MOUNTAIN VIEW, Calif.,
Jan. 4, 2021 /PRNewswire/
-- Aeva, Inc. ("Aeva" or the "Company"), a leader in next
generation 4D LiDAR sensing and perception systems, and
InterPrivate Acquisition Corporation ("InterPrivate") (NYSE: IPV),
announced today that Sylebra Capital ("Sylebra"), the global
technology investment firm, has entered into an investment
agreement to support the expected business combination between Aeva
and InterPrivate.
Under the terms of the agreement, Sylebra, a current holder of
InterPrivate common stock, has committed to purchase an additional
$200 million of InterPrivate common
stock in connection with the expected closing of the business
combination. Sylebra has also entered into a one-year lock-up
agreement on the majority of its investment, and will vote all
eligible shares in favor of the transaction. The investment
significantly exceeds the minimum cash requirement contemplated by
the business combination agreement, paving the way for the
completion of the transaction in Q1 2021.
"This investment by Sylebra provides a major vote of confidence
in Aeva's business model and growth plans. Proceeds from this
investment will further accelerate our ability to capitalize on
customer demand for Aeva's industry-leading 4D LiDAR on a chip
technology in the automotive, consumer, and industrial markets,"
said Soroush Salehian, Co-Founder
and CEO at Aeva.
"We founded Sylebra with the vision of backing innovative
companies that have the potential to become category leaders in
large, addressable markets where fundamental technology
differentiation will ultimately make them ubiquitous," said
Dan Gibson, Sylebra's Chief
Investment Officer. "We have conducted thorough diligence on the
LiDAR and perception industry and believe that Aeva's approach is
best-in-class. We are impressed with what Mina, Soroush and
their team have built and we are excited to be part of this
journey," he added.
Ahmed Fattouh, Chairman & CEO
of InterPrivate added, "We are excited to welcome Sylebra as a
long-term investment partner. The combined proceeds from this
financing, the previously announced private placement, and
InterPrivate's cash in trust are now expected to exceed
$560 million. Upon closing,
Aeva will have a strong balance sheet to pursue strategic
opportunities to realize mass market adoption."
1All dollar amounts included in this press release
assume there are no redemptions from the InterPrivate trust account
in connection with the closing of the business combination.
About Aeva
Founded in 2017 by former Apple engineers Soroush Salehian and Mina Rezk, and led by a multidisciplinary team
of engineers and operators, Aeva is building the next-generation of
sensing and perception for autonomous vehicles and beyond. Aeva is
backed by Adage Capital, Porsche SE, Lux Capital and Canaan
Partners, amongst others.
Aeva is currently working with 30 of the top OEM and automotive
industry players, has received strategic investments from Porsche
SE, the majority shareholder of VW Group, and has partnered with
some of the largest Tier 1 automotive suppliers, including a
production partnership with ZF.
In November 2020, Aeva announced
it entered into a definitive agreement to merge with InterPrivate
Acquisition Corp (NYSE: IPV), a publicly traded special purpose
acquisition company, in the first quarter of 2021. The combined
company is expected to be listed on the New York Stock Exchange
under the ticker symbol, "AEVA". For more information,
visit www.aeva.com.
About InterPrivate Acquisition Corp.
InterPrivate is a blank check company organized for the purpose
of effecting a merger, share exchange, asset acquisition, stock
purchase, recapitalization, reorganization, or other similar
business combination with one or more businesses or entities.
InterPrivate is controlled by affiliates of Ahmed M. Fattouh, Chairman and Chief Executive
Officer, and InterPrivate LLC, a private investment firm founded by
Mr. Fattouh that invests on behalf of a consortium of family
offices in partnership with independent sponsors from the private
equity and venture capital industries. InterPrivate focused its
efforts on evaluating business combination targets by leveraging
InterPrivate's network of independent sponsors, family offices and
private equity and venture capital firms. InterPrivate is an
emerging growth company as defined in the Jumpstart Our Business
Startups Act of 2012. For more information, visit
www.ipvspac.com.
About Sylebra
Founded in 2011, Sylebra is a global investment manager
specializing in technology, media and telecommunications (TMT)
companies in the early stages of their life cycle, where greater
technology innovation has the power to create new markets and
disrupt existing ones.
Sylebra seeks to cut through the complex, dynamic and rapidly
evolving space to generate portfolios of differentiated ideas with
the desired outcome of delivering high absolute returns, high alpha
and low correlation.
Sylebra is led by Chief Investment Officer, Dan Gibson and currently manages ~$4 billion on behalf of sophisticated
institutions around the world, from pre-eminent endowments and
foundations to major pension funds.
Forward-Looking Statements
This press release contains certain forward-looking statements
within the meaning of the federal securities laws with respect to
the proposed transaction between Aeva and InterPrivate, including
statements regarding the benefits of the transaction, the
anticipated timing of the transaction, the services offered by Aeva
and the markets in which it operates, and Aeva's projected future
results. These forward-looking statements generally are identified
by the words "believe," "project," "expect," "anticipate,"
"estimate," "intend," "strategy," "future," "opportunity," "plan,"
"may," "should," "will," "would," "will be," "will continue," "will
likely result," and similar expressions. Forward-looking statements
are predictions, projections and other statements about future
events that are based on current expectations and assumptions and,
as a result, are subject to risks and uncertainties. Many factors
could cause actual future events to differ materially from the
forward-looking statements in this press release, including, but
not limited to: (i) the risk that the transaction may not be
completed in a timely manner or at all, which may adversely affect
the price of InterPrivate's securities, (ii) the risk that the
transaction may not be completed by InterPrivate's business
combination deadline and the potential failure to obtain an
extension of the business combination deadline if sought by
InterPrivate, (iii) the failure to satisfy the conditions to the
consummation of the transaction, including the adoption of the
business combination agreement by the stockholders of InterPrivate
and Aeva, the satisfaction of the minimum trust account amount
following redemptions by InterPrivate's public stockholders and the
receipt of certain governmental and regulatory approvals, (iv) the
lack of a third party valuation in determining whether or not to
pursue the proposed transaction, (v) the occurrence of any event,
change or other circumstance that could give rise to the
termination of the agreement and plan of merger, (vi) the effect of
the announcement or pendency of the transaction on Aeva's business
relationships, performance, and business generally, (vii) risks
that the proposed transaction disrupts current plans of Aeva and
potential difficulties in Aeva employee retention as a result of
the proposed transaction, (viii) the outcome of any legal
proceedings that may be instituted against Aeva or against
InterPrivate related to the agreement and plan of merger or the
proposed transaction, (ix) the ability to maintain the listing of
InterPrivate's securities on the New York Stock Exchange, (x) the
price of InterPrivate's securities may be volatile due to a variety
of factors, including changes in the competitive and highly
regulated industries in which Aeva plans to operate, variations in
performance across competitors, changes in laws and regulations
affecting Aeva's business and changes in the combined capital
structure, (xi) the ability to implement business plans, forecasts,
and other expectations after the completion of the proposed
transaction, and identify and realize additional opportunities,
(xii) the risk of downturns and the possibility of rapid change in
the highly competitive industry in which Aeva operates, (xiii) the
risk that Aeva and its current and future collaborators are unable
to successfully develop and commercialize Aeva's products or
services, or experience significant delays in doing so, (xiv) the
risk that Aeva may never achieve or sustain profitability; (xv) the
risk that Aeva will need to raise additional capital to execute its
business plan, which many not be available on acceptable terms or
at all; (xvi) the risk that the post-combination company
experiences difficulties in managing its growth and expanding
operations, (xvii) the risk that third-parties suppliers and
manufacturers are not able to fully and timely meet their
obligations, (xviii) the risk of product liability or regulatory
lawsuits or proceedings relating to Aeva's products and services,
(xix) the risk that Aeva is unable to secure or protect its
intellectual property and (xx) the risk that the post-combination
company's securities will not be approved for listing on the New
York Stock Exchange or if approved, maintain the listing. The
foregoing list of factors is not exhaustive. You should carefully
consider the foregoing factors and the other risks and
uncertainties described in the "Risk Factors" section of
InterPrivate's Annual Report on Form 10-K, Quarterly Reports on
Form 10-Q, the registration statement on Form S-4 and proxy
statement/consent solicitation statement/prospectus discussed below
and other documents filed by InterPrivate from time to time
with the SEC. These filings identify and address other important
risks and uncertainties that could cause actual events and results
to differ materially from those contained in the forward-looking
statements. Forward-looking statements speak only as of the date
they are made. Readers are cautioned not to put undue reliance on
forward-looking statements, and Aeva and InterPrivate assume no
obligation and do not intend to update or revise these
forward-looking statements, whether as a result of new information,
future events, or otherwise. Neither Aeva nor InterPrivate gives
any assurance that either Aeva or InterPrivate will achieve its
expectations.
Additional Information and Where to Find It
This press release relates to a proposed transaction between
Aeva and InterPrivate. This press release does not constitute an
offer to sell or exchange, or the solicitation of an offer to buy
or exchange, any securities, nor shall there be any sale of
securities in any jurisdiction in which such offer, sale or
exchange would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. In connection
with the proposed transaction, InterPrivate filed a registration
statement on Form S-4 with the SEC on December 3, 2020, which included a proxy
statement of InterPrivate, a consent solicitation statement of Aeva
and a prospectus of InterPrivate. The proxy statement/consent
solicitation statement/prospectus will be sent to all InterPrivate
and Aeva stockholders. InterPrivate also will file other documents
regarding the proposed transaction with the SEC. Before making any
voting decision, investors and security holders of InterPrivate and
Aeva are urged to read the registration statement, the proxy
statement/consent solicitation statement/prospectus and all other
relevant documents filed or that will be filed with the SEC in
connection with the proposed transaction as they become available
because they will contain important information about the proposed
transaction.
Investors and security holders will be able to obtain free
copies of the proxy statement/consent solicitation
statement/prospectus and all other relevant documents filed or that
will be filed with the SEC by InterPrivate through the website
maintained by the SEC at www.sec.gov. In addition, the documents
filed by InterPrivate may be obtained free of charge from
InterPrivate's website at https://ipvspac.com/ or by written
request to InterPrivate at InterPrivate Acquisition Corp., 1350
Avenue of the Americas, New York,
NY 10019.
Participants in the Solicitation
InterPrivate and Aeva and their respective directors
and officers may be deemed to be participants in the solicitation
of proxies from InterPrivate's stockholders in connection with the
proposed transaction. Information about InterPrivate's directors
and executive officers and their ownership of InterPrivate's
securities is set forth in InterPrivate's filings with the SEC,
including InterPrivate's Annual Report on Form 10-K for the fiscal
year ended December 31, 2019, which
was filed with the SEC on March 30,
2020. To the extent that holdings of InterPrivate's
securities have changed since the amounts printed in InterPrivate's
proxy statement, such changes have been or will be reflected on
Statements of Change in Ownership on Form 4 filed with the SEC.
Additional information regarding the interests of those persons and
other persons who may be deemed participants in the proposed
transaction may be obtained by reading the proxy statement/consent
solicitation statement/prospectus regarding the proposed
transaction when it becomes available. You may obtain free copies
of these documents as described in the preceding paragraph.
Press Contacts
Investors:
Andrew Fung
investors@aeva.ai
Media:
Michelle Chang
press@aeva.ai
Charlotte Luer
cluer@interprivate.com
View original content to download
multimedia:http://www.prnewswire.com/news-releases/aeva-inc-and-interprivate-acquisition-corp-announce-200-million-investment-from-sylebra-capital-in-support-of-business-combination-301200014.html
SOURCE InterPrivate Acquisition Corp. & Aeva, Inc.