial advisors, and Stikeman Elliott
LLP and Vinson & Elkins L.L.P. served as legal advisors to
Lion. Barclays Capital Inc. served as exclusive M&A and capital
markets advisor, and Husch Blackwell LLP and Borden Ladner Gervais
LLP served as legal advisors to Northern Genesis. Barclays Capital
Inc. served as lead placement agent and BMO Capital Markets and
Roth Capital Partners, LLC served as placement agents for the PIPE.
Mayer Brown LLP served as legal advisor to the lead placement
agent.
To celebrate the completion of the transaction, Lion's team will
ring the closing bell at the NYSE at 4:00 pm
EDT on May 7, 2021. A live
stream of the event and replay can be accessed by
visiting https://www.nyse.com/bell. A similar event will be
held on May 10, 2021, when Lion's
team will ring the opening bell at the TSX at 9:30 am EDT.
About Lion Electric
Lion Electric 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 vehicles' 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.
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, including statements regarding
the listing of Lion's common shares and warrants on the NYSE and
the TSX and statements regarding the filing by Lion of its final
non-offering prospectus. 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," "potential," "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
statements are based on various assumptions, whether or not
identified in this press release, and on the current expectations
of Lion's management and are not predictions of actual performance.
These forward-looking statements are provided for the purpose of
assisting readers in understanding certain key elements of Lion's
current objectives, goals, targets, strategic priorities,
expectations and plans, and in obtaining a better understanding of
Lion's business and anticipated operating environment. Readers are
cautioned that such information may not be appropriate for other
purposes and is not intended to serve as, and must not be relied
on, by any investor as a guarantee, an assurance, a prediction or a
definitive statement of fact or probability.
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, and are based on a number of
assumptions, as well as other factors that Lion believes 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 Lion's vision, business, objectives, plans and
strategies will be achieved. Many risks and uncertainties could
cause Lion's actual results, performance or achievements or future
events or developments to differ materially from those expressed or
implied by the forward-looking statements.
In addition, forward-looking statements reflect Lion's
expectations, plans or forecasts of future events and views as of
the date of this press release. Lion anticipates that subsequent
events and developments will cause Lion's assessments to change.
However, while Lion may elect to update these forward-looking
statements at some point in the future, Lion has no intention and
undertakes no obligation to do so, except as required by applicable
law. These forward-looking statements should not be relied upon as
representing Lion's assessments as of any date subsequent to the
date of this press release. Lion's forward-looking statements are
expressly qualified in their entirety by this cautionary statement.
The complete version of the cautionary note regarding
forward-looking statements as well as a description of the relevant
assumptions and risk factors likely to affect Lion's actual
results, performance or achievements or future events or
developments to differ materially from those expressed or implied
by the forward-looking statements are included in the registration
statement on Form F-4 filed by Lion under its profile on EDGAR
at www.sec.gov.
View original
content:http://www.prnewswire.com/news-releases/lion-electric-closes-business-combination-with-northern-genesis-acquisition-corp-and-will-debut-as-a-publicly-traded-company-301286196.html
SOURCE Lion Electric