Growth Capital Acquisition Corp. (NASDAQ: GCACU, GCAC and GCACW)
(“Growth Capital or “GCAC”), a special purpose acquisition company,
today announced that its stockholders have voted to approve the
proposed business combination (the “Business Combination”) with
Cepton Technologies, Inc., a developer of lidar-based solutions for
automotive (ADAS/AV), smart cities, smart spaces and smart
industrial applications (“Cepton”) at its special meeting of
stockholders (the “Special Meeting”) held today, February 9, 2022.
Holders of approximately 72.94% of Growth Capital’s issued and
outstanding shares cast votes at the Special Meeting. Approximately
93.82% of the votes cast at the Special Meeting voted to approve
the Business Combination.
In light of receipt of the requisite approvals by Growth
Capital’s stockholders described above, Growth Capital expects the
Business Combination to be completed promptly following the
satisfaction or waiver of the other conditions to the consummation
of the Business Combination, as applicable. As previously
announced, the combined company will be named “Cepton, Inc.” and
its common stock and warrants are expected to start trading on the
Nasdaq Capital Market following the closing under the new ticker
symbols “CPTN” and “CPTNW,” respectively.
A Current Report on Form 8-K disclosing the full voting results
will be filed by GCAC with the Securities and Exchange Commission
(the “SEC”).
About Growth Capital Acquisition Corp.
GCAC is a Delaware blank check company, also
commonly referred to as a special purpose acquisition company (or
SPAC), formed for the purpose of entering into a merger, capital
stock exchange, asset acquisition, stock purchase, reorganization
or similar business combination with one or more businesses or
entities in any industry or geographic region. GCAC is led by its
Co-Chief Executive Officers, Akis Tsirigakis and George
Syllantavos.
Forward-Looking Statements
Certain statements herein are “forward-looking statements” made
pursuant to the safe harbor provisions of the United States Private
Securities Litigation Reform Act of 1995. Statements that are not
historical facts, including statements about Cepton and GCAC and
the transactions contemplated by the Business Combination Agreement
(the “Transactions”), and the parties’ perspectives and
expectations, are forward looking statements. Such statements
include, but are not limited to, statements regarding the
Transactions, including the anticipated initial enterprise value
and post-closing equity value, the benefits of the Transactions,
integration plans, expected synergies and revenue opportunities,
anticipated future financial and operating performance and results,
including estimates for growth, the expected management and
governance of the combined company, and the expected timing of the
Transactions. Such forward-looking statements reflect Cepton’s or
GCAC’s current expectations or beliefs concerning future events and
actual events may differ materially from current expectations.
Forward-looking statements may be identified by the use of words
such as “estimate,” “plan,” “project,” “forecast,” “intend,”
“will,” “expect,” “anticipate,” “believe,” “seek,” “target,”
“designed to” or other similar expressions that predict or indicate
future events or trends or that are not statements of historical
matters. Any such forward-looking statements are subject to various
risks and uncertainties, including (1) the success of our strategic
relationships, including with Cepton’s Tier 1 partners, none of
which are exclusive; (2) the possibility that Cepton’s business or
the combined company may be adversely affected by other economic,
business, and/or competitive factors; (3) the risk that current
trends in automotive and smart infrastructure markets decelerate or
do not continue; (4) the inability of the parties to successfully
or timely consummate the proposed business combination, including
the risk that any required regulatory approvals are not obtained,
are delayed or are subject to unanticipated conditions that could
adversely affect the combined company or the expected benefits of
the proposed business combination or that the approval of the
stockholders of GCAC or Cepton is not obtained; (5) risks related
to future market adoption of Cepton’s offerings; (6) the final
terms of Cepton’s arrangement with its Tier 1 partner and, in turn,
its Tier 1 partner's contract with the major global automotive OEM
differing from Cepton's expectations, including with respect to
volume and timing, or the arrangement can be terminated or may not
materialize into a long-term contract partnership arrangement; (7)
the ability of GCAC or the combined company to issue equity or
equity-linked securities in connection with the proposed business
combination or in the future; (8) the inability to recognize the
anticipated benefits of the proposed business combination, which
may be affected by, among other things, the amount of cash
available following any redemptions by GCAC’s stockholders; (9) the
ability of the combined company to meet the initial listing
standards of The Nasdaq Stock Market upon consummation of the
proposed business combination; (10) costs related to the proposed
business combination; (11) expectations with respect to future
operating and financial performance and growth, including when
Cepton will generate positive cash flow from operations; (12)
Cepton’s ability to raise funding on reasonable terms as necessary
to develop its product in the timeframe contemplated by its
business plan; (13) Cepton’s ability to execute its business plans
and strategy; (14) the failure to satisfy the conditions to the
consummation of the proposed business combination, including the
approval of the proposed business combination and definitive
agreements for the proposed business combination by the
stockholders of GCAC; and (15) the occurrence of any event, change
or other circumstance that could give rise to the termination of
the proposed business combination. If any of these risks
materialize or any of GCAC’s or Cepton’s assumptions prove
incorrect, actual results could differ materially from the results
implied by these forward-looking statements. Cepton and GCAC do not
undertake to publicly update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise. You should carefully consider the risk factors and
uncertainties described in “Risk Factors,” “GCAC’s Management’s
Discussion and Analysis of Financial Condition and Results of
Operations,” “Cepton’s Management’s Discussion and Analysis of
Financial Condition and Results of Operations,” “Forward-Looking
Statements” and the additional risks described in the Registration
Statement on Form S-4 (as amended, the “Registration Statement”)
filed by GCAC with the SEC on September 8, 2021, and declared
effective by the SEC on January 24, 2022, and other documents filed
by Cepton and GCAC and other documents filed by Cepton and GCAC
from time to time with the SEC.
Additional Information and Where to Find It
The Registration Statement contains information about the
proposed transaction and the respective businesses of Cepton and
GCAC. On January 25, 2022, the final prospectus and definitive
proxy statement was mailed to stockholders of record of GCAC common
stock at the close of business on January 13, 2022, who are
entitled to vote on the proposed transaction. GCAC stockholders are
urged to read the final prospectus and definitive proxy statement
in connection with the solicitation of proxies for the special
meeting to be held to approve the proposed transaction, because
these documents contain important information about GCAC, Cepton
and the proposed transaction. Stockholders of GCAC will also be
able to obtain a free copy of the proxy statement, as well as other
filings containing information about GCAC, without charge, at the
SEC’s website (www.sec.gov) or by calling 1-800-SEC-0330. Copies of
the proxy statement and GCAC’s other filings with the SEC can also
be obtained, without charge, by directing a request to: Growth
Capital Acquisition Corp., 300 Park Avenue, 16th Floor, New York,
NY 10022. Additionally, all documents filed with the SEC can be
found on GCAC’s website, www.gcacorp.com.
Participants in the Solicitation
Cepton and GCAC and their respective directors and officers and
other members of management and employees may be deemed
participants in the solicitation of proxies in connection with the
proposed business combination. GCAC stockholders and other
interested persons may obtain, without charge, more detailed
information regarding directors and officers of GCAC in the
Registration Statement. Information regarding the persons who may,
under SEC rules, be deemed participants in the solicitation of
proxies from GCAC’s stockholders in connection with the proposed
business combination is included in the definitive proxy
statement/consent solicitation statement/prospectus that GCAC has
filed with the SEC.
No Offer or Solicitation
This press release shall not constitute a solicitation of a
proxy, consent, or authorization with respect to any securities or
in respect of the proposed business combination. This press release
shall also not constitute an offer to sell or the solicitation of
an offer to buy any securities, nor shall there be any sale of
securities in any states or jurisdictions in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act of 1933, as amended, or an exemption therefrom.
Contacts:
Growth Capital Contact
Email: inquiries@gcacorp.com
Website: www.gcacorp.com
Growth Capital Acquisition (NASDAQ:GCACW)
Graphique Historique de l'Action
De Juin 2024 à Juil 2024
Growth Capital Acquisition (NASDAQ:GCACW)
Graphique Historique de l'Action
De Juil 2023 à Juil 2024