MONTREAL, December 16, 2022 - Power Sustainable Capital Inc. (“Power Sustainable”) today announced the acquisition, through its wholly owned subsidiary Power Energy Corporation (“PEC”), of 9,842,519 units (“Units”) of The Lion Electric Company (“Lion”) pursuant to a marketed public offering of Units by Lion (the “Offering”) that was announced on December 12, 2022.
Each Unit consists of one common share in the capital of Lion (“Shares”) and one common share purchase warrant (“Warrants”). Each whole Warrant will entitle its holder to acquire one Share at an exercise price of US$2.80 per Share for a period of five years following the closing of the Offering.
Pursuant to the terms of the Offering, PEC acquired 9,842,519 Units at a price of US$2.54 per Unit (or approximately C$3.47 based on the Bank of Canada’s daily exchange rate of US$1:C$1.3658 on December 12, 2022) for aggregate consideration of US$24,999,998.26 (or approximately C$34,144,997.62). Before the Offering, Power Sustainable held 67,301,166 Shares, which represented approximately 33.9% of the issued and outstanding Shares on a non-diluted basis. Following the Offering, Power Sustainable beneficially owns and exercises control over 77,143,685 Shares, which represents approximately 35.4% of the issued and outstanding Shares on a non-diluted basis. Following the Offering and assuming the exercise in full of (i) the Warrants acquired by PEC in the Offering and (ii) the options granted to PEC to acquire Shares (representing up to an additional 2,270,895 Shares) pursuant to a previously announced agreement dated November 27, 2020 among PEC and other shareholders of Lion, Power Sustainable beneficially owns and exercises control over 89,257,099 Shares, which represents approximately 39.2% of the issued and outstanding Shares.
Power Sustainable, through PEC, holds the Shares and the Warrants for investment purposes and, pursuant to nomination rights granted to PEC by Lion, has designated certain nominees to serve on Lion’s board of directors. Power Sustainable may increase or decrease its investment in Lion through a prospectus offering, on the open market, in private transactions, pursuant to registration rights that have been granted to PEC by Lion, or otherwise, on such terms and at such times as Power Sustainable may deem advisable depending on market conditions and other relevant factors, including expiry of a 90-day lock-up period agreed to with the underwriters for the Offering.
For further information or to obtain a copy of the corresponding early warning report, which is also available under Lion’s profile on www.sedar.com, please contact:
Delia Cristea
General Counsel and Secretary
Power Sustainable Capital Inc.
751 Victoria Square
Montreal, Québec
H2Y 2J3
Tel.: (514) 286-7400
About Power Sustainable
Power Sustainable is a sustainable investment manager with offices in Canada, China, and the United States. Power Sustainable invests in companies and projects with the potential to deliver returns while contributing to decarbonization, social progress and quality growth. Power Sustainable deploys purposeful capital in infrastructure, private equity, and public equities. For more information, visit www.powersustainable.com.
Power Sustainable relies on Part 5 of National Instrument 62-103 in respect of aggregation relief relating to any securities that may be held by Great-West Lifeco Inc. and its subsidiaries, IGM Financial Inc. and its subsidiaries, and any investment fund managed by entities within the Power Corporation of Canada group of companies.
Lion’s head office is located at 921 chemin de la Rivière-du-Nord, Saint-Jérôme, Québec, Canada, J7Y 5G2.