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Retrieved on:
Thursday, October 13, 2022
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Exchange PHOENIX, Oct. 13, 2022 /PRNewswire/ -- Nikola Corporation (Nasdaq: NKLA) ("Nikola"), a provider of zero-emissions transportation and energy infrastructure solutions, todayannounced the successful completion of its exchange offer (the "Offer") to purchase all outstanding shares of common stock of Romeo Power, Inc. (NYSE: RMO).
Key Points:
- PHOENIX, Oct. 13, 2022 /PRNewswire/ -- Nikola Corporation (Nasdaq: NKLA) ("Nikola"), a provider of zero-emissions transportation and energy infrastructure solutions, todayannounced the successful completion of its exchange offer (the "Offer") to purchase all outstanding shares of common stock of Romeo Power, Inc. (NYSE: RMO).
- As of the expiration of the Offer, a total of approximately 93.16 million shares of Romeo common stock had been validly tendered and received, and not validly withdrawn, pursuant to the Offer, representing approximately 50.1% of outstanding shares of Romeo common stock immediately after consummation of the Offer.
- Nikola intends to proceed with the acquisition of Romeo in which a newly formed subsidiary of Nikola will be merged into Romeo, and any remaining shares of Romeo common stock that were not tendered in the exchange offer will be canceled and converted into the right to receive the same consideration as provided for in the exchange offer.
- Once the transaction is completed, Romeo will become a wholly owned subsidiary of Nikola and Romeo common stock will no longer be listed or traded on the New York Stock Exchange.
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Tuesday, October 11, 2022
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Exchange As a result, Romeo stockholders' investment may be subject to substantial risks that are described in the Exchange Offer Materials.
Key Points:
- As a result, Romeo stockholders' investment may be subject to substantial risks that are described in the Exchange Offer Materials.
- Romeo stockholders should act as soon as possible to ensure they meet specific broker processing requirements and can validly tender their shares before the deadline.
- Romeo stockholders who hold shares of Romeo common stock through a broker, dealer, commercial bank, trust company or other nominee should instruct such broker or other nominee to tender their shares.
- When you reach an advisor, indicate you are calling regarding the exchange offer by Nikola Corporation to purchase all outstanding shares of Romeo Power, Inc.'s common stock.
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PHOENIX The deadline for Romeo stockholders to tender their shares is midnight, Eastern Time, at the end of the day Wednesday, October 12, 2022, unless extended further.
Key Points:
- The deadline for Romeo stockholders to tender their shares is midnight, Eastern Time, at the end of the day Wednesday, October 12, 2022, unless extended further.
- Romeo stockholders who hold shares of Romeo common stock through a broker, dealer, commercial bank, trust company or other nominee should instruct such broker or other nominee to tender their shares.
- Romeo stockholders who were unable to previously tender their shares due to process deadlines from their broker may tender their shares during the extension period.
- Romeo stockholders should act as soon as possible to ensure they can tender their shares before the deadline.
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Thursday, September 29, 2022
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Cypress The full text of the letter follows:
Key Points:
- The full text of the letter follows:
IMPORTANT INFORMATION: Romeo Power Stockholders are Reminded to Tender Shares for Nikola Transaction Before October 12, 2022 Deadline
On August 1, 2022, Nikola Corporation (Nasdaq: NKLA) (Nikola) and Romeo Power, Inc. (NYSE: RMO) (Romeo) announced a definitive agreement for an all-stock transaction.
- I am reaching out to remind you to tender your shares prior to midnight, Eastern time, at the end of October 12, 2022.
- If less than a majority of the outstanding shares of Romeo common stock are tendered, the Offer cannot be completed by Nikola and no shares will be exchanged.
- The Romeo Board unanimously recommends that Romeo stockholders tender their shares pursuant to the Offer.
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Tuesday, September 27, 2022
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PHOENIX PHOENIX, Sept. 27, 2022 /PRNewswire/ -- Nikola Corporation (Nasdaq: NKLA) ("Nikola"), a provider of zero-emissions transportation and energy infrastructure solutions, today announced that Nikola has extended its exchange offer (the "Offer") to purchase all outstanding shares of common stock of Romeo Power, Inc. (NYSE: RMO) ("Romeo") until midnight, Eastern Time, at the end of October 12, 2022.
Key Points:
- Under the terms of the merger agreement, Romeo stockholders will receive 0.1186 of a share of Nikola common stock for each Romeo share, representing an equity value of approximately 4.5% pro forma ownership of Nikola.
- On August 29, 2022, Nikola commenced, through a wholly-owned subsidiary, an exchange offer to purchase all outstanding shares of common stock of Romeo.
- Continental Stock Transfer & Trust, the exchange agent for the Offer, has advised Nikola that as of midnight, Eastern Time, on September 26, 2022, the last business day prior to the announcement of the extension of the Offer, approximately 70 million shares of Romeo common stock had been validly tendered and received, and not validly withdrawn, pursuant to the Offer, representing approximately 37.65% of outstanding shares of Romeo common stock.
- If less than a majority of the outstanding shares of Romeo common stock are tendered, the Offer cannot be completed by Nikola.
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Friday, September 23, 2022
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PHOENIX The deadline to tender shares is midnight, Eastern Time, at the end of the day on September 26, 2022, unless extended.
Key Points:
- The deadline to tender shares is midnight, Eastern Time, at the end of the day on September 26, 2022, unless extended.
- If less than a majority of the outstanding shares of Romeo common stock are tendered, the Offer cannot be completed by Nikola.
- Stockholders who own shares of Romeo common stock through a broker, dealer, commercial bank, trust company or other nominee, can tender their shares by instructing such broker or other nominee promptly to allow sufficient time to tender before the deadline on September 26, 2022.
- In addition to the Exchange Offer Materials, Nikola and Romeo file annual, quarterly and current reports and other information with the SEC.
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Thursday, September 22, 2022
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Exchange On August 1, 2022, Nikola and Romeo jointly announced they had entered into a definitive agreement for this all-stock transaction.
Key Points:
- On August 1, 2022, Nikola and Romeo jointly announced they had entered into a definitive agreement for this all-stock transaction.
- The deadline to tender shares is midnight, Eastern Time, at the end of the day on September 26, 2022.
- Instructions on how to tender Romeo shares into the exchange offer and additional information about the Nikola transaction are outlined below.
- In order for Nikola to complete the Offer, a majority of outstanding shares of Romeo common stock are required to be tendered.
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Friday, September 16, 2022
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Eastern Time Zone As such, the Romeo Board recommends that Romeo stockholders tender their shares pursuant to the Offer.
Key Points:
- As such, the Romeo Board recommends that Romeo stockholders tender their shares pursuant to the Offer.
- If less than a majority of the outstanding shares of Romeo common stock are tendered, the Offer cannot be completed by Nikola.
- To request documents and assistance, Romeo Stockholders should call Alliance Advisors at (855) 643-7453 (Romeo stockholders call toll-free) or (973) 873-7700 (bankers and brokers call collect), or email [email protected] .
- To participate in the exchange offer, Romeo stockholders must tender their shares of Romeo common stock to the Offer before its expiration at midnight, Eastern Time, at the end of September 26, 2022.
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Exchange Upon the successful completion of the Offer, a newly formed subsidiary of Nikola will be merged into Romeo, and any remaining shares of Romeo common stock that were not tendered in the exchange offer will be canceled and converted into the right to receive the same consideration as provided for in the exchange offer.
Key Points:
- Upon the successful completion of the Offer, a newly formed subsidiary of Nikola will be merged into Romeo, and any remaining shares of Romeo common stock that were not tendered in the exchange offer will be canceled and converted into the right to receive the same consideration as provided for in the exchange offer.
- Nikola has filed with the U.S. Securities and Exchange Commission (the "SEC") a tender offer statement on Schedule TO, which includes a summary of the terms of the Offer.
- This document is not a substitute for the Registration Statement, the Tender Offer Statement, the Solicitation/Recommendation Statement or any other document that Nikola or Romeo may file with the SEC related to the transaction (collectively, the "Exchange Offer Materials").THE EXCHANGE OFFER MATERIALS CONTAIN IMPORTANT INFORMATION.
- In addition to the Exchange Offer Materials, Nikola and Romeo file annual, quarterly and current reports and other information with the SEC.
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- ft. manufacturing center and headquarters in Cypress, California.
- The relocation of our labs and completion of our move marks a significant milestone for Romeo Power, said Chief Executive Officer Susan Brennan.
- Our new manufacturing operation will not only support growth, it will enhance throughput, quality and cost-effectiveness.
- Founded in 2016 and headquartered in Cypress, California, Romeo Power (NYSE: RMO) is an energy technology leader delivering advanced electrification solutions for complex commercial vehicle applications.
