BOLINGBROOK, Ill., Feb. 20,
2025 /PRNewswire/ -- Hyzon Motors Inc. ("Hyzon" or
the "Company"), a U.S.-based, high-performance, hydrogen fuel cell
system manufacturer and technology developer focused on providing
zero-emission power to decarbonize the most demanding industries,
today announced that it has provided notification to The Nasdaq
Stock Market, LLC ("Nasdaq") of its intent to delist the Company's
Class A common stock, par value $0.0001 per share (the "Common Stock") and its
publicly-traded warrants with each whole warrant exercisable for
one share of Common Stock at an exercise price of $575.00 per share (the "Warrants"), from the
Nasdaq Capital Market. Hyzon expects to file a Form 25
(Notification of Removal from Listing) with the Securities and
Exchange Commission (the "SEC") and Nasdaq relating to the
delisting of its Common Stock and Warrants on or about March 4, 2025. The removal of the Common Stock
and Warrants from Nasdaq will be effective 10 days after the filing
of the Form 25.
Following the delisting, the Company expects that the Common
Stock will be traded on a market operated by the OTC Markets Group
Inc. (the "OTC"). No assurances can be provided, however, that
trading of the Common Stock on the OTC will occur.
In view of the Nasdaq's delisting of the Company's Common Stock
and Warrants, the Company's Board of Directors ("Board") has
undertaken a determination to deregister the Company with the SEC,
having determined that both the delisting and deregistration are in
the best interests of the Company and the holders of its Common
Stock and Warrants.
The Board's decision was based on careful review of numerous
factors, including the potential for limiting the significant costs
associated with preparing and filing periodic reports with the SEC
and the legal, audit and other expenses associated with being a
reporting company, as well as the substantial costs and demands on
management's time under the Sarbanes-Oxley Act of 2002, SEC rules
and Nasdaq listing standards.
On January 23, 2025, the Company
received a determination letter (the "Delisting Notification") from
Nasdaq stating that the Nasdaq staff ("Staff") determined, in
accordance with Listing Rules 5101 and 5110(b) and Nasdaq Listing
Rule IM 5101-1, that the Common Stock and Warrants, will be
delisted from Nasdaq. The Delisting Notification indicated that the
Staff's determination was based on, among other items, the
Company's previously announced Plan of Dissolution to which the
Company is asking its stockholders to approve at a Special Meeting
of Stockholders, which is to be reconvened after it was adjourned,
to be held on February 27, 2025 at
9:00 A.M. Eastern Time and associated
public interest concerns raised by such request. Per the Delisting
Notification, the Company's securities were suspended from trading
on Nasdaq at the opening of business on January 30, 2025.
About Hyzon
Hyzon is a supplier of high-performance hydrogen fuel cell
technology focused on providing zero-emission power to decarbonize
demanding industries. Hyzon is focusing on deploying its fuel cell
technology in heavy-duty commercial vehicles in Class 8 and refuse
collection vehicles across North
America, as well as new markets such as stationary power
applications. To learn more about Hyzon, visit
www.hyzonfuelcell.com.
Forward-Looking Statements
Statements in this press release about future expectations,
plans and prospects, as well as any other statements regarding
matters that are not historical facts, may constitute
forward-looking statements. The words "expect," "intend,"
"continue," "potential," "may," "will" and similar expressions are
intended to identify forward-looking statements, although not all
forward-looking statements contain these identifying words.
Forward-looking statements in this press release include, but are
not limited to, statements concerning the Company's plans with
respect to the delisting and deregistration of its Common Stock and
Warrants; the perceived benefits and timing of the delisting and
deregistration; and the trading of the Common Stock. Actual results
may differ materially from those indicated by such forward-looking
statements as a result of various important factors, including: the
risk that the delisting and deregistration process will take longer
than expected and that the benefits of such actions may not be
realized; the impact of changing laws and regulations and those
risks and uncertainties described in the Company's filings with the
SEC, including the Company's Annual Report on Form 10-K for the
year ended December 31, 2023 and its
subsequent filings with the SEC. Any forward-looking statements
contained in this press release speak only as of the date hereof,
and the Company specifically disclaims any obligation to update any
forward-looking statement, whether as a result of new information,
future events or otherwise. Readers should not rely upon this
information as current or accurate after its publication date.
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SOURCE Hyzon Motors Inc.
