Vicinity Motor Corp. Closes Upsized CAD$4 Million Convertible Debenture Financing

Rhea-AI Summary

Vicinity Motor Corp. (NASDAQ:VEV) has closed a non-brokered private placement of CAD$4 million in unsecured convertible debentures. The funds are aimed at accelerating the production and delivery of the company's US$150 million order backlog. The debentures, issued in CAD$1,000 denominations with a 15% annual interest rate, mature in 18 months. They are convertible into units at a price of CAD$1.45, each unit consisting of one common share and purchase warrants. Notably, insiders participated in this placement, exempting it from minority shareholder approval under specific guidelines.

Positive

• Closing of a CAD$4 million convertible debenture financing.
• Funds to accelerate vehicle production and deliveries related to a US$150 million backlog.
• High interest rate of 15% on convertible debentures.
• Participation from insiders signifies confidence in the company.

Negative

• Convertible debentures are unsecured, posing a risk to investors.
• The debentures have a maturity of only 18 months, which may require urgent refinancing.
• Insider participation raises concerns about potential conflicts of interest.

Financing is Intended to Accelerate the Near-Term Monetization of the Company's US$150 Million Backlog; Includes New Strategic Investor Focus Asset Management, Insiders, and Influential Industry Stakeholders

Not for distribution to U.S. news wire services or dissemination in the United States

VANCOUVER, BC / ACCESSWIRE / March 28, 2023 / Vicinity Motor Corp. (NASDAQ:VEV)(TSXV:VMC) ("Vicinity" or the "Company"), a North American supplier of commercial electric vehicles, today announced the closing of a non-brokered private placement of unsecured convertible debentures ("Convertible Debentures") for gross proceeds of CAD$4 million (the "Private Placement"). Net proceeds from the Private Placement will be deployed to accelerate vehicle production and deliveries in the Company's existing US$150 million order backlog.

The Convertible Debentures are issued in denominations of CAD$1,000, bear interest at 15% per annum, and mature 18 months from the closing date. Interest payments on the Convertible Debentures have been deferred to the twelve-month anniversary and/or maturity.

Each Convertible Debenture is convertible at the holder's option into units of the Company (the "Units") at any time prior to maturity at a conversion price of CAD$1.45. Upon conversion, each Unit will consist of one common share of the Company ("Common Share") and 0.2 common share purchase warrants (each whole warrant a "Warrant"). Each Warrant is exercisable into one Common Share of the Company at an exercise price of CAD$1.45 for a period of thirty-six months following the closing of the Private Placement. All securities issued under the Private Placement have a hold period of four months and a day from closing. The Private Placement is subject to final TSX Venture Exchange approval. In connection with the Private Placement, Vicinity paid cash commissions to eligible finders, in accordance with TSX Venture Exchange policy, of CAD$73,500.

Certain insiders of the Company participated in the Private Placement. This participation by insiders in the Private Placement constitutes a related party transaction as defined under Multilateral Instrument 61-101 -Protection of Minority Security Holders in Special Transactions. However, the Company considers such participation would be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101, as the fair market value of the Convertible Debentures subscribed for by the insiders and the consideration for the Convertible Debentures paid by such insiders, would not exceed 25 percent of the Company's market capitalization.

The Convertible Debentures issued pursuant to the Private Placement have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from the U.S. registration requirements. This release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Convertible Debentures in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.

About Vicinity Motor Corp.
Vicinity Motor Corp. (NASDAQ:VEV) (TSXV:VMC) ("VMC") is a North American supplier of electric vehicles for both public and commercial enterprise use. The Company leverages a dealer network and close relationships with world-class manufacturing partners to supply its flagship electric, CNG and clean-diesel Vicinity buses, as well as the VMC 1200 electric truck to the transit and industrial markets. For more information, please visit www.vicinitymotorcorp.com.

Company Contact:
John LaGourgue
VP Corporate Development
604-288-8043
IR@vicinitymotor.com

Investor Relations Contact:
Lucas Zimmerman
MZ Group - MZ North America
949-259-4987
VMC@mzgroup.us
www.mzgroup.us

Neither the TSX-V nor its Regulation Service Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Statements
This press release includes certain "forward-looking information" and "forward-looking statements" (collectively "forward-looking statements") within the meaning of applicable securities laws. All statements, other than statements of historical fact, included herein are forward-looking statements. Forward-looking statements are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends", "estimates", "potential", "possible", and similar expressions, or statements that events, conditions, or results "will", "may", "could", or "should" occur or be achieved. Forward-looking statements involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements.

Important factors that could cause actual results to differ materially from Vicinity's expectations include uncertainties relating to the economic conditions in the markets in which Vicinity operates, vehicle sales volume, anticipated future sales growth, the success of Vicinity's operational strategies, the timing of the completion of the vehicle assembly facility in the State of Washington, the effect of the COVID-19 pandemic, related government-imposed restrictions on operations, the success of Vicinity's strategic partnerships; and other risk and uncertainties disclosed in Vicinity's reports and documents filed with applicable securities regulatory authorities from time to time. Vicinity's forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made. Vicinity assumes no obligation to update the forward-looking statements or beliefs, opinions, projections, or other factors, should they change, except as required by law.

SOURCE: Vicinity Motor Corp.

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FAQ

What is the significance of Vicinity Motor Corp.'s CAD$4 million private placement?

The CAD$4 million private placement aims to accelerate production to meet a US$150 million order backlog.

What are the terms of the convertible debentures issued by Vicinity Motor Corp.?

The convertible debentures bear a 15% interest rate, are issued in CAD$1,000 denominations, and mature in 18 months.

Who participated in the private placement of Vicinity Motor Corp.?

Certain insiders of Vicinity Motor Corp. participated, indicating a confidence in the company's future.

What is the conversion price for Vicinity's convertible debentures?

The conversion price for each convertible debenture is CAD$1.45.