Reflects continued progress in the business
combination process; transaction remains on schedule to be
completed during the second half of 2022
Includes Dragonfly's latest quarterly results
for the first quarter of 2022, reflecting continued strong business
performance
RENO,
Nev., June 21, 2022 /PRNewswire/ -- Chardan
NexTech Acquisition 2 Corp. ("CNTQ") (Nasdaq: CNTQ), a
publicly-traded special purpose acquisition company, and Dragonfly
Energy Corp. ("Dragonfly"), a leader in energy storage and producer
of deep cycle lithium-ion storage batteries, announced that CNTQ
filed a registration statement on Form S-4 (the "Registration
Statement") with the U.S. Securities and Exchange Commission
("SEC") on June 17, 2022.
The Registration Statement, which follows a May 16, 2022 Draft Registration Statement filing,
contains a preliminary proxy statement/prospectus in connection
with the previously announced business combination between CNTQ and
Dragonfly. While the information within the Registration Statement
is subject to change, it provides important information about
Dragonfly and CNTQ, as well as the proposed business
combination.
On May 16, 2022, CNTQ entered into
a merger agreement with Dragonfly. The combined company is expected
to be listed on the Nasdaq Exchange upon completion of the
transaction, which is expected to occur in the second half of 2022,
subject to approval by CNTQ's shareholders, the Registration
Statement being declared effective by the SEC, and other customary
closing conditions.
Included in the Registration Statement are Dragonfly's financial
results for the first quarter of 2022. For the period, Dragonfly
generated $18.3 million of net sales,
an increase of 17% compared to the first quarter of 2021.
Dragonfly's full financial results and related disclosures can be
found in the Registration Statement, which we encourage you to
read.
Dragonfly has created state-of-the-art lithium-ion batteries,
equipped with a proprietary battery management system, that are
currently used in recreational vehicles ("RVs"), marine vessels,
material handling, off-grid residences and solar applications.
Dragonfly's integrated lithium-ion products replace environmentally
toxic lead-acid batteries and provide safe, efficient, and
affordable ™ brand and to original equipment manufacturers
("OEMs"), such as Keystone RV, a subsidiary of Thor Industries
(NYSE: THO), and Midwest Automotive, a subsidiary of REV Group
(NYSE: REVG), under the Dragonfly EnergyTM brand.
About Dragonfly
Dragonfly Energy Corp., headquartered in Reno, Nevada, is a leading manufacturer of
deep cycle lithium-ion batteries. Dragonfly's battery products are
designed and assembled in the USA,
and the Company's research and development initiatives are
revolutionizing the energy storage industry through innovative
technologies and manufacturing processes. Today, Dragonfly's
non-toxic deep cycle lithium-ion batteries are displacing lead-acid
batteries across a wide range of end-markets, including RVs, marine
vessels, off-grid installations, and other storage applications.
Dragonfly is also focused on delivering an energy storage solution
to enable a more sustainable and reliable smart grid through the
future deployment of the Company's proprietary and patented
solid-state cell technology. To learn more, visit
www.dragonflyenergy.com/investors.
About Chardan NexTech Acquisition
2 Corp.
Chardan NexTech Acquisition 2 Corp. (Nasdaq 'CNTQ') is a blank
check company led by its Chairman of the Board of Directors,
Kerry Propper, its Chief Executive
Officer and Director, Jonas
Grossman, and its Chief Financial Officer and Director,
Alex Weil. The company was formed
for the purpose of effecting a merger, share exchange, asset
acquisition, stock purchase, recapitalization, reorganization or
similar business combination with one or more businesses. The
Company has focused its search for a target business operating in
disruptive technologies. To learn more, visit
https://www.cnaq.com/.
Forward-Looking
Statements
This press release contains certain "forward-looking statements"
within the meaning of the United States Private Securities
Litigation Reform Act of 1995, Section 27A of the Securities Act of
1933, as amended (the "Securities Act") and Section 21E of the
Securities Exchange Act of 1934, as amended, including certain
financial forecasts and projections. All statements other than
statements of historical fact contained in this press release,
including statements as to the transactions contemplated by the
business combination and related agreements, future results of
operations and financial position, revenue and other metrics,
planned products and services, business strategy and plans,
objectives of management for future operations of Dragonfly, market
size and growth opportunities, competitive position and
technological and market trends, are forward-looking statements.
Some of these forward-looking statements can be identified by the
use of forward-looking words, including "may," "should," "expect,"
"intend," "will," "estimate," "anticipate," "believe," "predict,"
"plan," "targets," "projects," "could," "would," "continue,"
"forecast" or the negatives of these terms or variations of them or
similar expressions. All forward-looking statements are subject to
risks, uncertainties, and other factors (some of which are beyond
the control of Dragonfly or CNTQ) which could cause actual results
to differ materially from those expressed or implied by such
forward-looking statements. All forward-looking statements are
based upon estimates, forecasts and assumptions that, while
considered reasonable by CNTQ and its management, and Dragonfly and
its management, as the case may be, are inherently uncertain and
many factors may cause the actual results to differ materially from
current expectations which include, but are not limited to: 1) the
occurrence of any event, change or other circumstances that could
give rise to the termination of the definitive merger agreement
with respect to the business combination; 2) the outcome of any
legal proceedings that may be instituted against Dragonfly, CNTQ,
the combined company or others following the announcement of the
business combination and the transactions contemplated thereby; 3)
the inability to complete the business combination due to the
failure to obtain approval of the stockholders of CNTQ, or to
satisfy other conditions to closing the business combination; 4)
changes to the proposed structure of the business combination that
may be required or appropriate as a result of applicable laws or
regulations or as a condition to obtaining regulatory approval of
the business combination; 5) the ability to meet Nasdaq's listing
standards following the consummation of the business combination;
6) the risk that the business combination disrupts current plans
and operations of Dragonfly as a result of the announcement and
consummation of the business combination; 7) the inability to
recognize the anticipated benefits of the business combination; 8)
ability of Dragonfly to successfully increase market penetration
into its target markets; 9) the addressable markets that Dragonfly
intends to target do not grow as expected; 10) the loss of any key
executives; 11) the loss of any relationships with key suppliers
including suppliers in China; 12)
the loss of any relationships with key customers; 13) the inability
to protect Dragonfly's patents and other intellectual property; 14)
the failure to successfully optimize solid state cells or to
produce commercially viable solid state cells in a timely manner or
at all, or to scale to mass production; 15) costs related to the
business combination; 16) changes in applicable laws or
regulations; 17) the possibility that Dragonfly or the combined
company may be adversely affected by other economic, business
and/or competitive factors; 18) Dragonfly's estimates of its growth
and projected financial results for 2022 and 2023 and meeting or
satisfying the underlying assumptions with respect thereto; 19) the
risk that the business combination may not be completed in a timely
manner or at all, which may adversely affect the price of CNTQ's
securities; 20) the risk that the transaction may not be completed
by CNTQ's business combination deadline (as may be extended
pursuant to CNTQ's governing documents); 21) the impact of the
novel coronavirus disease pandemic, including any mutations or
variants thereof and the Russian/Ukrainian conflict, and any
resulting effect on business and financial conditions; 22)
inability to complete the PIPE investment, the term loan and equity
line (ChEF) in connection with the business combination; and 23)
other risks and uncertainties set forth in the sections entitled
"Risk Factors" and "Cautionary Note Regarding Forward-Looking
Statements" in CNTQ's Form S-1 (File Nos. 333-252449 and
333-253016), Annual Report on Form 10-K for the year ended
December 31, 2021, Quarterly Report
on Form 10-Q for the three months ended March 31, 2022 and registration statement on Form
S-4 with the SEC, which is subject to change and will include a
document that serves as a prospectus and proxy statement of CNTQ,
referred to as a proxy statement/prospectus and other documents
filed by CNTQ 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. Nothing in this
press release should be regarded as a representation by any person
that the forward-looking statements set forth herein will be
achieved or that any of the contemplated results of such forward
looking statements will be achieved. You should not place undue
reliance on forward-looking statements, which speak only as of the
date they are made. Neither CNTQ nor Dragonfly gives any assurance
that either CNTQ or Dragonfly or the combined company will achieve
its expected results. Neither CNTQ nor Dragonfly undertakes any
duty to update these forward-looking statements, except as
otherwise required by law. For additional information, see "Risk
Considerations" in the investor presentation, which will be
provided in a Current Report on Form 8-K to be filed by CNTQ with
the SEC and available at www.sec.gov.
Financial Information
Certain financial information and data contained in this press
release is unaudited and may not conform to Regulation S-X. Such
information and data may not be included in, may be adjusted in or
may be presented differently in the registration statement relating
to the proposed business combination and the proxy
statement/prospectus contained therein.
Additional Information and Where
to Find It
This press release relates to a proposed transaction between
CNTQ and Dragonfly. CNTQ has filed a registration statement on Form
S-4 with the SEC, which is subject to change and includes a
document that serves as a prospectus and proxy statement of CNTQ,
referred to as a proxy statement/prospectus. The definitive proxy
statement/prospectus will be sent to all CNTQ stockholders. CNTQ
has also filed other documents regarding the proposed transaction
with the SEC. Before making any voting decision, investors and
security holders of CNTQ are urged to read the registration
statement, the proxy statement/prospectus and all other relevant
documents filed or that will be filed with the SEC in connection
with the proposed transaction because they contain important
information about the proposed transaction.
Investors and security holders are able to obtain free copies of
the registration statement, the proxy statement/prospectus and all
other relevant documents filed or that will be filed with the SEC
by CNTQ through the website maintained by the SEC at
www.sec.gov.
The documents filed by CNTQ with the SEC also may be obtained by
contacting Chardan NexTech Acquisition 2 Corp. at 17 State Street,
21st Floor, New York, New York
10004, or by calling (646) 465-9001.
NEITHER THE SEC NOR ANY STATE SECURITIES REGULATORY AGENCY HAS
APPROVED OR DISAPPROVED THE TRANSACTIONS DESCRIBED IN THIS PRESS
RELEASE, PASSED UPON THE MERITS OR FAIRNESS OF THE BUSINESS
COMBINATION OR RELATED TRANSACTIONS OR PASSED UPON THE ADEQUACY OR
ACCURACY OF THE DISCLOSURE IN THIS PRESS RELEASE. ANY
REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.
Participants in the
Solicitation
Dragonfly, CNTQ and certain of their respective directors,
executive officers and other members of management and employees
may, under SEC rules, be deemed to be participants in the
solicitation of proxies from CNTQ's shareholders in connection with
the proposed business combination. A list of the names of such
persons and information regarding their interests in the proposed
business combination are contained in the definitive proxy
statement/prospectus. You may obtain free copies of these documents
free of charge by directing a written request to CNTQ or Dragonfly.
The definitive proxy statement will be mailed to CNTQ's
shareholders as of a record date to be established for voting on
the proposed business combination when it becomes available.
No Offer or Solicitation
This press release is and the information contained therein are
not intended to and does not constitute an offer to sell or the
solicitation of an offer to buy, sell or solicit any securities or
any proxy, vote or approval, nor shall there be any sale of
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. No offer of
securities shall be deemed to be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act or an exemption therefrom.
Contacts:
Investor Relations – Dragonfly
Sioban Hickie, ICR, Inc.
DragonflyIR@icrinc.com
Public Relations, Media – Dragonfly
Zach Gorin, ICR,
Inc.
DragonflyPR@icrinc.com
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SOURCE Chardan NexTech Acquisition 2 Corp.