Hennessy Capital Acquisition Corp. IV (NASDAQ: HCAC, HCACW, HCACU)
(“HCAC”) today announced that, as of the deadline for redemption
elections in connection with the pending business combination (the
“Business Combination”) with Canoo Holdings Ltd. (“Canoo”), over
99.97% (or approximately $306 million) of funds will remain in
HCAC’s trust account as of closing. As a result, over $625 million
of proceeds will be available upon the closing of the Business
Combination.
Tony Aquila, Executive Chairman of Canoo
commented, “We are grateful to investors for supporting our vision.
With more than $625 million available to us upon close of the
transaction, we have adequate resources to execute our go-to-market
strategy. We will bring consumers and businesses what they need to
enjoy the full benefits of our multi-purpose EV platform."
Daniel J. Hennessy, Chairman and Chief Executive
Officer of HCAC added, “This transaction has enabled Canoo to
accelerate key initiatives, including its B2B (business to
business) multi-purpose delivery vehicle which it revealed
yesterday. This important B2B vehicle targets a huge addressable
market and represents a compelling opportunity for investors in
this category.”
HCAC’s stockholders of record at the close of
business on October 27, 2020 (the “Record Date”) are entitled to
vote the shares of common stock of HCAC owned by them at the
special meeting of HCAC stockholders on December 21, 2020 (the
“Special Meeting”) to approve the Business Combination. In
connection with the Business Combination, HCAC filed its
registration statement on Form S-4 (File No. 333-248923) (as
amended, the “Registration Statement”) with the U.S. Securities and
Exchange Commission (“SEC”), which includes the definitive proxy
statement/prospectus. The Registration Statement was declared
effective by the SEC on December 4, 2020, and the definitive proxy
statement/prospectus and proxy card were mailed shortly thereafter
to HCAC’s stockholders of record as of the Record Date. If any of
HCAC's stockholders have not received the Proxy Statement, such
stockholder should confirm their proxy's status with their broker,
or call HCAC’s proxy solicitor, Morrow Sodali LLC, at (800)
662-5200 for help (banks and brokers can call collect at (203)
658-9400).
The Business Combination is expected to close as
soon as practicable after the Special Meeting, subject to the
satisfaction of the applicable closing conditions. Upon the closing
of the Business Combination, the combined company will be renamed
"Canoo Inc." and its common stock and warrants will trade on The
Nasdaq Global Select Market (“Nasdaq”) under the ticker symbols
"GOEV" and “GOEVW,” respectively.
About Hennessy Capital Acquisition Corp.
IV
Hennessy Capital Acquisition Corp. IV is a
special purpose acquisition company (or SPAC) which raised $300
million in its IPO in March 2019 and is listed on the Nasdaq Stock
Market (NASDAQ: HCAC, HCACU, HCACW). HCAC was founded by Daniel J.
Hennessy to pursue an initial business combination, with a specific
focus on businesses in the industrial, technology and
infrastructure sectors. For more information, please visit
www.hennessycapllc.com.
About Canoo
Canoo is a Los Angeles-based company that has
developed breakthrough electric vehicles that are reinventing the
automotive landscape with bold innovations in design, pioneering
technologies, and a unique business model that defies traditional
ownership to put customers first. Distinguished by its experienced
team – totaling over 350 employees from leading technology and
automotive companies – Canoo has designed a modular platform
purpose-built to deliver maximum vehicle interior space and
adaptable to support a wide range of vehicle applications for
consumers and businesses.
For more information, please visit
www.canoo.com.
For Canoo press materials, including photos,
please visit press.canoo.com.
For investors, please visit
investors.canoo.com.
Additional Information About the
Proposed Business Combination and Where to Find ItIn
connection with the Business Combination, HCAC filed the
Registration Statement with the SEC, which includes the definitive
proxy statement to be distributed to holders of HCAC’s common stock
in connection with HCAC’s solicitation of proxies for the vote by
HCAC’s stockholders with respect to the Business Combination and
other matters as described in the Registration Statement and a
prospectus relating to the offer of the securities to be issued to
the equity holders of Canoo in connection with the Business
Combination. The Registration Statement was declared effective by
the SEC on December 4, 2020 and the definitive proxy
statement/prospectus and other relevant documents have been mailed
to HCAC’s stockholders as of the Record Date. HCAC’s stockholders
and other interested persons are advised to read the definitive
proxy statement / prospectus, in connection with HCAC’s
solicitation of proxies for the Special Meeting to be held to
approve, among other things, the Business Combination, because
these documents contain important information about HCAC, Canoo and
the Business Combination. Stockholders may also obtain a copy of
the definitive proxy statement/prospectus, as well as other
documents filed with the SEC regarding the Business Combination and
other documents filed with the SEC by HCAC, without charge, at the
SEC’s website located at www.sec.gov or by directing a request
to Nicholas A. Petruska, Executive Vice President, Chief Financial
Officer, 3415 N. Pines Way, Suite 204, Wilson, Wyoming 83014 or by
telephone at (307) 201-1903.
Participants in the
SolicitationHCAC, Canoo and certain of their respective
directors, executive officers and other members of management and
employees may, under SEC rules, be deemed to be participants in the
solicitation of proxies from HCAC’s stockholders in connection with
the Business Combination. Information regarding the persons who
may, under SEC rules, be deemed participants in the solicitation of
HCAC’s stockholders in connection with the Business Combination,
including a description of their direct and indirect interests, is
set forth in the Registration Statement filed with the SEC. You can
find more information about HCAC’s directors and executive officers
in the Registration Statement. You may obtain free copies of these
documents from the sources indicated above.
Forward-Looking StatementsThe
information in this press release includes “forward-looking
statements” within the meaning of the “safe harbor” provisions of
the United States Private Securities Litigation Reform Act of 1995.
Forward-looking statements may be identified by the use of words
such as “estimate,” “plan,” “project,” “forecast,” “intend,”
“will,” “expect,” “anticipate,” “believe,” “seek,” “target” or
other similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. These
forward-looking statements include, but are not limited to,
statements regarding estimates and forecasts of financial and
performance metrics, projections of market opportunity and market
share, expectations and timing related to commercial product
launches, ability to accelerate Canoo’s go-to-market strategy and
capitalize on commercial opportunities, potential benefits of the
transaction and the potential success of Canoo’s go-to-market
strategy, and expectations related to the terms and timing of
completing the transaction. These statements are based on various
assumptions, whether or not identified in this press release, and
on the current expectations of Canoo’s and HCAC’s management and
are not predictions of actual performance. These forward-looking
statements are provided for illustrative purposes only and are 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. Actual events and circumstances are
difficult or impossible to predict and will differ from
assumptions. Many actual events and circumstances are beyond the
control of Canoo and HCAC. These forward-looking statements are
subject to a number of risks and uncertainties, including changes
in domestic and foreign business, market, financial, political and
legal conditions; the inability of the parties to successfully or
timely consummate the Business Combination, including the risk that
any required regulatory approvals are not obtained, are delayed or
are subject to unanticipated conditions that could adversely affect
the combined company or the expected benefits of the Business
Combination or that the approval of the stockholders of HCAC or
Canoo is not obtained; failure to realize the anticipated benefits
of the Business Combination; risks relating to the uncertainty of
the projected financial information with respect to Canoo; risks
related to the rollout of Canoo’s business and the timing of
expected business milestones and commercial launch; risks related
to future market adoption of Canoo’s offerings; risks related to
Canoo’s go-to-market strategy and subscription business model; the
effects of competition on Canoo’s future business; the amount of
redemption requests made by HCAC’s public stockholders; the ability
of HCAC or the combined company to issue equity or equity-linked
securities in connection with the Business Combination or in the
future, and those factors discussed in HCAC’s final prospectus
filed on March 4, 2019, Annual Report on Form 10-K for the fiscal
year ended December 31, 2019, Quarterly Reports on Form 10-Q for
the quarters ended March 31, 2020, June 30, 2020 and September 30,
2020 and the Registration Statement, and the definitive proxy
statement/prospectus contained therein, in each case, under the
heading “Risk Factors,” and other documents of HCAC filed, or to be
filed, with the SEC. 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. There
may be additional risks that neither HCAC nor Canoo presently know
or that HCAC and Canoo 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 HCAC’s and Canoo’s expectations, plans or forecasts of
future events and views as of the date of this press release. HCAC
and Canoo anticipate that subsequent events and developments will
cause HCAC’s and Canoo’s assessments to change. However, while HCAC
and Canoo may elect to update these forward-looking statements at
some point in the future, HCAC and Canoo specifically disclaim any
obligation to do so. These forward-looking statements should not be
relied upon as representing HCAC’s and Canoo’s assessments as of
any date subsequent to the date of this press release. Accordingly,
undue reliance should not be placed upon the forward-looking
statements.
No Offer or SolicitationThis
press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act of 1933, as amended, or an exemption therefrom.
Contacts
For Canoo / Media RelationsStacy Morris press@canoo.com
Investor RelationsMike Callahan / Tom Cook
CanooIR@icrinc.com
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