Taiga Motors Corporation (formerly Canaccord Genuity Growth II Corp.) Announces Completion of Qualifying Transaction; Symbols of the Securities of the Combined Company on the TSX Expected to Change to "TAIG" And "TAIG.WT" on April 23, 2021
All amounts expressed in Canadian dollars (C$).
MONTREAL and TORONTO, April 21, 2021 /CNW/ - Taiga Motors Corporation (the "Corporation") (TSX: CGGZ.UN) (NEO: CGGZ.UN), formerly known as Canaccord Genuity Growth II Corp. ("CGGZ") is pleased to announce that it has completed its qualifying transaction, pursuant to which Taiga Motors Inc. ("Taiga") a leading developer of electric off-road vehicles has become a wholly-owned subsidiary of the Corporation (the "Transaction").
Concurrent with the closing of the Transaction (the "Closing"), the Corporation completed a private placement for gross proceeds to the Corporation of approximately $100 million (the "Private Placement"), changed its name to "Taiga Motors Corporation" and consolidated its common shares (the "Common Shares") and share purchase warrants (the "Warrants") on a five-for-one basis.
"Closing this Transaction marks a pivotal milestone for the Taiga team and is a major event for the powersports industry as a whole," said Taiga CEO Samuel Bruneau. "We are ready to hit the ground running as the only purely EV focused publicly-traded manufacturer of off-road vehicles. We are now adequately capitalized and well positioned to accelerate our production capabilities, deliver on our sizeable pre-order backlog and spearhead the establishment of our mass-production assembly facility in Shawinigan, which is expected to ramp-up production capacity to 80,000 units by the end of 2025."
The Corporation received gross proceeds of approximately $151 million from the Transaction, including approximately $100 million in proceeds from the Private Placement and approximately $51 million from the release of the escrowed funds. Transaction proceeds will enable the Company to pursue its growth strategy, including its current production acceleration plans and mass-production facility construction.
Michael Shuh, Chairman and CEO of Canaccord Genuity Growth II Corp., added: "We are proud to follow Taiga on its journey as it takes its first steps into the capital markets. Taiga has all the qualities that CGGZ was looking for in a target, which should make for a compelling growth story for years to come. We are looking forward to helping them realize their vision of building electric vehicles capable of diving mass-market adoption without compromise."
The Transaction was completed through the exchange of all of the outstanding shares of Taiga for Common Shares of the Corporation, the exchange of outstanding warrants to acquire Taiga shares for warrants to acquire Common Shares, and the exchange of outstanding options to acquire Taiga shares for options to acquire Common Shares.
Each of the Corporation's Class A restricted voting units ("Class A Restricted Voting Units") not submitted for redemption separated into Common Shares and Warrants, with the underlying Class A restricted voting shares having been automatically converted into Common Shares on a one-for-one basis immediately prior to such separation.
In connection with Closing, the outstanding Common Shares and Warrants were consolidated on a five-to-one basis (the "Consolidation"). Following the Consolidation, the Corporation has approximately 30,803,284 Common Shares and 1,794,385 Warrants outstanding. The Common Shares and Warrants of the Company will be listed and posted for trading on the Toronto Stock Exchange ("TSX") under the symbols "TAIG" and "TAIG.WT", respectively, and are expected to commence trading on Friday April 23, 2021 at market open. Prior to the Common Shares and Warrants commencing trading on the TSX, the Class A Restricted Voting Units will continue to be listed and posted for trading on the TSX under the symbol "CGGZ.UN" on an un-Consolidated basis.
In the context of the Closing, 30,803,284 Common Shares became issued and outstanding, of which 3,348,450 Common Shares, representing approximately 10.87% of the issued outstanding Common Shares, were acquired and are now held by each of Mr. Samuel Bruneau, the Chief Executive Officer of the Corporation and Mr. Gabriel Bernatchez, the Chief Technology Officer of the Corporation. Messrs. Bruneau and Bernatchez did not hold shares in the Corporation prior to Closing.
Prior to Closing, CG Investments Inc. III ("CG Investments"), having an address of 3000-161 Bay Street. PO Box 516, Toronto, Ontario M5J 2S1, owned 1,334,000 Class B units and 8,511,001 Class B shares of the Corporation. Each Class B unit consists of one Class B share of the Corporation and one half of a warrant. Assuming the separation of the Class B units, CG Investments owned 9,845,001 Class B Shares and 667,000 share purchase warrants, representing approximately 98.4% of the issued and outstanding Class B shares. After giving effect to Closing, including the consolidation of the Common Shares and Warrants, CG Investments owns 1,969,000 Common Shares and 133,400 Warrants. In addition, Canaccord Genuity Corp., an affiliate of CG Investments, owns 135,939 broker warrants to acquire Common Shares. In the aggregate, CG Investments and Canaccord Genuity Corp. hold 1,969,000 Common Shares, which represents approximately 6.4% of the issued and outstanding Common Shares, or 7.3% assuming exercise of the Warrants and broker warrants. CG Investments and Canaccord Genuity Corp. hold the securities described herein for investment purposes, and may, from time to time and at any time, acquire common shares of the Corporation in the open market or dispose of any or all of its securities in the open market or otherwise, depending on market conditions, the business and prospects of the Corporation and other relevant factors.
To obtain a copy of the early warning reports to be filed in connection with the acquisition of the Common Shares by Messrs. Bruneau and Bernatchez in connection with the Transaction, please visit the Corporation's profile on SEDAR at www.sedar.com or please contact Tatiana Ramirez at [email protected].
In connection with the Transaction, the auditor of Taiga, KPMG LLP, has been appointed the auditor of the Corporation and Deloitte LLP has ceased to be the auditor of the Corporation.
Advisors
Goodmans LLP acted as legal counsel to CGGZ. Canaccord Genuity Corp. and National Bank Financial Inc. ("NBF") acted as lead agents on the Private Placement, and Stikeman Elliott LLP acted as legal counsel to the lead agents. NBF also acted as sole financial advisor to Taiga. Fasken Martineau DuMoulin LLP acted as legal counsel to Taiga.
About Taiga Motors Corporation
Taiga is a Canadian based company, founded in 2015, that is reinventing the powersports landscape with breakthrough electric off-road vehicles. Through a clean-sheet engineering approach, Taiga has pushed the frontiers of electric technology to achieve extreme power-to-weight ratios and thermal specifications that outperform comparable high-performance combustion powersports vehicles. The first models released include a lineup of electric snowmobiles and personal watercraft to deliver on a rapidly growing recreational and commercial customer demand who are seeking better ways to explore the great outdoors without compromise. For more information, visit www.taigamotors.ca.
The head office of the Corporation is located at 2695 Dollard Avenue, Montreal, Québec, H8N 2J8.
Forward–Looking Statements
This news release may contain forward–looking statements (within the meaning of applicable securities laws) which reflect the Corporation's current expectations regarding future events. Forward-looking statements are identified by words such as "believe", "anticipate", "project", "expect", "intend", "plan", "will", "may", "estimate" and other similar expressions. These statements are based on the Corporation's expectations, estimates, forecasts and projections and include, without limitation, statements regarding the future success of the Corporation's business.
The forward-looking statements in this news release are based on certain assumptions, including without limitation the Common Shares and Warrants beginning trading on the TSX. The forward-looking statements are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, these forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, the Corporation assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
SOURCE Taiga Motors Inc.
Investor Relations Contact: Cody Slach and Tom Colton, Gateway Group, (949) 574-3860, [email protected]; Public Relations Contacts: Tatiana Ramirez, Taiga Motors Inc., [email protected]; Jordan Schmidt, Gateway Group, (949) 574-3860, [email protected]
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