BOLINGBROOK, Ill., July 19,
2024 /PRNewswire/ -- Hyzon Motors Inc. (NASDAQ: HYZN)
("Hyzon" or the "Company"), a U.S.-based manufacturer and global
supplier of high-performance hydrogen fuel cell systems focused on
providing zero-emission power to decarbonize the most demanding
industries, today announced that it has entered into a securities
purchase agreement with certain institutional investors for the
purchase and sale of 22,500,000 shares of its Class A Common Stock
("Common Stock") and warrants to purchase 22,500,000 shares of its
Common Stock (the "Warrants"), at a combined offering price of
$0.20 per share and accompanying
Warrant, in a registered direct offering. The Warrants have an
exercise price of $0.30 per share,
are immediately exercisable and will expire five years following
the date of issuance.
The closing of the offering is expected to occur on or about
July 22, 2024. The Company intends to
use the net proceeds from this offering primarily for funding
working capital and other general corporate purposes.
Roth Capital Partners is acting as exclusive placement agent for
the offering on a best efforts basis.
The gross proceeds from the offering to the Company are expected
to be approximately $4.5 million,
before deducting placement agent fees and other offering expenses
payable by the Company.
The securities described above are being offered by the Company
pursuant to a shelf registration statement on Form S-3 (File No.
333-280006) previously filed with the U.S. Securities and Exchange
Commission (the "SEC"), which was declared effective by the SEC on
June 26, 2024. The offering will be
made only by means of a prospectus supplement and accompanying base
prospectus. A final prospectus supplement and accompanying
prospectus describing the terms of the proposed transaction may be
obtained, when available, from Roth Capital Partners, LLC, 888 San
Clemente, Suite 400, Newport Beach,
CA 92660, (800) 678-9147 or by accessing the SEC's website,
www.sec.gov.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any of the securities described
herein, nor shall there be any sale of these securities in any
state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Hyzon
Hyzon is a global supplier of high-performance hydrogen fuel
cell technology focused on providing zero-emission power to
decarbonize demanding industries. With agile, high-power technology
designed for heavy-duty applications, Hyzon is at the center of a
new industrial revolution fueled by hydrogen, an abundant and clean
energy source. Hyzon is focusing on deploying its fuel cell
technology in heavy-duty commercial vehicles in Class 8 and refuse
vehicles across North America. To
learn more about how Hyzon partners across the hydrogen value chain
to accelerate the clean energy transition, visit
www.hyzonfuelcell.com.
Forward-Looking Statements
This press release includes forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These statements include, but are not limited to, express or
implied forward-looking statements regarding the timing, size and
expected gross proceeds of the offering, the satisfaction of
customary closing conditions related to the offering and sale of
securities, the Company's ability to complete the offering, the use
of proceeds from the offering and the Company's other expectations,
hopes, beliefs, intentions, or strategies for the future. You are
cautioned that such statements are not guarantees of future
performance and that the Company's actual results may differ
materially from those set forth in the forward-looking statements.
All of these forward-looking statements are subject to risks and
uncertainties that may change at any time. Factors that could cause
the Company's actual expectations to differ materially from these
forward-looking statements include the Company's ability improve
its capital structure; Hyzon's liquidity needs to operate its
business and execute its strategy, and related use of cash; its
ability to raise capital through equity issuances, asset sales or
the incurrence of debt; the possibility that Hyzon may need to seek
bankruptcy protection; Hyzon's ability to fully execute actions and
steps that would be probable of mitigating the existence of
substantial doubt regarding its ability to continue as a going
concern; our ability to enter into any desired strategic
alternative on a timely basis, on acceptable terms; our ability to
maintain the listing of our Common Stock on the Nasdaq Global
Select Market or the Nasdaq Capital Market; retail and credit
market conditions; higher cost of capital and borrowing costs;
impairments; changes in general economic conditions; and the other
factors under the heading "Risk Factors" set forth in the Company's
Annual Report on Form 10-K, as supplemented by the Company's
quarterly reports on Form 10-Q and current reports on Form 8-K.
Such filings are available on our website or at www.sec.gov. You
should not place undue reliance on these forward-looking
statements, which are made only as of the date hereof. The Company
undertakes no obligation to publicly update or revise
forward-looking statements to reflect subsequent developments,
events, or circumstances, except as may be required under
applicable securities laws.
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SOURCE Hyzon