NextGen Acquisition Corporation Shareholders Approve Business Combination with Xos
18 Agosto 2021 - 3:40PM
Business Wire
NextGen Acquisition Corp. (“NextGen”)(NASDAQ: NGAC) today
announced that its stockholders approved all proposals related to
the previously announced business combination with Xos, Inc.
(“Xos”, or “the Company”), a leading manufacturer of fully electric
Class 5 to Class 8 commercial vehicles at a special meeting of
stockholders held today. A Form 8-K disclosing the full voting
results is expected to be filed with the Securities and Exchange
Commission.
This press release features multimedia. View
the full release here:
https://www.businesswire.com/news/home/20210818005792/en/
The closing of the Business Combination is anticipated to occur
on or about August 19, 2021, with trading of the combined company
expected on August 20th following the effectiveness of the merger.
Following closing, the combined company will be known as “Xos,
Inc.” and is expected to trade on the Nasdaq Stock Market under the
new ticker symbol “XOS.”
About NextGen
NextGen Acquisition Corporation is a blank check company whose
business purpose is to effect a merger, capital stock exchange,
asset acquisition, stock purchase, reorganization or similar
business combination with one or more businesses. NextGen is led by
George Mattson, a former Partner at Goldman, Sachs & Co., and
Gregory Summe, former Chairman and CEO of PerkinElmer and Vice
Chairman of the Carlyle Group. NextGen is listed on NASDAQ under
the ticker symbol "NGAC." For more information, please visit
www.nextgenacq.com.
About Xos, Inc.
Xos, Inc. is an electric mobility company dedicated to making
fleets more efficient. Xos designs and develops fully electric
battery mobility systems specifically for commercial fleets. The
company’s primary focus is on medium- and heavy-duty commercial
vehicles that travel on “last mile” routes (i.e. predictable routes
that are less than 200 miles per day). The company leverages its
proprietary technologies to provide commercial fleets zero emission
vehicles that are easier to maintain and more cost-efficient on a
total cost of ownership (TCO) basis than their internal combustion
engine and commercial EV counterparts. For more information, please
visit www.xostrucks.com.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains certain forward-looking statements
within the meaning of the federal securities laws with respect to
the proposed transaction between Xos and NextGen, including
statements regarding the anticipated timing of the transaction and
the products, customers and markets of Xos. 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. 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: (i) the risk that the transaction may not be completed
in a timely manner or at all, which may adversely affect the price
of NextGen’s securities, (ii) the risk that the transaction may not
be completed by NextGen’s business combination deadline and the
potential failure to obtain an extension of the business
combination deadline if sought by NextGen, (iii) the failure to
satisfy the conditions to the consummation of the transaction,
including the adoption of the Merger Agreement by the shareholders
of NextGen, the availability of the minimum amount of cash
available in the trust account in which substantially all of the
proceeds of NextGen's initial public offering and private
placements of its warrants have been deposited following
redemptions by NextGen’s public shareholders and the receipt of
certain governmental and regulatory approvals, (iv) the lack of a
third party valuation in determining whether or not to pursue the
proposed transaction, (v) the inability to complete the PIPE
investment in connection with the transaction, (vi) the occurrence
of any event, change or other circumstance that could give rise to
the termination of the Merger Agreement, (vii) the effect of the
announcement or pendency of the transaction on Xos’ business
relationships, operating results, and business generally, (viii)
risks that the proposed transaction disrupts current plans and
operations of Xos and potential difficulties in Xos employee
retention as a result of the transaction, (ix) the outcome of any
legal proceedings that may be instituted against Xos or against
NextGen related to the Merger Agreement or the proposed
transaction, (x) the ability to maintain the listing of NextGen’s
securities on a national securities exchange, (xi) the price of
NextGen’s securities may be volatile due to a variety of factors,
including changes in the seven competitive and regulated industries
in which NextGen plans to operate or Xos operates, variations in
operating performance across competitors, changes in laws and
regulations affecting NextGen’s or Xos’ business, Xos’ inability to
implement its business plan or meet or exceed its financial
projections and changes in the combined capital structure, (xii)
the ability to implement business plans, forecasts, and other
expectations after the completion of the proposed transaction, and
identify and realize additional opportunities, and (xiii) the risk
of downturns and a changing regulatory landscape in the highly
competitive electric vehicle industry. The foregoing list of
factors is not exhaustive. You should carefully consider the
foregoing factors and the other risks and uncertainties described
in the “Risk Factors” section of NextGen’s Annual Report on Form
10-K, as amended, and the definitive proxy statement/prospectus
filed by NextGen with the SEC on July 30, 3031 and other documents
filed or that may be filed by NextGen from time to time with the
SEC. These filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
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 Xos and NextGen 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. Neither Xos nor NextGen gives any assurance that either
Xos or NextGen, or the combined company, will achieve its
expectations.
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version on businesswire.com: https://www.businesswire.com/news/home/20210818005792/en/
Xos Investor Relations investors@xostrucks.com
Xos Media Relations press@xostrucks.com
NextGen info@NextGenacq.com
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