MONTREAL, June 17, 2022 /PRNewswire/ – The Lion Electric Company (NYSE: LEV) (TSX: LEV) (“Lion” or the “Company”), a leading manufacturer of all-electric medium and heavy-duty city vehicles, today announced that it has established a program of actions “at the market” (the “ATM Program“) which permits the Company to issue and sell, from time to time through a syndicate of agents, newly issued ordinary shares of the Company (“Ordinary actions“) having an aggregate sale price of up to $125 million (or the equivalent in Canadian dollars), at the Company’s discretion.
As part of the implementation of the ATM program, the Company entered into a share distribution agreement (the “Share distribution agreement“) with Barclays Capital Inc., National Bank of Canada Financial Inc., BMO Capital Markets Corp., Desjardins Securities International Inc., Roth Capital Partners, LLC, Laurentian Capital UNITED STATES, Raymond James (UNITED STATES) Ltd., Scotia Capital (UNITED STATES) Inc. (collectively, the “US agents“), and Barclays Capital Canada Inc., National Bank Financial Inc., BMO Nesbitt Burns Inc., Desjardins Securities Inc., Roth Canada Inc., Laurentian Bank Securities Inc., Raymond James Ltd. and Scotia Capital Inc. (with American agents, theOfficers“).
Sales of common stock, if any, under the ATM Program will be made at market prices prevailing at the time of sale and are expected to be made in transactions deemed to be “at-the-market distributions”. as defined in National Instrument 44-102 – On-shelf distributionincluding sales made directly on the New York Stock Exchange or the Toronto Stock Exchange, any “marketplace” (as that term is defined in National Instrument 21-101 – Operation of the marketplace)any other existing trading market for the common shares in United Statesby any other method permitted by law and deemed to be a “market offering” as defined in Rule 415(a)(4) under the United States Securities Act of 1933, as amended, and/or any other method in accordance with applicable law or otherwise agreed between the Agents and the Company.
The Company intends to use the net proceeds from any sale of common stock under the ATM program to strengthen its financial position and enable it to pursue its growth strategy, including capacity expansion projects. of the company in Joliette, Illinois and Mirabel, Quebec.
The Company is not obligated to make any sales of Common Shares pursuant to the Share Distribution Agreement. Because common stock sold under the ATM program will be issued and sold at market prices prevailing at the time of sale, prices may vary between purchasers during the distribution period. The offering of Common Shares under the Securities Distribution Agreement will terminate on the earlier of: (a) the sale of all Common Shares subject to the Securities Distribution Agreement, (b) the termination of the Securities Distribution Agreement by the Agents or the Company, as authorized thereto, or (c) July 16, 2024.
The ATM Program is conducted pursuant to a Prospectus Supplement (the “Canadian Prospectus Supplement“) to the simplified base shelf prospectus of the Company dated June 17, 2022 (there “Base Shelf Prospectus“), and pursuant to a U.S. Prospectus Supplement (the “U.S. Prospectus Supplement“) to the Company’s U.S. short form base shelf prospectus (the “United States Base Shelf Prospectus“) included in its registration statement on Form F-10, as amended on June 17, 2022 (there “Registration statement“) filed with the United States Securities and Exchange Commission (the “SECOND“) on June 15, 2022. The Base Shelf Prospectus and the Canadian Prospectus Supplement have been filed with securities commissions in all of the provinces and territories of Canada, and the registration statement (including the US base shelf prospectus) and the US prospectus supplement have been filed with the SEC. Copies of the Share Distribution Agreement, Base Shelf Prospectus and Canadian Prospectus Supplement are available on SEDAR at www.sedar.com, along with copies of the Share Distribution Agreement, the registration statement (including the US base shelf prospectus) and the US prospectus. Supplements are available on EDGAR at www.sec.gov. Alternatively, Agents will send copies of any of the above documents upon request by contacting (i) in Canada and the United States – Barclays Capital Canada Inc. and Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, [email protected], (888) 603-5847; (ii) in Canada – National Bank Financial Inc., The Exchange Tower, 130 King St. W., 4th Floor Podium, Toronto, ON M5X 1L9, [email protected], (416) 869-3707; and (iii) in the USA – Financière Banque Nationale du Canada inc., 65, 55e rue Est, 8th floor, New York, NY 10022, [email protected](212) 632-8500.
This press release does not constitute an offer to sell or the solicitation of an offer to buy, and there will be no sale of these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be illegal prior to registration. or qualification under the securities laws of any such province, state or jurisdiction.
ABOUT ELECTRIC LION
Lion Electric is an innovative manufacturer of zero-emission vehicles. The company creates, designs and manufactures all-electric class 5 to 8 urban commercial trucks as well as all-electric buses and minibuses for the school, adapted and collective segments. Lion is a North American leader in electric transportation and designs, builds and assembles many of its vehicle components, including chassis, batteries, truck cabs and bus bodies.
Always actively seeking new and reliable technologies, Lion vehicles have unique characteristics specifically adapted to its users and their daily needs. Lion believes that the transition to all-electric vehicles will lead to major improvements in our society, our environment and our overall quality of life. Lion’s 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” (collectively, “forward-looking statements”) within the meaning of the laws of Canada and United States securities laws, including the Private Securities Litigation Reform Act of 1995. All statements in this press release that are not statements of historical fact, including statements about Lion’s beliefs and expectations regarding the The offering and sale of common stock under the ATM program are forward-looking statements and should be evaluated as such.
Forward-looking statements can be identified by the use of words such as “believe”, “may”, “will”, “continue”, “anticipate”, “intend”, “expect”, ” should”, “should”, “could”, “plan”, “project”, “potential”, “seem”, “seek”, “future”, “target” or other similar expressions and any other statement that predicts or indicates future events or trends or are not statements of historical matters, although not all forward-looking statements contain such identifying words. These forward-looking statements include statements regarding the offering and sale of common stock under the ATM Program, including the timing and amounts thereof, and the use of any ATM Program proceeds.
By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. These risks and uncertainties are described in more detail in the Canadian Prospectus Supplement, the U.S. Prospectus Supplement and Section 23.0 titled “Risk Factors” of the Company’s Annual MD&A for Fiscal 2021. Many of these risks exceed the ability of Lion management to control or predict. All forward-looking statements included in this press release are expressly qualified in their entirety by the cautionary statements contained in this release and the risk factors included in the Canadian Prospectus Supplement, the U.S. Prospectus Supplement, the Annual MD&A of the Company for the 2021 financial year and in other documents filed with the applicable Canadian securities authorities and the SEC.
Because of these risks, uncertainties and assumptions, readers should not place undue reliance on these forward-looking statements. Further, forward-looking statements speak only as of the date they are made. Except as required by applicable securities laws, Lion undertakes no obligation, and expressly disclaims any obligation, to update, revise or review any forward-looking information, whether as a result of new information, future events or otherwise.
SOURCE Electric Lion