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Electric Last Mile, Inc. (“ELMS”), an electric vehicle (EV) company focused on creating efficient and reliable last mile solutions, and Forum Merger III Corporation (NASDAQ:FIII) (“Forum” or “Forum III”), a special purpose acquisition company, today announced that they have entered into a definitive agreement for a business combination that would result in ELMS becoming a publicly listed company. Upon closing of the transaction, which is expected to occur in the first quarter of 2021, the combined company will be named Electric Last Mile Solutions, Inc. and will continue to be listed on the Nasdaq Capital Market under the new ticker symbol, “ELMS.” The transaction reflects a pro forma implied equity value for the combined company of approximately $1.4 billion.
Following the combination, ELMS expects to launch its Urban Delivery van as the first electric Class 1 commercial vehicle in the U.S., with the expected lowest total cost of ownership, in the third quarter of 2021.
To date, ELMS has over 30,000 pre-orders from customers including leading brands and some of the largest fleet managers and dealers in the country.
The ELMS management team, led by CEO and co-founder James Taylor, combines executive experience from GM, Workhorse, FCA, BMW, Key Safety Systems, and other leading OEMs and Tier 1 manufacturers, to focus on delivering on the company’s execution and growth strategy. ELMS plans to produce its Urban Delivery van in Indiana at an EV production-ready manufacturing plant.
“The demand for cost effective solutions to support the e-commerce ecosystem is overwhelming. This industry promises rewards to first movers who can deliver value-driven solutions,” said James Taylor, CEO of ELMS. “ELMS is solely focused on the commercial vehicle market. Our products are designed to provide the most cost-effective, reliable and customized solutions for the last mile delivery of goods and services. ELMS is jumping the curve with proven technology and a production advantage, and this merger with Forum further accelerates our go-to-market plan and our expected market leadership position.”
“Forum is very excited to partner with Electric Last Mile, bringing to market an electric vehicle company to transform last mile delivery and mobility networks,” said David Boris, Co-Chief Executive Officer and Chief Financial Officer of Forum III. "Upon the closing of the business combination, ELMS will have in place a product based on a proven, top-selling platform as well as a U.S. plant with significant capacity. In addition, the experienced management team has already generated substantial pre-orders representing over $1.0 billion in anticipated revenues. With the investment from Forum III and other investors, ELMS will be fully funded to launch its initial products, and serve the growing demand for delivery vehicles. We look forward to working with the ELMS team to build an industry leading electric vehicle company.”
ELMS Highlights:
Transaction Summary
The transaction reflects a pro forma implied equity value for the combined company of approximately $1.4 billion at closing, at a $10.00 per share price and assuming no redemptions by Forum shareholders. The cash remaining in the combined company at closing will be funded by Forum’s cash in trust as well as a private placement anchored by institutional investors, including BNP Paribas Asset Management Energy Transition Fund and Jennison Associates LLC, that will close concurrently with the merger.
The boards of directors of both Forum and ELMS have unanimously approved the proposed transaction, which is expected to be completed in the first quarter of 2021. Additional information about the merger will be provided in a Current Report on Form 8-K that will contain an investor presentation to be filed with the Securities and Exchange Commission (“SEC”) and available at www.sec.gov.
Advisors
Jefferies LLC is serving as exclusive financial advisor and White & Case LLP is serving as legal advisor to Forum. Jefferies LLC is serving as placement agent on the PIPE offering. Foley & Lardner LLP is serving as legal advisor to ELMS.
Posted In: FIII
