LeddarTech Inc.® (“LeddarTech” or the “Company”), an automotive
software company that provides patented disruptive AI-based
low-level sensor fusion and perception software technology for ADAS
and AD, and Prospector Capital Corp. (“Prospector”) (NASDAQ: PRSR,
PRSRU, PRSRW), a publicly traded special-purpose acquisition
company led by former Qualcomm President Derek Aberle and chaired
by former Qualcomm Vice Chairman Steve Altman, today announced that
on December 4, 2023 the U.S. Securities and Exchange Commission
(the “SEC”) declared effective the Registration Statement on Form
F-4, as amended, filed by LeddarTech Holdings Inc. (“Newco”) in
connection with the previously announced proposed business
combination (the “Business Combination”). The filing can be viewed
in its entirety on the SEC’s website at www.sec.gov.
Prospector also commenced mailing the definitive
proxy statement/prospectus on December 4, 2023, which was included
in the Registration Statement, relating to the extraordinary
general meeting of shareholders to be held in connection with the
Business Combination (the “Extraordinary General Meeting”). The
Extraordinary General Meeting is scheduled to be held on December
13, 2023 at 10:00 a.m. Eastern Time. The Extraordinary General
Meeting will be held at the offices of White & Case LLP located
at 1221 Avenue of the Americas, New York, NY 10020, and virtually
via a live webcast at www.cstproxy.com/prospectorcapital/egm2023.
Holders of Prospector’s ordinary shares at the close of business on
the record date of November 14, 2023 are entitled to notice of the
Extraordinary General Meeting and to vote at the Extraordinary
General Meeting. More details about the Business Combination and
the resolutions to be voted upon at the Extraordinary General
Meeting can be found in the definitive proxy statement/prospectus
filed by Prospector, available at www.sec.gov.
Assuming satisfaction of the conditions of the
closing of the Business Combination, including approval of the
Business Combination by Prospector shareholders, the combined
company intends to operate as LeddarTech Inc. and is expected to be
listed on NASDAQ under the ticker symbol “LDTC”, with warrants
under the ticker “LDTCW”. The NASDAQ listing is subject to the
closing of the Business Combination and fulfillment of all NASDAQ
listing requirements.
About LeddarTech
A global software company founded in 2007 and
headquartered in Quebec City with additional R&D centers in
Montreal, Toronto and Tel Aviv, Israel, LeddarTech develops and
provides comprehensive AI-based low-level sensor fusion and
perception software solutions that enable the deployment of ADAS
and autonomous driving (AD) applications. LeddarTech’s
automotive-grade software applies advanced AI and computer vision
algorithms to generate accurate 3D models of the environment to
achieve better decision making and safer navigation. This
high-performance, scalable, cost-effective technology is available
to OEMs and Tier 1-2 suppliers to efficiently implement automotive
and off-road vehicle ADAS solutions.
LeddarTech is responsible for several
remote-sensing innovations, with over 150 patent applications
(80 granted) that enhance ADAS and AD capabilities. Better
awareness around the vehicle is critical in making global mobility
safer, more efficient, sustainable and affordable: this is what
drives LeddarTech to seek to become the most widely adopted sensor
fusion and perception software solution.
Additional information about LeddarTech is
accessible at www.LeddarTech.com and on LinkedIn, Twitter (X),
Facebook and YouTube.
About Prospector Capital
Corp.
Prospector is a special-purpose acquisition
company formed for the purpose of effecting a merger, share
exchange, asset acquisition, share purchase, reorganization or
similar business combination with one or more businesses with a
focus on companies with advanced and highly differentiated
solutions for the technology sector. The company is led by a team
of experienced investors and executives focused on identifying and
investing in high-growth companies with strong management teams and
attractive market opportunities. Prospector’s securities are traded
on NASDAQ under the ticker symbols “PRSR,” “PRSRU” and “PRSRW.”
Important Information About the Proposed
Transaction and Where to Find It
In connection with the proposed business
combination, Prospector, LeddarTech and Newco have prepared and
filed with the Securities and Exchange Commission (the “SEC”) the
registration statement on Form F-4 (the “Registration Statement”),
and Prospector will mail the proxy statement/prospectus contained
within the Registration Statement to its shareholders and file
other documents regarding the business combination with the SEC.
This press release is not a substitute for any proxy statement,
registration statement, proxy statement/prospectus or other
documents Prospector or Newco may file with the SEC in connection
with the business combination. INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THE REGISTRATION
STATEMENT WHEN IT BECOMES AVAILABLE, ANY AMENDMENTS OR SUPPLEMENTS
TO THE REGISTRATION STATEMENT AND OTHER DOCUMENTS FILED BY
PROSPECTOR OR NEWCO WITH THE SEC IN CONNECTION WITH THE BUSINESS
COMBINATION, BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT
INFORMATION. Investors and security holders will be able to obtain
free copies of the Registration Statement and other documents filed
with the SEC by Prospector or Newco through the website maintained
by the SEC at www.sec.gov.
Forward-Looking Statements
Certain statements contained in this press
release may be considered forward-looking statements within the
meaning of the U.S. Private Securities Litigation Reform Act of
1995, Section 27A of the Securities Act and Section 21E of the
Exchange Act (which forward-looking statements shall also include
forward-looking statements and forward-looking information within
the meaning of applicable Canadian securities laws), including, but
not limited to, statements regarding the business combination
involving Prospector, LeddarTech and Newco, the ability to
consummate the business combination and the timing thereof, the
anticipated benefits from the business combination, the closing of
the private placement financing and expected proceeds therefrom and
statements relating to Newco’s anticipated strategy, future
operations, prospects, objectives and financial projections and
other financial metrics. Forward-looking statements generally
include statements that are predictive in nature and depend upon or
refer to future events or conditions, and include words such as
“may,” “will,” “should,” “would,” “expect,” “anticipate,” “plan,”
“likely,” “believe,” “estimate,” “project,” “intend” and other
similar expressions among others. Statements that are not
historical facts are forward-looking statements. Forward-looking
statements are based on current beliefs and assumptions that are
subject to risks and uncertainties and are not guarantees of future
performance. Actual results could differ materially from those
contained in any forward-looking statement as a result of various
factors, including, without limitation: (i) the risk that the
conditions to the closing of the business combination are not
satisfied, including the failure to timely or at all obtain
shareholder approval for the business combination or the failure to
timely or at all obtain any required regulatory clearances,
including of the Superior Court of Justice of Québec; (ii)
uncertainties as to the timing of the consummation of the business
combination and the ability of each of Prospector, LeddarTech and
Newco to consummate the business combination; (iii) the possibility
that other anticipated benefits of the business combination will
not be realized, and the anticipated tax treatment of the business
combination; (iv) the occurrence of any event that could give rise
to termination of the business combination; (v) the risk that
shareholder litigation in connection with the business combination
or other settlements or investigations may affect the timing or
occurrence of the business combination or result in significant
costs of defense, indemnification and liability; (vi) changes in
general economic and/or industry-specific conditions; (vii)
possible disruptions from the business combination that could harm
LeddarTech’s business; (viii) the ability of LeddarTech to retain,
attract and hire key personnel; (ix) potential adverse reactions or
changes to relationships with customers, employees, suppliers or
other parties resulting from the announcement or completion of the
business combination; (x) potential business uncertainty, including
changes to existing business relationships, during the pendency of
the business combination that could affect LeddarTech’s financial
performance; (xi) legislative, regulatory and economic
developments; (xii) unpredictability and severity of
catastrophic events, including, but not limited to, acts of
terrorism, outbreak of war or hostilities and any epidemic,
pandemic or disease outbreak (including COVID-19), as well as
management’s response to any of the aforementioned factors; (xiii)
access to capital and financing and LeddarTech’s ability to
maintain compliance with debt covenants; and (xiv) other risk
factors as detailed from time to time in Prospector’s reports filed
with the SEC, including Prospector’s Annual Report on Form 10-K,
periodic Quarterly Reports on Form 10-Q, periodic Current Reports
on Form 8-K and other documents filed with the SEC, as well as the
risk factors to be contained in the Registration Statement. The
foregoing list of important factors is not exhaustive. Neither
Prospector nor LeddarTech can give any assurance that the
conditions to the business combination will be satisfied. Except as
required by applicable law, neither Prospector nor LeddarTech
undertakes any obligation to revise or update any forward-looking
statement, or to make any other forward-looking statements, whether
as a result of new information, future events or otherwise.
No Offer or Solicitation
This press release does not constitute an offer
to sell or the solicitation of an offer to buy any securities of
Prospector or Newco, a solicitation of any vote or approval, 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 offer 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 (the “Securities Act”).
Participants in
Solicitation
Prospector, LeddarTech and Newco, and certain of
their respective directors, executive officers and employees, may
be deemed to be participants in the solicitation of proxies in
connection with the business combination. Information about the
directors and executive officers of Prospector can be found in the
Annual Report on Form 10-K for the fiscal year ended December 31,
2022, which was filed with the SEC on March 31, 2023. Information
regarding the persons who may, under the rules of the SEC, be
deemed participants in the solicitation of proxies in connection
with the business combination, including a description of their
direct or indirect interests, by security holdings or otherwise,
will be set forth in the Registration Statement and other relevant
materials when they are filed with the SEC. These documents can be
obtained free of charge from the source indicated above.
Contact:Daniel Aitken,
Vice-President, Global Marketing, Communications and Investor
Relations, LeddarTech Inc. Tel.: + 1-418-653-9000 ext. 232
daniel.aitken@LeddarTech.com
- Investor relations
website: https://investors.LeddarTech.com
- Investor relations
contact: Kevin Hunt, ICR Inc. kevin.hunt@icrinc.com
- Financial media
contact: Dan Brennan, ICR Inc. dan.brennan@icrinc.com
Leddar, LeddarTech, LeddarVision, LeddarSP,
VAYADrive, VayaVision and related logos are trademarks or
registered trademarks of LeddarTech Inc. and its subsidiaries. All
other brands, product names and marks are or may be trademarks or
registered trademarks used to identify products or services of
their respective owners.
Prospector Capital (NASDAQ:PRSR)
Historical Stock Chart
From Jun 2024 to Jul 2024
Prospector Capital (NASDAQ:PRSR)
Historical Stock Chart
From Jul 2023 to Jul 2024