- Business combination expected to close June 23, 2022, Polestar
expected to begin trading on Nasdaq under ticker symbol “PSNY” on
June 24, 2022
- Preliminary redemption elections reflect a 25% maximum,
well-below current market average
- Stockholder and Warrant Holder Special Meetings to be held on
June 22, 2022
Gores Guggenheim, Inc. (“Gores Guggenheim” or the “Company”)
(NASDAQ: GGPI, GGPIU and GGPIW), a special purpose acquisition
company sponsored by affiliates of The Gores Group, LLC and
Guggenheim Capital, LLC, and Polestar, the Swedish electric
performance car company, today announced they expect to close their
business combination on June 23, 2022, subject to Gores Guggenheim
stockholder approval.
The transaction is expected to raise at least $850 million in
gross proceeds though a combination of a fully committed PIPE and
cash held in trust. The cash held in trust accounts for a maximum
25% in preliminary redemption elections and assumes none of such
preliminary redemption requests are withdrawn.
Alec Gores, Chairman of Gores Guggenheim, states, “To have
limited redemptions in this challenging macro environment is an
incredible feat and speaks to the strength of Polestar’s brand – as
well as the high conviction our investors have in Polestar’s
potential. We are proud of the momentum Polestar has built over the
past several months and we look forward to the expected closing of
our business combination this week.”
Thomas Ingenlath, CEO of Polestar, says, “Our listing on the
Nasdaq in partnership with Gores Guggenheim will be a milestone
moment for the company. Our team has been working hard and that
work is paying off. We are excited about the future of Polestar and
will continue to build world-class electric cars, grow the
passionate customer community and expand into even more markets
around the globe.”
The special meeting of GGPI stockholders (the “Stockholder
Special Meeting”) and meeting of the Company’s warrant holders (the
“Warrant Holder Meeting”) are scheduled to occur on June 22, 2022.
The Stockholder Special Meeting will be held via live webcast at
www.meetnow.global/MYGAWFM on June 22, 2022, at 9:30 a.m. Eastern
Time, as described in the Company’s definitive proxy
statement/prospectus, dated May 25, 2022 and filed with the SEC on
such date (the “Proxy Statement”). The Warrant Holder Meeting will
be held via live webcast at www.meetnow.global/MYVPLYT on June 22,
2022, at 10:00 a.m. Eastern Time, as described in Company’s
definitive proxy statement/prospectus, dated May 25, 2022 and filed
with the SEC on such date .
Following the consummation of the business combination,
Polestar’s common stock is expected to begin trading on Nasdaq on
June 24, 2022 under the new ticker symbol “PSNY.”
About Polestar
Polestar was established as a new, standalone Swedish premium
electric vehicle manufacturer in 2017. Founded by Volvo Car AB
(publ) (together with its subsidiaries, “Volvo Cars”) and Zhejiang
Geely Holding Group Co., Ltd (“Geely”), Polestar enjoys specific
technological and engineering synergies with Volvo Cars and
benefits from significant economies of scale as a result.
Polestar is headquartered in Gothenburg, Sweden, and its
vehicles are currently available and on the road in markets across
Europe, North America, China and Asia Pacific. By 2023, the company
plans that its cars will be available in an aggregate of 30
markets. Polestar cars are currently manufactured in two facilities
in China, with additional future manufacturing planned in the
USA.
In September 2021, Polestar announced its intention to list as a
public company on the Nasdaq in a business combination agreement
with Gores Guggenheim, Inc. Full information on this definitive
agreement can be found here.
Polestar has produced two electric performance cars. The
Polestar 1 was built between 2019 and 2021 as a low-volume electric
performance hybrid GT with a carbon fibre body, 609 hp, 1,000 Nm
and an electric-only range of 124 km (WLTP) – the longest of any
premium hybrid car in the world.
The Polestar 2 electric performance fastback is the company’s
first fully electric, high volume car. The Polestar 2 model range
includes three variants with a combination of long- and standard
range batteries as large as 78 kWh, and dual- and single-motor
powertrains with as much as 300 kW / 408 hp and 660 Nm.
From 2022, Polestar plans to launch one new electric vehicle per
year, starting with Polestar 3, the company’s first electric
performance SUV which is expected to debut in October 2022.
Polestar 4 is expected to follow in 2023, a smaller electric
performance SUV coupe.
In 2024, the Polestar 5 electric performance 4-door GT is
planned to be launched as the production evolution of Polestar
Precept – the manifesto concept car that Polestar released in 2020
that showcases the brand’s future vision in terms of design,
technology, and sustainability. As the company seeks to reduce its
climate impact with every new model, Polestar aims to produce a
truly climate-neutral car by 2030.
In early March 2022, Polestar revealed its second concept car,
an electric performance roadster which builds on the design,
technology and sustainability ambitions laid out by Precept and
showcases the brand’s vision for future sports cars. The hard-top
convertible presents an evolution of the unique design language
first shown by Precept and emphasizes a dynamic driving experience.
The concept further develops the focus on sustainability and
technology, aiming towards greater circularity.
About Gores Guggenheim, Inc.
Gores Guggenheim, Inc. (Nasdaq: GGPI, GGPIW, and GGPIU) is a
special purpose acquisition company sponsored by an affiliate of
The Gores Group, LLC, founded by Alec Gores, and by an affiliate of
Guggenheim Capital, LLC. Gores Guggenheim completed its initial
public offering in April 2021, raising approximately USD 800
million in cash proceeds for the purpose of effecting a merger,
capital stock exchange, asset acquisition, stock purchase,
reorganization or similar business combination with one or more
businesses. Gores Guggenheim’s strategy is to identify and complete
business combinations with market leading companies with strong
equity stories that will benefit from the growth capital of the
public equity markets and be enhanced by the experience and
expertise of Gores’ and Guggenheim’s long history and track record
of investing in and operating businesses.
Additional Information about the Transactions and Where to
Find It
In connection with the proposed Business Combination, (a)
Polestar Automotive Holding UK PLC (formerly known as Polestar
Automotive Holding UK Limited) (“ListCo”) has filed with the SEC a
registration statement on Form F-4 containing a proxy statement of
the Company and a prospectus, which the SEC declared effective on
May 25, 2022 and (b) the Company has filed a definitive proxy
statement relating to the proposed Business Combination (the
“Definitive Proxy Statement”) and mailed the Definitive Proxy
Statement and other relevant materials to its stockholders and
warrant holders, each as of May 18, 2022, the record date
established for voting on the proposed Business Combination and the
other matters to be voted upon at the Special Meeting and Warrant
Holder Meeting. The Definitive Proxy Statement contains important
information about the proposed Business Combination and the other
matters to be voted upon at the meetings of the Company’s
stockholders and warrant holders. This press release does not
contain all the information that should be considered concerning
the proposed Business Combination and is not intended to form the
basis of any investment decision or any other decision in respect
of the proposed Business Combination. Before making any voting or
other investment decisions, securityholders of the Company and
other interested persons are advised to read the Definitive Proxy
Statement and other documents filed or to be filed in connection
with the proposed Business Combination, as these materials will
contain important information about the Company, Polestar, ListCo
and the proposed Business Combination. Stockholders will also be
able to obtain copies of the Definitive Proxy Statement and other
documents filed with the SEC, without charge, once available, at
the SEC’s website at www.sec.gov, or by directing a request to:
Gores Guggenheim, Inc., 6260 Lookout Rd., Boulder, CO 80301,
attention: Jennifer Kwon Chou.
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN
APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY
AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS
OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION
CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
Participants in Solicitation
The Company and its directors and executive officers may be
deemed participants in the solicitation of proxies from the
Company’s stockholders with respect to the proposed Business
Combination. A list of the names of those directors and executive
officers and a description of their interests in the Company is set
forth in the Company’s filings with the SEC (including the
Company’s final prospectus related to its initial public offering
(File No. 333-253338) declared effective by the SEC on March 22,
2021), and are available free of charge at the SEC’s web site at
www.sec.gov, or by directing a request to Gores Guggenheim, Inc.,
6260 Lookout Rd., Boulder, CO 80301, attention: Jennifer Kwon Chou.
Additional information regarding the interests of such participants
is contained in the Definitive Proxy Statement.
Polestar and ListCo, and certain of their directors and
executive officers may also be deemed to be participants in the
solicitation of proxies from the stockholders of the Company in
connection with the proposed Business Combination. A list of the
names of such directors and executive officers and information
regarding their interests in the proposed Business Combination is
included in the Definitive Proxy Statement.
Forward-Looking Statements
This press release contains certain statements which may be
considered “forward-looking statements” as defined in the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements generally relate to future events or the future
financial or operating performance of the Company and Polestar. For
example, projections of future revenue, volumes and other metrics
are forward-looking statements. In some cases, you can identify
forward-looking statements by terminology such as “may”, “should”,
“expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”,
“predict”, “potential”, “forecast”, “plan”, “seek”, “future”,
“propose” or “continue”, or the negatives of these terms or
variations of them or similar terminology. Such forward-looking
statements are subject to risks, uncertainties, and other factors
which could cause actual results to differ materially from those
expressed or implied by such forward looking statements.
These forward-looking statements are based upon estimates and
assumptions that, while considered reasonable by the Company and
its management, and Polestar and its management, as the case may
be, are inherently uncertain. Factors that may cause actual results
to differ materially from current expectations include, but are not
limited to: (a) the occurrence of any event, change or other
circumstances that could give rise to the termination of definitive
agreements with respect to proposed Business Combination; (b) the
outcome of any legal proceedings that may be instituted against the
Company, the combined company or others following the announcement
of the proposed Business Combination and any definitive agreements
with respect thereto; (c) the inability to complete the proposed
Business Combination due to the failure to obtain approval of the
stockholders of the Company, to obtain financing to complete the
proposed Business Combination or to satisfy other conditions to
Closing; (d) changes to the proposed structure of the proposed
Business Combination that may be required or appropriate as a
result of applicable laws or regulations or as a condition to
obtaining regulatory approval of the proposed Business Combination;
(e) the ability to meet stock exchange listing standards following
the consummation of the proposed Business Combination; (f) the risk
that the proposed Business Combination disrupts current plans and
operations of Polestar as a result of the announcement and
consummation of the proposed Business Combination; (g) the ability
to recognize the anticipated benefits of the proposed Business
Combination, which may be affected by, among other things,
competition, the ability of the combined company to grow and manage
growth profitably, maintain relationships with customers and
suppliers and retain its management and key employees; (h) costs
related to the proposed Business Combination; (i) risks associated
with changes in applicable laws or regulations and Polestar’s
international operations; (j) the possibility that Polestar or the
combined company may be adversely affected by other economic,
business, and/or competitive factors; (k) Polestar’s estimates of
expenses and profitability; (l) Polestar’s ability to maintain
agreements or partnerships with its strategic partners Volvo Cars
and Geely and to develop new agreements or partnerships; (m)
Polestar’s ability to maintain relationships with its existing
suppliers and strategic partners, and source new suppliers for its
critical components, and to complete building out its supply chain,
while effectively managing the risks due to such relationships; (n)
Polestar’s reliance on its partnerships with vehicle charging
networks to provide charging solutions for its vehicles and its
strategic partners for servicing its vehicles and their integrated
software; (o) Polestar’s ability to establish its brand and capture
additional market share, and the risks associated with negative
press or reputational harm, including from lithium-ion battery
cells catching fire or venting smoke; (p) delays in the design,
manufacture, launch and financing of Polestar’s vehicles and
Polestar’s reliance on a limited number of vehicle models to
generate revenues; (q) Polestar’s ability to continuously and
rapidly innovate, develop and market new products; (r) risks
related to future market adoption of Polestar’s offerings; (s)
increases in costs, disruption of supply or shortage of materials,
in particular for lithium-ion cells or semiconductors; (t)
Polestar’s reliance on its partners to manufacture vehicles at a
high volume, some of which have limited experience in producing
electric vehicles, and on the allocation of sufficient production
capacity to Polestar by its partners in order for Polestar to be
able to increase its vehicle production capacities; (u) risks
related to Polestar’s distribution model; (v) the effects of
competition and the high barriers to entry in the automotive
industry, and the pace and depth of electric vehicle adoption
generally on Polestar’s future business; (w) changes in regulatory
requirements, governmental incentives and fuel and energy prices;
(x) the impact of the global COVID-19 pandemic, inflation, interest
rate changes, the ongoing conflict between Ukraine and Russia,
supply chain disruptions and logistical constraints on the Company,
Polestar, Polestar’s post business combination’s projected results
of operations, financial performance or other financial metrics, or
on any of the foregoing risks; and (y) other risks and
uncertainties set forth in the section entitled “Risk Factors” and
“Cautionary Note Regarding Forward-Looking Statements” in the
Company’s final prospectus relating to its initial public offering
(File No. 333-253338) declared effective by the SEC on March 22,
2021, and other documents filed, or to be filed, with the SEC by
the Company or ListCo, including the Definitive Proxy Statement.
There may be additional risks that neither the Company, Polestar
nor ListCo presently know or that the Company, Polestar or ListCo
currently believe are immaterial that could also cause actual
results to differ from those contained in the forward-looking
statements. Nothing in this press release should be regarded as a
representation by any person that the forward-looking statements
set forth herein will be achieved or that any of the contemplated
results of such forward-looking statements will be achieved. You
should not place undue reliance on forward-looking statements,
which speak only as of the date they are made. Neither the Company,
Polestar nor ListCo undertakes any duty to update these
forward-looking statements.
Disclaimer
This press release relates to the proposed Business Combination.
This document shall not constitute an offer to sell or exchange, or
the solicitation of an offer to buy or exchange, any securities,
nor shall there be any sale of securities in any jurisdiction in
which such offer, sale or exchange would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction. No offer of securities shall be made except by means
of a prospectus meeting the requirements of the Securities Act of
1933, as amended.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220621005505/en/
For inquiries regarding The Gores Group and affiliates:
Jennifer Kwon Chou Managing Director The Gores Group
jchou@gores.com
John Christiansen/Cassandra Bujarski FGS Global
GoresGroup-SVC@sardverb.com
For inquiries regarding Polestar:
Bojana Flint Polestar (Investor Relations)
bojana.flint@polestar.com
Jonathan Goodman Polestar jonathan.goodman@polestar.com
Andrew Lytheer Polestar andrew.lytheer@polestar.com
John Paolo Canton Polestar jp.canton@polestar.com
Gores Guggenheim (NASDAQ:GGPI)
過去 株価チャート
から 11 2024 まで 12 2024
Gores Guggenheim (NASDAQ:GGPI)
過去 株価チャート
から 12 2023 まで 12 2024
