indie Semiconductor Announces Expiration and Results of Exchange Offer and Consent Solicitation Relating to its Warrants
23 Octubre 2023 - 7:40AM
Business Wire
indie Semiconductor, Inc. (NASDAQ: INDI) (“indie” or the
“Company”), an Autotech solutions innovator, today announced the
expiration and results of its previously announced exchange offer
(the “Exchange Offer”) and consent solicitation (the “Consent
Solicitation”) relating to its outstanding (i) public warrants to
purchase shares of Class A common stock of the Company, par value
$0.0001 per share (the “Class A common stock”), which warrants
trade on The Nasdaq Capital Market under the symbol “INDIW” (the
“public warrants”), and (ii) private placement warrants to purchase
shares of Class A common stock (the “private placement warrants”
and, together with the public warrants, the “warrants”). The
Exchange Offer and Consent Solicitation expired at 11:59 p.m,
Eastern Time, on October 20, 2023.
indie has been advised that 24,596,363 Warrants, or
approximately 89.8% of the outstanding Warrants, were validly
tendered and not validly withdrawn prior to the expiration of the
Exchange Offer and Consent Solicitation. indie expects to accept
all validly tendered warrants for exchange and settlement on or
before October 25, 2023.
In addition, pursuant to the Consent Solicitation, the Company
received the approval of approximately 89.8% of the outstanding
Warrants to the amendment to the warrant agreement governing the
warrants (the “Amendment No. 2”), which exceeds a majority of the
outstanding Warrants required to effect the Amendment No. 2.
Amendment No. 2 would permit the Company to require that each
Warrant that is outstanding upon settlement of the Exchange Offer
be converted into 0.2565 shares of Class A common stock, which is a
ratio 10% less than the exchange ratio applicable to the Exchange
Offer.
indie expects to execute Amendment No. 2 concurrently with the
settlement of the Exchange Offer, and thereafter, expects to
exercise its right in accordance with the terms of Amendment No. 2,
to exchange all remaining untendered Warrants for shares of Class A
common stock, following which, no Warrants will remain
outstanding.
The Company engaged BofA Securities as the dealer manager for
the Offer and Consent Solicitation, D.F. King & Co., Inc. as
the information agent for the Offer and Consent Solicitation, and
Continental Stock Transfer & Trust Company served as the
exchange agent for the Offer and Consent Solicitation.
About indie
indie is empowering the Autotech revolution with next generation
automotive semiconductors and software platforms. We focus on
developing innovative, high-performance and energy-efficient
technology for ADAS, user experience and electrification
applications. Our mixed-signal SoCs enable edge sensors spanning
Radar, LiDAR, Ultrasound, and Computer Vision, while our embedded
system control, power management and interfacing solutions
transform the in-cabin experience and accelerate increasingly
automated and electrified vehicles. We are an approved vendor to
Tier 1 partners and our solutions can be found in marquee
automotive OEMs worldwide. Headquartered in Aliso Viejo, CA, indie
has design centers and regional support offices across the United
States, Canada, Argentina, Scotland, England, Germany, Hungary,
Morocco, Israel, Japan, South Korea, Switzerland and China.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of the federal securities laws, including statements
regarding the expected timing of the Post-Offer Exchange. These
forward-looking statements generally are identified by the words
“believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,”
“strategy,” “future,” “opportunity,” “plan,” “may,” “should,”
“will,” “would,” “will be,” “will continue,” “will likely result,”
and similar expressions, but the absence of these words does not
mean that a statement is not forward-looking. Forward-looking
statements are predictions, projections, and other statements about
future events that are based on current expectations and
assumptions and, as a result, are subject to risks and
uncertainties. Many factors could cause actual future events to
differ materially from the forward-looking statements in this press
release, including, but not limited to those described under the
section entitled “Risk Factors” in the Company’s Registration
Statement on Form S-4, filed September 22, 2023, as such factors
may be updated from time to time in the Company’s periodic filings
with the SEC, which are accessible on the SEC’s website at
www.sec.gov.
New risks emerge from time to time. It is not possible for our
management to predict all risks, nor can we assess the impact of
all factors on our business or the extent to which any factor, or
combination of factors, may cause actual results to differ
materially from those contained in any forward-looking statements
we may make. In light of these risks, uncertainties and
assumptions, the forward-looking events and circumstances discussed
in this press release may not occur and actual results could differ
materially and adversely from those anticipated.
Forward-looking statements speak only as of the date they are
made. Readers are cautioned not to put undue reliance on
forward-looking statements, and we assume no obligation and do not
intend to update or revise these forward-looking statements,
whether as a result of new information, future events or otherwise.
We do not give any assurance that we will achieve our
expectations.
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