CAMBRIDGE, Mass.–(BUSINESS WIRE)–Introduction Applied sciences Inc. (“Introduction”), an innovation-driven firm within the gas cell and hydrogen know-how house, and AMCI Acquisition Corp. (“AMCI”), a publicly listed particular function acquisition firm (NASDAQ: AMCI), are happy to announce that institutional traders, together with sure funds managed by associates of BNP Paribas, have dedicated to a non-public funding of $65 million within the type of 6.5 million shares of frequent inventory of the mixed firm at a value of $10.00 per share (the “PIPE”), which can shut concurrently with the beforehand introduced proposed enterprise mixture between Introduction and AMCI.
The PIPE transaction will present the mixed firm with the capital assets to raised allow it to speed up product improvement and assist participation in future joint ventures with Tier1 and OEM producers within the areas of aerospace, automotive, marine, and off-grid energy.
On October 13, 2020, Introduction and AMCI introduced that they’d entered right into a definitive settlement and plan of merger for a enterprise mixture that will end in Introduction turning into a wholly-owned subsidiary of AMCI, and with the Introduction shareholders receiving shares of AMCI. Upon the closing of the transaction, AMCI will change its title to “Introduction Applied sciences Holdings, Inc.”, and it’s anticipated that its frequent inventory and public warrants shall be listed on the NASDAQ. The mixed firm will proceed to function underneath the present Introduction administration crew, led by Chief Govt Officer, Dr. Vasilis Gregoriou. The proposed enterprise mixture, if authorized by the stockholders of AMCI and Introduction, is at the moment anticipated to shut in Q1 2021.
Introduction’s CEO and Founder, Dr. Vasilis Gregoriou, mentioned: “We’re excited and honored by the vote of confidence from the traders on this PIPE. We stay up for the completion of the enterprise mixture and executing on our strategic plan.”
AMCI’s CEO William Hunter added: “We’re happy to have such high-quality companions concerned on this financing to assist our mixture with Introduction. This capital, together with the money in belief, shall be utilized to develop Introduction’s enterprise and be sure that will probably be a pacesetter within the extremely engaging hydrogen financial system.”
The PIPE funding, mixed with anticipated funds readily available on the closing of the merger, will end in a professional forma post-money fairness valuation of $461 million, assuming no redemptions by AMCI shareholders and no buy value changes.
Jefferies LLC is performing as Lead Placement Agent and Fearnley Securities, Inc. can also be performing as Placement Agent for the PIPE transaction.
About Introduction Applied sciences
Introduction Applied sciences is an innovation-driven firm within the gas cell and hydrogen know-how house. Our imaginative and prescient is to speed up electrification by superior supplies, elements, and next-generation gas cell know-how. Our know-how applies to electrification (gas cells) and power storage (move batteries, hydrogen manufacturing) markets, which we commercialize by partnerships with Tier1s, OEMs, and System Integrators. For extra info on Introduction Applied sciences, please go to the corporate’s web site at https://www.advent.energy/
About AMCI Acquisition Corp.
AMCI Acquisition Corp. (NASDAQ: AMCI) is a clean verify firm integrated for the aim of effecting a merger, capital inventory change, asset acquisition, inventory buy, reorganization, or comparable enterprise mixture with a number of companies which can be essential to the rising urbanization, electrification, and infrastructure wants of the world. AMCI consummated its preliminary public providing on NASDAQ in November 2018.
In reference to the proposed enterprise mixture transaction between AMCI and Introduction (the “Transaction”) in accordance with the settlement and plan of merger between AMCI and Introduction and the opposite events thereto (as amended, the “Merger Settlement”), AMCI has filed with the Securities and Alternate Fee (“SEC”) a registration assertion on Type S-4 (SEC File No. 333-250946) (as it might be amended, the “Registration Assertion”), to register the shares to be issued to Introduction shareholders within the Transaction and which additionally features a preliminary proxy assertion for a gathering of AMCI shareholders to approve the Transaction and associated issues, and can mail the Registration Assertion and definitive proxy assertion and different related paperwork to Introduction’s and AMCI’s stockholders. Safety holders of AMCI and traders and different events are suggested to learn the preliminary proxy assertion, and amendments thereto, and, when obtainable, the definitive proxy assertion in reference to AMCI’s solicitation of proxies for its particular assembly of stockholders to be held to approve the Transaction and associated issues, as a result of the proxy assertion will comprise essential details about the Transaction and the events to the Transaction. The definitive proxy assertion shall be mailed to stockholders of AMCI as of a file date to be established for voting on the Transaction. Stockholders and different events will even have the ability to get hold of copies of the ultimate Registration Assertion and definitive proxy assertion, with out cost, as soon as obtainable, on the SEC’s web site at www.sec.gov or by directing a request to: AMCI Acquisition Corp., 1501 Ligonier Avenue, Suite 370, Latrobe, PA 15650.
Sure statements made herein comprise, and sure oral statements made by representatives of AMCI and Introduction and their respective associates, every so often might comprise, “forward-looking statements” inside the that means of the “secure harbor” provisions of the Personal Securities Litigation Reform Act of 1995. AMCI’s and Introduction’s precise outcomes might differ from their expectations, estimates and projections and consequently, you shouldn’t depend on these forward-looking statements as predictions of future occasions. Phrases reminiscent of “count on,” “estimate,” “venture,” “price range,” “forecast,” “anticipate,” “intend,” “plan,” “might,” “will,” “may,” “ought to,” “believes,” “predicts,” “potential,” “would possibly” and “continues,” and comparable expressions that predict or point out future occasions or tendencies or that aren’t statements of historic issues are supposed to determine such forward-looking statements. These forward-looking statements mirror the present evaluation of current info and are topic to numerous dangers and uncertainties. Because of this, warning should be exercised in counting on forward-looking statements. As a consequence of identified and unknown dangers, precise outcomes might differ materially from AMCI’s or Introduction’s expectations or projections. The next elements, amongst others, may trigger precise outcomes to vary materially from these described in these forward-looking statements: (i) the incidence of any occasion, change or different circumstances that would give rise to the termination of the Merger Settlement or the subscription agreements for the PIPE; (ii) the power of AMCI to satisfy Nasdaq itemizing requirements following the Transaction and in reference to the consummation thereof; (iii) the lack to finish the Transaction or the PIPE as a result of failure to acquire approval of the stockholders of AMCI or Introduction or different causes; (iv) the failure to satisfy the minimal money necessities of the Merger Settlement attributable to AMCI stockholder redemptions and the failure to consummate the PIPE or different substitute financing; (v) the failure to satisfy projected improvement and manufacturing targets; (vi) prices associated to the proposed Transaction and PIPE; (vii) adjustments in relevant legal guidelines or rules; (viii) the power of the mixed firm to satisfy its monetary and strategic objectives, attributable to, amongst different issues, competitors, the power of the mixed firm to pursue a development technique and handle development profitability; (ix) the likelihood that the mixed firm could also be adversely affected by different financial, enterprise, and/or aggressive elements; (x) the impact of the COVID-19 pandemic on AMCI and Introduction and their potential to consummate the Transaction and the PIPE; and (xi) different dangers and uncertainties described herein, in addition to these dangers and uncertainties mentioned every so often in different experiences and different public filings with the SEC by AMCI. Further info regarding these and different elements which will affect AMCI’s expectations and projections will be present in AMCI’s periodic filings with the SEC, together with its Annual Report on Type 10-Okay for the fiscal yr ended December 31, 2019, and within the Registration Assertion. Every of AMCI and Introduction disclaims any obligation to replace the forward-looking statements, whether or not on account of new info, future occasions or in any other case.
Individuals within the Solicitation
AMCI and Introduction and sure of their respective administrators, government officers, different members of administration and workers, underneath SEC guidelines, could also be deemed to be individuals within the solicitation of proxies from AMCI’s and Introduction’s stockholders in reference to the approval of the Transaction and associated issues. The pursuits of AMCI’s and Introduction’s individuals within the solicitation might, in some circumstances, be totally different than these of AMCI’s and Introduction’s securityholders typically. Stockholders of AMCI and Introduction and different individuals might get hold of extra info relating to the names, affiliations and pursuits within the proposed Transaction of AMCI’s administrators and officers in AMCI’s filings with the SEC, together with, with out limitation, registration assertion and proxy assertion of AMCI referred to above (which will even embrace comparable info relating to Introduction’s administrators and officers), and different paperwork filed by AMCI with the SEC. These paperwork will be obtained freed from cost from the sources indicated above.
No Supply or Solicitation
This announcement shall not represent a suggestion to promote or the solicitation of a suggestion to purchase any securities, nor shall there be any sale of securities in any states or jurisdictions through which such supply, solicitation or sale can be illegal previous to registration or qualification underneath the securities legal guidelines of any such jurisdiction. No providing of securities shall be made besides by way of a prospectus assembly the necessities of Part 10 of the Securities Act of 1933, as amended, or an exemption therefrom.