Offering to result in Gross Proceeds of US$50 Million to Lion Electric
This news release constitutes a "designated news release" for the purposes of the Company’s prospectus supplement dated June 17, 2022 to its short form base shelf prospectus dated June 17, 2022.
MONTREAL, Dec. 13, 2022 (GLOBE NEWSWIRE) -- The Lion Electric Company (NYSE: LEV) (TSX: LEV) ("Lion" or the "Company"), a leading manufacturer of all-electric medium and heavy-duty urban vehicles, today announced the pricing of its previously announced marketed public offering of units (the "Units") in the United States and Canada (the "Offering"). The Company will issue 19,685,040 Units at a price of US$2.54 per Unit for aggregate gross proceeds to the Company of approximately US$50 million.
Each Unit will consist of one common share in the capital of the Company (each a "Unit Share") and one common share purchase warrant (each a "Warrant"). Each whole Warrant will entitle the holder thereof to acquire one common share in the capital of the Company (each a "Warrant Share") at an exercise price of US$2.80 per Warrant Share for a period of five (5) years following the closing of the Offering.
B. Riley Securities, Inc. and National Bank Financial Inc. are acting as joint bookrunners for the Offering (the "Underwriters"). The Offering is expected to close on or about December 16, 2022, subject to customary closing conditions.
Under the terms of the underwriting agreement, the Company has granted the Underwriters an over-allotment option, exercisable for a period of 30 days from the date of the closing of the Offering, to purchase up to 2,952,755 additional Units at a price of US$2.54 per Unit, representing in the aggregate 15% of the total number of Units to be sold pursuant to the Offering.
Power Sustainable Capital Inc. ("Power Sustainable"), through its wholly-owned subsidiary Power Energy Corporation ("PEC") will purchase Units at the offering price representing an aggregate purchase price of approximately US$25 million.
The Company intends to use the net proceeds of the Offering to strengthen its financial position, and allow it to continue to pursue its growth strategy, including the Company's capacity expansion projects in Joliet, Illinois and Mirabel, Québec.
Closing of the Offering is subject to a number of customary conditions, including the listing of the Unit Shares on the New York Stock Exchange ("NYSE") and the Toronto Stock Exchange ("TSX"), and any required approvals of the NYSE and the TSX. The Company has applied to list the Unit Shares, the Warrant Shares and the Warrants on the NYSE and the TSX. Listing will be subject to the Company fulfilling all of the listing requirements of the NYSE and the TSX, including, in respect of the Warrants, distribution of the Warrants to a minimum number of public securityholders.
In connection with the Offering, the Company has filed a preliminary prospectus supplement, and will file a final prospectus supplement, to its short form base shelf prospectus dated June 17, 2022 (the "base shelf prospectus"). The preliminary prospectus supplement was filed, and the final prospectus supplement will be filed, with the securities regulatory authorities in each of the provinces and territories of Canada as well as with the U.S. Securities and Exchange Commission (the "SEC") as part of a registration statement on Form F-10 under the U.S.-Canada multijurisdictional disclosure system (MJDS). A registration statement on Form F-10 relating to this Offering has been filed with the SEC and is effective.
The Offering is being made in Canada only by means of the base shelf prospectus and applicable prospectus supplement and in the United States only by means of the registration statement, including the base shelf prospectus and applicable prospectus supplement. Such documents contain important information about the Offering. Copies of the base shelf prospectus and the applicable prospectus supplement can be found on SEDAR at www.sedar.com and a copy of the registration statement, including the base shelf prospectus and the preliminary prospectus supplement, can be found on EDGAR at www.sec.gov. Copies of such documents may also be obtained from any of the following sources: B. Riley Securities, Inc., Attn: Prospectus Department, 1300 17th Street North, Suite 1300, Arlington, VA 22209, telephone: (703) 312-9580 or by emailing email@example.com; or National Bank Financial Inc., 130 King Street West, 4th Floor Podium, Toronto, ON M5X 1J9, telephone (416) 869-6534 or by emailing firstname.lastname@example.org.
Prospective investors should read the base shelf prospectus and the prospectus supplement as well as the registration statement before making an investment decision.
No securities regulatory authority has either approved or disapproved the contents of this press release. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Units in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction.
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 many of 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. Lion shares are traded on the New York Stock Exchange and the Toronto Stock Exchange under the symbol LEV.
CAUTION REGARDING FORWARD-LOOKING STATEMENTS
This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable securities laws and within the meaning of the United States Private Securities Litigation Reform Act of 1995 (collectively, "forward-looking statements"). Any statements contained in this press release that are not statements of historical fact, including statements regarding the proposed Offering and the terms thereof, listing of the Unit Shares, the Warrant Shares and the Warrants on the NYSE and the TSX, the closing of the Offering and the intended use of proceeds thereof, are forward-looking statements and should be evaluated as such.
Forward-looking statements may be identified by the use of words such as "believe," "may," "will," "continue," "anticipate," "intend," "expect," "should," "would," "could," "plan," "project," "potential," "seem," "seek," "future," "target" or other similar expressions and any other statements that predict or indicate future events or trends or that are not statements of historical matters, although not all forward-looking statements may contain such identifying words. Such forward-looking statements are based on a number of estimates and assumptions that the Company believes are reasonable when made and inherently involve numerous risks and uncertainties, known and unknown, including economic factors. Such estimates and assumptions are made by the Company in light of the experience of management and their perception of historical trends, current conditions and expected future developments, as well as other factors believed to be appropriate and reasonable in the circumstances. However, there can be no assurance that such estimates and assumptions will prove to be correct. A number of risks, uncertainties and other factors may cause actual results to differ materially from the forward-looking statements contained in this press release, including, among other factors, those risk factors identified in the offering documents relating to the Offering and the documents incorporated by reference therein. Readers are cautioned to consider these and other factors carefully when making decisions with respect to the Units and not to place undue reliance on forward-looking statements. Forward-looking statements contained in this press release are not guarantees of future performance and, while forward-looking statements are based on certain assumptions that the Company considers reasonable, actual events and results could differ materially from those expressed or implied by forward-looking statements made by the Company. Readers cannot be assured that the Offering discussed above will be completed on the terms described above, or at all. Except as may be expressly required by applicable law, the Company does not undertake any obligation to update publicly or revise any such forward-looking statements, whether as a result of new information, future events or otherwise. All of the forward-looking statements contained in this press release are expressly qualified by the foregoing cautionary statements.
For further information: Nicolas Brunet, Executive Vice-President and Chief Financial Officer, 450-432-5466.