MONTREAL, May 6, 2021 – The Lion Electric Company (“Lion”), a company in which Power Sustainable Capital Inc. (“Power Sustainable”) is the largest indirect shareholder, today announced the completion of the business combination (the “Business Combination”) between Lion Electric Merger Sub Inc., a wholly-owned subsidiary of Lion, and Northern Genesis Acquisition Corp. (“NGA”), a publicly traded special purpose acquisition company, in accordance with the previously announced business combination agreement entered into among Lion, Lion Electric Merger Sub Inc. and NGA on November 30, 2020.
The Business Combination resulted in each outstanding share of NGA’s common stock being exchanged for one newly issued common share of Lion (a “Share”). With the Business Combination now completed, the Shares are scheduled to begin trading on the New York Stock Exchange (NYSE) and the Toronto Stock Exchange (TSX) under the new ticker symbol “LEV”, and Lion’s warrants are scheduled to begin trading on the TSX under the new symbol “LEV.WT” and on the NYSE under the new symbol “LEV WS”, respectively.
Power Sustainable is announcing the acquisition, through its wholly-owned subsidiary Power Energy Corporation (“PEC”), of 1,662,500 Shares for a purchase price of US$10.00 per Share and an aggregate purchase price of US$16,625,000 under private placement (PIPE) (the “Private Placement”) completed concurrently with the Business Combination.
On November 27, 2020, certain securityholders of Lion (collectively, the “PEC Option Securityholders”) and PEC entered into an option agreement, under which each PEC Option Securityholder has granted an option to PEC (“PEC Options”) to, subject to certain terms and conditions, purchase from the PEC Option Securityholders, Shares on a pro rata basis as follows: up to 8,670,690 Shares until March 15, 2022; up to 2,270,895 Shares until April 30, 2022; and up to 2,270,895 Shares until October 31, 2023.
Following completion of the Business Combination and the Private Placement, Power Sustainable beneficially owns and exercises control over 58,409,354 Shares, which represents approximately 30.99% of the issued and outstanding Shares on a non-diluted basis and, assuming the exercise in full of the PEC Options (representing an additional 13,212,480 Shares), approximately 38.00% of the issued and outstanding Shares.
“Lion is accelerating the path to decarbonization with leading edge technology. We have confidence in the company’s strategy, the management team and the products. Lion’s record of client-centric innovation and long-term partnerships are a wonderful foundation as the company continues its journey, as a public entity. We are proud to be associated with Lion.’’ said Olivier Desmarais, Chairman and Chief Executive Officer of Power Sustainable.
Power Sustainable, through PEC, holds the Shares and PEC Options 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 (or waiver) of a 180-day lock-up period agreed to with Lion.
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:
General Counsel and Secretary
Power Sustainable Capital Inc.
751 Victoria Square
Tel.: (514) 286-7400
About Power Sustainable
Power Sustainable is a global multi-platform alternative asset manager. Along with our partners we invest in and champion significant, sustainable projects to benefit our societies and create long-term value for all. We currently operate three distinct platforms: Power Sustainable China builds on decades of relationships in China to invest in sustainable business models; Energy Infrastructure invests in the development, construction, and operations of renewable energy infrastructure assets across North America; and Clean Energy Private Equity holds investments in Lion and Lumenpulse. Power Sustainable has offices in Montréal, Toronto, Shanghai, Beijing and New Jersey and is a wholly owned subsidiary of Power Corporation of Canada. 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.
Power Sustainable Capital
Power Sustainable Capital