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Edison Motors Announces $20M Financing
Merritt, British Columbia, October 18, 2024 - Edison Motors Ltd. (“Edison” or the “Company”) is pleased to announce the launch of a non-brokered private placement financing. The proposed private financing will consist of up to 500,000 common shares of the Company (Common Shares) issued at a price of $40 USD per Common Share for gross proceeds of up to $20 million USD (the “Offering”).
The Company currently has 4,813,835 Common Shares outstanding. The net proceeds from the Offering will be used (i) to construct a large production facility in order to build and commission additional prototype vehicles, and (ii) to increase working capital. The Company’s objective is to bring Electric, Hybrid Electric & Diesel Commercial Vehicles Conversion kits into production in 2026.
The Offering is expected to close on or before December 31, 2024. Compensation will be paid in respect of the Offering to DealMaker Securities who has been contracted to manage the private placement subscription agreements through an on-line portal, but is not being a commission for services as a dealer.
The Offering is being offered by way of private placement in all provinces of Canada to investors who qualify as “accredited investors” under Canadian securities legislation or who are otherwise exempt from prospectus delivery requirements. The Offering may also be offered in the United States to “qualified institutional buyers” [and accredited investors] pursuant to an exemption from the registration requirement under the United States Securities Act of 1933, as amended, and in such other jurisdictions outside of Canada in accordance with applicable local laws. The aggregate value of the Common Shares to be distributed under the Offering is less than 12.5% of the market capitalization of the Company.
The Company is not a reporting issuer in any province or territory in Canada and its securities are not listed on any stock exchange in Canada and there is currently no public market for its securities to be resold. As such, the Common Shares will be subject to a hold period pursuant to applicable statutory exemptions, until the date that is four months and a day after the date the Company becomes a Reporting Issuer in any province or territory of Canada (subject to any control person distribution restrictions) in accordance with National Instrument 45-102 – Resale of Securities.
The Offering is being offered by way of private placement in all provinces of Canada to investors who qualify as “accredited investors” under Canadian securities legislation or who are otherwise exempt from prospectus delivery requirements. The Offering may also be offered in the United States to “qualified institutional buyers” pursuant to an exemption from registration under the United States Securities Act of 1933, as amended, and in such other jurisdictions outside of Canada in accordance with applicable law.
Readers can find additional information about the Company on our website https://www.edisonmotors.ca/investing.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
About Edison Motors Edison Motors Ltd., is a Canadian based company focused on the development and commercialization of electric commercial vehicles and electric conversion kits for existing light, medium and heavy duty trucks. In 2024, the company successfully licensed and tested its production prototype ’’Topsy’’, on Canadian public roads. In 2023, Edison built North America’s first EV Plug-in Hybrid commercial semi truck fully assembled in British Columbia, Canada.
For further information please contact Eric Little, Co-Founder, at eric.little@edisonmotors.ca
Cautionary Statement This news release contains “forward-looking information” within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates, projections, and interpretations as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, interpretations, beliefs, plans, projections, objectives, assumptions, future events or performance including in respect of the size and use of proceeds of the Offering, the timing and ability of the Company to close the Offering, if at all and the potential for the development and commercialization of electric commercial vehicles and electric conversion kits for existing light, medium and heavy duty trucks and its objective to bring Electric, Hybrid Electric & Diesel Commercial Vehicles Conversion kits into production in 2026 (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “interpreted”, “management’s view”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information and are intended to identify forward-looking information. This forward-looking information is based on reasonable assumptions and estimates of management of the Company, at the time it was made, involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the companies to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Although the forward-looking information contained in this news release is based upon what management believes, or believed at the time, to be reasonable assumptions, the parties cannot assure shareholders and prospective purchasers of securities that actual results will be consistent with such forward-looking information, as there may be other factors that cause results not to be as anticipated, estimated or intended, and neither the Company nor any other person assumes responsibility for the accuracy and completeness of any such forward-looking information. The Company does not undertake, and assumes no obligation, to update or revise any such forward-looking statements or forward-looking information contained herein to reflect new events or circumstances, except as may be required by law.