FREYR Battery Completes Redomicile from Luxembourg to the U.S.
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Insights
The redomiciliation of FREYR Battery, Inc. from Luxembourg to the United States is a strategic move that may have significant implications for the company's financial structure and investor appeal. By aligning with a well-established corporate governance framework in Delaware and simplifying the corporate structure, FREYR is poised to streamline its reporting requirements. This could potentially reduce administrative costs and enhance financial transparency, making it a more attractive investment proposition.
Furthermore, the eligibility for inclusion in equity indexes could lead to increased investment from funds tracking these indexes. This would likely result in increased liquidity of FREYR's shares, which is beneficial for existing and potential shareholders. The operational efficiencies and financial flexibility gained through this transition may also allow for better capital allocation and risk management practices, which are key drivers of shareholder value.
The redomiciliation to the United States may enhance FREYR's visibility within the investment community, particularly among investors who prioritize investments in U.S.-based companies. The potential increase in fund flows following the inclusion in equity indexes could significantly impact the demand for FREYR's shares. Moreover, the company's positioning to better respond to U.S. incentive programs for battery manufacturers indicates an alignment with the growing emphasis on clean energy and sustainability in the United States.
Given the competitive landscape of the battery industry, where innovation and scale are crucial, FREYR's strategic decision could provide it with a competitive edge to capitalize on federal incentives, potentially leading to increased market share and growth opportunities.
Transitioning to Delaware's legal framework offers FREYR a well-regarded corporate governance environment that is favored by many U.S.-based corporations. Delaware law is known for its business-friendly statutes and sophisticated Court of Chancery, which could provide more predictable legal outcomes for FREYR. This legal predictability is an important factor for businesses, as it can reduce the risks associated with corporate litigation and governance disputes.
Additionally, compliance with the New York Stock Exchange listing standards and the SEC governance requirements may improve investor confidence due to the rigorous oversight and transparency these standards demand. This legal shift may also position FREYR favorably in terms of global tax developments and enable it to more effectively leverage U.S. incentive programs for battery manufacturers, which could have material financial implications.
In connection with the completion of the redomiciliation, each of the issued and outstanding of the Company's previous Ordinary Shares and public and private Warrants have become, on a one-for-one basis, shares of Common Stock and Warrants, respectively, of FREYR Battery, Inc., a
Details of process to redomicile can be found in an 8-K filed today with the
As previously announced, and after considering various factors, FREYR’s Board of Directors believes that redomiciling to
- Simplifying FREYR’s corporate structure and streamlining reporting requirements, which will (i) facilitate efforts incurred by FREYR to assess, implement, and remain compliant with multiple regulatory and reporting requirements for FREYR on a consolidated basis, and (ii) provide opportunities for FREYR to improve operational efficiencies and financial flexibility in the corporate treasury, cash management, risk management, and tax functions;
- Enhancing FREYR’s eligibility for inclusion in equity indexes and trigger associated benchmarking from actively managed funds, thereby delivering a significant uplift in fund flows to its ordinary shares;
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Benefiting from well-established principles of corporate governance under
Delaware law, which are more closely aligned with the New York Stock Exchange listing standards and the SEC governance requirements; and -
Positioning FREYR to better respond to global tax developments and
U.S. incentive programs for battery manufacturers, considering recent changes inU.S. tax laws and federal incentive programs.
About FREYR Battery
FREYR Battery is a developer of clean, next-generation battery cell production capacity. The company’s mission is to accelerate the decarbonization of global energy and transportation systems by producing clean, cost-competitive batteries. FREYR seeks to serve the primary markets of energy storage systems (“ESS”) and commercial mobility, and the company maintains an ambition to serve the passenger electric vehicles market (“EV”). FREYR is commissioning and operating its Customer Qualification Plant (“CQP”) for technology development in Mo I Rana,
Cautionary Statement Concerning Forward-Looking Statements
All statements, other than statements of present or historical fact included in this press release, including the enhancement of shareholder value generated by the redomiciliation and any potential strategic opportunities and benefits of the redomiciliation are forward looking statements.
These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside FREYR’s control and are difficult to predict. Additional information about factors that could materially affect FREYR is set forth under the “Risk Factors” section in (i) FREYR’s Registration Statement on Form S-3 filed with the Securities and Exchange Commission (the “SEC”) on September 1, 2022, (ii) FREYR Battery, Inc.’s Registration Statement on Form S-4 filed with the SEC on September 8, 2023 and subsequent amendments thereto filed on October 13, 2023, October 19, 2023, and October 31, 2023, (iii) FREYR’s Annual Report on Form 10-K filed with the SEC on February 27, 2023, and (iv) FREYR’s Quarterly Reports on Form 10-Q filed with the SEC on May 15, 2023, August 10, 2023 and November 9, 2023 and available on the SEC’s website at www.sec.gov. Except as otherwise required by applicable law, FREYR disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this presentation. Should underlying assumptions prove incorrect, actual results and projections could differ materially from those expressed in any forward-looking statements.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240102430889/en/
Investor contact:
Jeffrey Spittel
Head of Investor Relations
jeffrey.spittel@freyrbattery.com
Tel: (+1) 409 599-5706
Media contact:
Amy Jaick
Global Head of Communications
amy.jaick@freyrbattery.com
Tel: (+1) 973 713-5585
Source: FREYR Battery, Inc.
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