NEW YORK, July 22, 2021 /PRNewswire/ -- Churchill
Capital Corp IV ("Churchill IV" or "CCIV") (NYSE: CCIV), a publicly
traded special purpose acquisition company, announced today that at
a special meeting of stockholders (the "Special Meeting") its
stockholders approved all but one of the proposals related to the
business combination between Churchill IV and Lucid Motors
("Lucid"). Churchill IV further announced that it has adjourned the
meeting until 9:00 a.m., Eastern
time, on Friday, July 23, 2021
to allow for more time for stockholders to vote on the last
required proposal for the business combination with
Lucid.
Churchill IV and Lucid will host a live investor call on
Thursday, July 22 at 11:30 a.m. Eastern with Michael Klein, Chairman and CEO of Churchill IV,
and Peter Rawlinson, CEO and CTO of
Lucid. Mr. Klein and Mr. Rawlinson will discuss the upcoming
combination of Lucid and Churchill IV and reiterate the importance
of stockholders voting in favor of all proposals.
At the Special Meeting, the company received overwhelming
support for the business combination with Lucid, including over 97%
of votes cast for the proposal to approve the business combination,
led by existing core Churchill IV stockholders. However, given the
higher required threshold for the proposal to adopt the
post-closing company's certificate of incorporation, which is a
condition to the consummation of the business combination, and the
large number of new investors and new online trading platforms, the
Company still needs additional votes to obtain approval for that
proposal by a majority of its outstanding shares. As a result, the
meeting has been adjourned to obtain the required votes.
- Churchill IV encourages ALL stockholders, including individual
holders, to vote, regardless of the number of shares held. Shares
that are not voted will not be counted as FOR the proposal.
- You can vote online through a service provided by your broker
by going to www.proxyvote.com or proxypush.com. Before visiting the
above websites please make sure you have your control number which
has been mailed or emailed to all stockholders.
- RobinHood and Interactive CCIV stockholders brokerage firm
clients - Vote at ProxyPush.com. Stockholders with RobinHood and
Interactive Brokers have 11-digit control numbers.
- All other retail holders and Institutions – Vote at
ProxyVote.com – including TD Ameritrade, National Financial
Services (NFS), E*Trade, Charles
Schwab, Fidelity, Merrill Lynch, JP Morgan, Goldman Sachs,
Morgan Stanley, Vanguard, Apex Clearing and many others. Nearly all
these stockholders have 16-digit control numbers provided by their
brokerage firms or banks.
- It is a very simple process that should take 2 minutes or less
on your mobile device, laptop, desktop computer or iPad. We
need your "FOR" vote on Proposal 2 to complete the merger tomorrow,
shortly after tomorrow's Special Meeting of CCIV stockholders. Vote
FOR no matter how many or few shares you own.
- Stockholders as of the close of business on June 21, 2021, the record date for the Special
Meeting, should vote their shares even if they no longer own
them.
- Internet voting platforms are open for voting. If you hold
shares in "street name" you may vote by internet by following the
instructions provided by your broker, bank or other
nominee.
- If you have questions or need assistance voting please call
MacKenzie Partners, Churchill IV's proxy solicitor,
toll-free, at (800) 322-2885. Overseas voters can call
MacKenzie Partners at (212) 929-5500. Email
MacKenzie Partners at CCIVproxy@mackenziepartners.com.
- If you have previously submitted your proxy and you do not wish
to change your vote, no further action is required.
The call will be an audio-only webcast and conference call.
Listeners can submit questions through the webcast link. CCIV and
Lucid encourage all CCIV stockholders to participate in the
investor call and vote if they have not.
- A webcast will be available at the following URL:
https://ccmediaframe.com/?id=Pd283Gjl
- Parties in the United States can access the
call, toll-free, by dialing 1-877-879-1183 or
1-412-902-6703, using access code 1573292
- International parties can access the call by
dialing 1-844-512-2927 or 1-412-317-6302, using
access code 1573292
- A replay will be made available after the call. Parties in
the United States can access the
replay at 1-877-344-7529, parties in Canada can dial 855-669-9658 and
international parties can dial 1-412-317-0088. All parties
should use access code 10159083
The reconvened Special Meeting can be accessed at 9:00 a.m., Eastern time, on Friday, July 23, 2021 by visiting
https://www.cstproxy.com/churchillcapitaliv/2021. The completion of
the business combination is subject to stockholder approval and
satisfaction of other customary conditions.
About Lucid
Lucid's mission is to inspire the adoption
of sustainable energy by creating the most captivating electric
vehicles, centered around the human experience. The company's first
car, Lucid Air, is a state-of-the-art luxury sedan with
a California-inspired design underpinned by race-proven
technology. Featuring luxurious interior space in a mid-size
exterior footprint, select models of Air are expected to be capable
of a projected EPA range of over 500 miles and 0-60 mph in 2.5
seconds. Lucid Air is produced at Lucid's new factory in Casa
Grande, Arizona, and customer deliveries are planned to begin
in the second half of 2021.
About Churchill Capital Corp IV
Churchill Capital Corp
IV was formed for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses.
Additional Information About the Proposed Transactions and
Where to Find It
This communication 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. This
communication relates to a proposed business combination between
CCIV and Lucid. In connection with the proposed business
combination, CCIV filed a registration statement on Form S-4, as
amended (the "Form S-4"), with the U.S. Securities and Exchange
Commission (the "SEC"). The Form S-4 was declared
effective June 25, 2021. The Form S-4 includes a document that
serves as a prospectus and proxy statement of CCIV, referred to as
a proxy statement/prospectus, that is both the proxy
statement/prospectus which has been distributed to CCIV's
shareholders in connection with CCIV's solicitation of proxies for
the vote by CCIV's shareholders with respect to the proposed
transaction as described in the Form S-4 as well as the prospectus
relating to the proposed business combination as described in the
Form S-4. CCIV also will file other documents regarding the
proposed business combination with the SEC. Before making any
voting decision, investors and security holders of CCIV are urged
to read the Form S-4 and all other relevant documents filed or that
will be filed with the SEC in connection with the proposed business
combination as they become available because they will contain
important information about the proposed transaction. CCIV has
mailed a definitive proxy statement/prospectus and other relevant
documents to its shareholders of record as of June 21, 2021,
the record date established for the special meeting of stockholders
relating to the proposed business combination. Investors and
security holders may obtain free copies of the Form S-4 and all
other relevant documents filed or that will be filed with the SEC
by CCIV through the website maintained by the SEC
at www.sec.gov. The documents filed by CCIV with the SEC also
may be obtained free of charge at CCIV's website at:
https://iv.churchillcapitalcorp.com/# or upon written request to
640 Fifth Avenue, 12th Floor New York, NY 10019.
Participants in the Solicitation
CCIV, Lucid 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 solicitations of proxies from CCIV's
shareholders in connection with the proposed transactions.
Information regarding the persons who may, under SEC rules, be
deemed participants in the solicitation of CCIV's shareholders in
connection with the proposed transactions is set forth in CCIV's
proxy statement/prospectus included in the Form S-4. Additional
information regarding the participants in the proxy solicitation
and a description of their direct and indirect interests is
included in the proxy statement/prospectus. Shareholders, potential
investors and other interested persons should read the proxy
statement/prospectus carefully before making any voting or
investment decisions. You may obtain free copies of these documents
from the sources indicated above.
Forward-Looking Statements
This communication includes
"forward-looking statements" within the meaning of the "safe
harbor" provisions of the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements may be
identified by the use of words such as "estimate," "plan,"
"project," "forecast," "intend," "will," "expect," "anticipate,"
"believe," "seek," "target," "continue," "could," "may," "might,"
"possible," "potential," "predict" or other similar expressions
that predict or indicate future events or trends or that are not
statements of historical matters. These forward-looking statements
include, but are not limited to, statements regarding expectations
and timing related to commercial product launches, the performance,
range, autonomous driving and other features of the Lucid Air,
future market opportunities, including with respect to energy
storage systems and automotive partnerships, future manufacturing
capabilities and facilities, future sales channels and strategies,
future market launches and expansion, potential benefits of the
proposed business combination and PIPE investment (collectively,
the "proposed transactions") and the potential success of Lucid's
go-to-market strategy, and expectations related to the terms and
timing of the proposed transactions. These statements are based on
various assumptions, whether or not identified in this
communication, and on the current expectations of Lucid's and
CCIV's management and are not predictions of actual performance.
These forward-looking statements are provided for illustrative
purposes only and are not intended to serve as, and must not be
relied on by any investor as, a guarantee, an assurance, a
prediction or a definitive statement of fact or probability. Actual
events and circumstances are difficult or impossible to predict and
will differ from assumptions. Many actual events and circumstances
are beyond the control of Lucid and CCIV. These forward-looking
statements are subject to a number of risks and uncertainties,
including factors discussed in CCIV's definitive proxy
statement/prospectus, CCIV's Annual Report on Form 10-K/A for the
year ended December 31, 2020 and CCIV's Quarterly Report
on Form 10-Q for the quarter ended March 31, 2021, in each
case, under the heading "Risk Factors," as well as other documents
of CCIV filed, or to be filed, with the SEC. If any of these risks
materialize or our assumptions prove incorrect, actual results
could differ materially from the results implied by these
forward-looking statements. There may be additional risks that
neither Lucid nor CCIV currently know or that Lucid and CCIV
currently believe are immaterial that could also cause actual
results to differ from those contained in the forward-looking
statements. In addition, forward-looking statements reflect Lucid's
and CCIV's expectations, plans or forecasts of future events and
views as of the date of this communication. Lucid and CCIV
anticipate that subsequent events and developments will cause
Lucid's and CCIV's assessments to change. However, while Lucid and
CCIV may elect to update these forward-looking statements at some
point in the future, Lucid and CCIV specifically disclaim any
obligation to do so. These forward-looking statements should not be
relied upon as representing Lucid's and CCIV's assessments as of
any date subsequent to the date of this communication. Accordingly,
undue reliance should not be placed upon the forward-looking
statements.
Contacts
For Churchill Capital Corp IV:
Steve Lipin / Lauren Odell / Christina
Stenson
Gladstone Place Partners
(212) 230-5930
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SOURCE Churchill Capital Corp IV