XL Fleet Corp. Files Form S-1 Registration Statement Related to Previously Completed Merger
January 14 2021 - 6:15AM
Business Wire
XL Fleet Corp. (NYSE: XL) (“XL Fleet” or the “Company”), a
leader in vehicle electrification solutions for commercial and
municipal fleets, announced that on January 13, 2021, it took steps
to complete its remaining registration obligations arising from its
merger with Pivotal Investment Corporation II, which was completed
on December 21, 2020, by filing a registration statement on Form
S-1 (the “Registration Statement”) with the Securities and Exchange
Commission (the “SEC”).
The Registration Statement is not registering the issuance of
any new shares of common stock except for those shares of common
stock issuable upon exercise of warrants that have previously been
issued. Except for the shares of common stock issued in the private
placement in connection with XL Fleet’s business combination, most
of the shares of common stock being registered for resale pursuant
to the Registration Statement remain subject to the previously
disclosed contractual lock-up agreements that prohibit sale during
the lock-up periods.
The Company has made available on
https://investors.xlfleet.com/events-and-presentations an investor
presentation that provides additional information related to the
Registration Statement and related terms.
The Registration Statement relating to these securities has not
yet become effective. These securities may not be sold, nor may
offers to buy be accepted, prior to the time the Registration
Statement becomes effective. Copies of the Registration Statement
(and the preliminary prospectus contained therein) may be obtained
from the Company by request at 145 Newton Street, Boston, MA 02135,
by visiting the SEC Filings section of XL Fleet’s investor website,
or by visiting https://www.sec.gov.
This press release shall not constitute either an offer to sell
or the solicitation of an offer to buy, nor shall there be any sale
of these securities in any state in which such offer, solicitation
or sale would be unlawful prior to registration or qualification
under the securities laws of any such state.
About XL Fleet Corp.
XL Fleet is a leading provider of vehicle electrification
solutions for commercial and municipal fleets in North America,
with more than 140 million miles driven by customers such as The
Coca-Cola Company, Verizon, Yale University and the City of Boston.
XL Fleet’s hybrid and plug-in hybrid electric drive systems can
increase fuel economy up to 25-50 percent and reduce carbon dioxide
emissions up to 20-33 percent, decreasing operating costs and
meeting sustainability goals while enhancing fleet operations. For
additional information, please visit www.xlfleet.com.
Forward Looking Statements
Certain statements in this press release may constitute
“forward-looking statements” within the meaning of the federal
securities laws. Forward-looking statements generally are
accompanied by words such as “believe,” “may,” “will,” “estimate,”
“continue,” “anticipate,” “intend,” “expect,” “should,” “would,”
“plan,” “predict,” “potential,” “seem,” “seek,” “future,”
“outlook,” and similar expressions that predict or indicate future
events or trends or that are not statements of historical matters.
These statements are based on various assumptions, whether or not
identified in this press release, and on the current expectations
of management and are not predictions of actual performance.
Forward-looking statements are subject to a number of risks and
uncertainties that could cause actual results to differ materially
from the forward-looking statements, including but not limited to
failure to realize the anticipated benefits from the business
combination; the effects of pending and future legislation; the
highly competitive nature of the Company’s business and the
commercial vehicle electrification market; litigation, complaints,
product liability claims and/or adverse publicity; cost increases
or shortages in the components necessary to support the Company’s
products and services; the introduction of new technologies; the
impact of the COVID-19 pandemic on the Company’s business, results
of operations, financial condition, regulatory compliance and
customer experience; the potential loss of certain significant
customers; privacy and data protection laws, privacy or data
breaches, or the loss of data; general economic, financial, legal,
political and business conditions and changes in domestic and
foreign markets; the inability to convert its sales opportunity
pipeline into binding orders; risks related to the rollout of the
Company’s business and the timing of expected business milestones;
the effects of competition on the Company’s future business; the
availability of capital; and the other risks discussed under the
heading “Risk Factors” in the Registration Statement filed on
January 13, 2021 and other documents that the Company files with
the SEC in the future. If any of these risks materialize or our
assumptions prove incorrect, actual results could differ materially
from the results implied by these forward-looking statements. These
forward-looking statements speak only as of the date hereof and the
Company specifically disclaims any obligation to update these
forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20210114005491/en/
Media: Eric Foellmer, Director of Marketing (617)
648-8555 efoellmer@xlfleet.com
Jonathan Gasthalter/Nathaniel Garnick/Sam Fisher Gasthalter
& Co. (212) 257-4170
Investors: Marc Silverberg, Partner (ICR)
xlfleetIR@icrinc.com
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