Executive Network Partnering Corporation Announces Dates for Proposed Stock Split and Warrant Amendment
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BOSTON--(BUSINESS WIRE)-- Executive Network Partnering Corporation (the “Company” or “ENPC”) (NYSE: ENPC, ENPC.U, and ENPC WS) today announced that it has set expected dates for the Company's proposed 1 to 2.5 stock split and 1 to 2.5 warrant split, subject to shareholder approval of the stock split and warrant holders’ approval of the proposed warrant agreement amendments at special meetings of stockholders and warrant holders to be held on March 24, 2021. The record date will be March 22, 2021 and the payment date will be March 25, 2021.
If the stock split and warrant agreement amendment are approved, each share of Class A common stock and warrant to purchase a share of Class A common stock will turn into 2.5 shares of Class A common stock and 2.5 warrants (with an exercise price of $11.50), respectively.
In addition, each holder of a CAPS™ (the unit that currently is made up of a share of Class A common stock and 1/4 of a warrant to purchase a share of Class A common stock at $28.75) will retain a share of Class A common stock and 1/4 of one warrant in such unit and will separately receive 1.5 shares of Class A common stock and 3/8th of a warrant that will not be part of the unit. The warrants after the amendment will be warrants to purchase a share of Class A common stock at $11.50.
The units, Class A Common Stock, and warrants will begin trading on an adjusted basis on the morning of March 26, 2021 under the existing trading symbols: “ENPC.U,” “ENPC” and “ENPC WS,” respectively.
The proposed stock split may occur even if the proposed warrant amendments are not approved. In such case the warrants would become warrants to purchase 2.5 shares of Class A common stock at $28.75.
If effectuated, the stock split would result in an increase in the number of shares of Class A common stock outstanding and thereby decrease the trading price of ENPC’s Class A common stock.
Where the stock split or warrant amendment would result in a holder being entitled to a fractional share or fractional warrant, the number of shares or warrants issued to such holder will be rounded down to the nearest whole number of shares or warrants, and in the case of shares, holders will receive cash in lieu of such fractional shares.
ENPC anticipates that the stock split and related matters, if effectuated, will allow easier comparison to the trading prices of the securities of other special purpose acquisition companies.
The proposed stock split amendment would also result in a 1 to 2.5 stock split and a related adjustment to the terms of the Class B common stock and Class F common stock solely to adjust for the split of the Class A common stock and Class B common stock.
ENPC filed and mailed its definitive proxy material on or about March 10, 2021. The Company encourages securityholders to read the proxy statement and other material relating to the special meeting, as it contains important information.
Additional Information and Where to Find it:
This communication is being made in respect of the proposed special meeting of the stockholders and warrant holders of ENPC which filed with the Securities and Exchange Commission (“SEC”) a definitive proxy statement on Schedule 14A. Securityholders are urged to read the definitive proxy statement and all other relevant documents filed with the SEC, because they contain important information about the stock split and warrant amendment. Before making any voting decision regarding the matters to be presented at the special meetings, securityholders are advised to read the definitive proxy in connection with the solicitation for proxies for the special meetings, because these statements will contain important information.
Participants in the Solicitation
ENPC and its directors and its executive officers, may under the rules of the SEC, be considered participants in the solicitation of proxies with respect to the special meetings. Information about the directors and executive officers of ENPC and a description of their interests in ENPC and the matters to be presented at the special meetings are contained in the definitive proxy statement as filed with the SEC.
Caution Concerning Forward Looking Statements
This press release may contain forward-looking statements made in reliance upon the safe harbor provisions the Securities Act of 1933 and the Securities Exchange Act of 1934. Forward-looking statements include all statements that do not relate solely to historical or current facts, including without limitation the Company’s proposed special meetings, and can be identified by the use of words such as “may,” “intend,” “expect,” “project,” “estimate,” “anticipate,” “plan,” “believe,” “potential,” “should,” “continue” or the negative versions of those words or other comparable words. Forward-looking statements are not guarantees of future actions or performance and are dependent on many factors including market reaction to the proposed actions set forth above.
Chief Executive Officer
Source: Executive Network Partnering Corporation
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