NEW YORK & OSLO, Norway–(Small business WIRE)–Alussa Strength Acquisition Corp. (“Alussa Energy”) (NYSE: ALUS) and FREYR AS (“FREYR”) introduced currently that they count on to shut their proposed small business combination on Friday, July 9, 2021, assuming Alussa Electricity receives shareholder acceptance at the Extraordinary Typical Meeting of Alussa Strength shareholders (the “Special Meeting”) to be held on Wednesday, June 30, 2021. Pursuing closing, the blended company’s stock and warrants are envisioned to trade below the ticker symbols “FREY” and “FREY.WS”, respectively, starting up on Thursday, July 8, 2021.
The Exclusive Meeting to approve, among other items, the proposed organization mixture, will be held on June 30, 2021 at 10:00 a.m., Eastern Time, by means of a virtual meeting at the pursuing address: https://www.cstproxy.com/alussaenergy/2021.
Alussa Electricity Shareholder Vote
Alussa Energy’s shareholders of document at the near of enterprise on April 30, 2021 are entitled to obtain recognize of the Specific Conference and to vote their Alussa normal shares at the Distinctive Assembly. The meeting will be a absolutely virtual assembly of shareholders and will be executed by using live webcast. At the Unique Assembly, shareholders will be questioned to approve and adopt the enterprise mixture and these kinds of other proposals as disclosed in the definitive proxy statement/prospectus involved in the Registration Statement. If the small business mix is permitted by Alussa Energy shareholders, Alussa Vitality anticipates closing the organization mix on July 9, 2021, subject to the satisfaction or waiver (as relevant) of all other closing ailments.
The Distinctive Conference will consider spot at 10:00 a.m., Jap Time, on June 30, 2021 by using a digital meeting at the subsequent address: https://www.cstproxy.com/alussaenergy/2021. Buyers who maintain Alussa Energy’s ordinary shares in “street name” or in a margin or similar account, which signifies that the shares are held of record by a broker, financial institution or nominee, should get in touch with their broker, bank or nominee to be certain that votes related to the shares they beneficially possess are correctly counted. In this regard, they need to instruct their broker, bank or other nominee how to vote the shares they beneficially very own in accordance with the voting instruction sort they acquire from their broker, financial institution or other nominee. If they wish to almost attend the Exclusive Assembly and vote, they need to make contact with their broker, bank or other nominee to obtain a legal proxy and instructions on the methods to be followed. Valuable traders who own their investments by a bank or broker and would like to show up at the assembly will have wanted to get hold of Continental Inventory Transfer & Have confidence in Company to receive a management variety at minimum 72 several hours ahead of the Alussa Distinctive Assembly. Alussa Electricity endorses that its shareholders wishing to vote at the Exclusive Assembly log in at minimum 15 minutes just before the Special Meeting commence time. Be sure to observe that Alussa Electricity shareholders will not be ready to go to the Unique Meeting in human being. Alussa Electricity encourages its shareholders entitled to vote at the Distinctive Meeting to vote their shares by way of proxy in advance of the Specific Assembly by next the instructions on the proxy card.
As announced earlier, the organization mixture is to be effected via a recently created holding company, FREYR Battery (“FREYR Battery”). Alussa Strength will develop into a wholly-owned subsidiary of FREYR Battery, and the legacy business of FREYR (other than FREYR’s wind enterprise) will be operated by a wholly-owned subsidiary of FREYR Battery upon the consummation of the transaction. FREYR Battery’s everyday shares and warrants are predicted to be traded on the New York Inventory Trade under the new symbols “FREY” and “FREY.WS”, respectively. At the closing of the business enterprise mix, every Alussa Power device will separate into its factors consisting of 1 Alussa Power everyday share and one particular-fifty percent of just one warrant and, as a result, will no lengthier trade as a individual protection.
About Alussa Strength Acquisition Corp.
Alussa Energy is a blank look at corporation shaped for the goal of effecting a merger, share exchange, asset acquisition, stock invest in, reorganization or similar business combination with 1 or a lot more organizations. Though Alussa Electrical power may well pursue an acquisition prospect in any sector or sector, Alussa Strength intends to target on firms across the entire world electricity offer chain. For far more facts, make sure you take a look at www.alussaenergy.com.
About FREYR AS
FREYR programs to build up to 43 GWh of battery mobile creation capacity by 2025 to place the enterprise as one of Europe’s largest battery cell suppliers. The amenities will be located in the Mo i Rana industrial complex in Northern Norway, leveraging Norway’s highly expert workforce and abundant, low-price renewable strength sources from hydro and wind in a crisp, crystal clear and energized surroundings. FREYR will supply protected, large vitality density and value aggressive cleanse battery cells to the rapidly rising global marketplaces for electric motor vehicles, strength storage, and maritime programs. FREYR is dedicated to supporting cluster-centered R&D initiatives and the improvement of an worldwide ecosystem of scientific, professional, and monetary stakeholders to help the enlargement of the battery value chain in our location. For extra facts, please go to www.freyrbattery.com.
This press release consists of, and certain oral statements built by associates of Alussa Electrical power and FREYR and their respective affiliate marketers, from time to time may incorporate, “forward-wanting statements” in the this means of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Alussa Energy’s, FREYR Battery’s and FREYR’s precise outcomes could vary from their anticipations, estimates and projections and consequently, you really should not rely on these ahead-seeking statements as predictions of future functions. Words and phrases these kinds of as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “might” and “continues,” and related expressions are meant to recognize these kinds of ahead-searching statements. These forward-searching statements contain, with out limitation, anticipations with respect to the shareholder approval of the company combination, the listing of FREYR Battery’s prevalent inventory and warrants on the New York Stock Exchange, the output of cleanse and charge-helpful batteries, the plan to produce 43 GWh of subsequent-era battery cell production capability in Norway by 2025, the capacity to leverage the Nordic region’s establishing battery ecosystem and the closing of the business blend shortly immediately after the Distinctive Conference. These forward-looking statements entail considerable challenges and uncertainties that could lead to real benefits to differ materially from expected results. Most of these things are outdoors the command of Alussa Strength, FREYR Battery or FREYR and are tough to predict. Variables that could result in these types of differences include things like, but are not restricted to: the inability to consummate the transaction due to failure to get hold of approval of the shareholders of Alussa Electrical power the incapability to acquire the listing of FREYR Battery’s common stock and warrants on the New York Stock Exchange following the transaction the failure of money to be shipped in the organization mix the chance that the transaction disrupts present-day strategies and functions as a outcome of the announcement and consummation of the transaction the inability to realize expected benefits of the proposed company combination the likelihood that Alussa Vitality, FREYR Battery or FREYR may perhaps be adversely afflicted by other economic, company, and/or competitive problems that may possibly direct to, between other points, a failure to build thoroughly clean and value-efficient batteries, deliver on the qualified battery cell manufacturing potential, leverage Norway’s perceived strengths in battery output and develop collaborations with customers in the transportation and strength marketplaces and other challenges and uncertainties determined in the registration/proxy assertion relating to the transaction, like those under “Risk Factors” therein, and in other filings with the SEC built by Alussa Power, FREYR Battery and FREYR. Alussa Electrical power, FREYR Battery and FREYR warning that the foregoing record of elements is not exclusive, and warning visitors not to area undue reliance on any forward-searching statements, which converse only as of the day produced. None of Alussa Electricity, FREYR Battery or FREYR undertakes or accepts any obligation or enterprise to launch publicly any updates or revisions to any forward-wanting statements to mirror any improve in its anticipations or any adjust in situations, situations or conditions on which any these kinds of assertion is dependent, subject to relevant legislation.
No Supply or Solicitation
This press launch is for informational reasons only and shall not represent an present to promote or the solicitation of an offer to get any securities pursuant to the transaction or or else, nor shall there be any sale of securities in any jurisdiction in which the offer you, solicitation or sale would be unlawful prior to the registration or qualification underneath the securities guidelines of any this kind of jurisdiction. No give of securities shall be created apart from by signifies of a prospectus meeting the necessities of Section 10 of the Securities Act of 1933, as amended.
There can be no assurance that the transaction will be completed, nor can there be any assurance, if the transaction is completed, that the potential advantages of combining the companies will be understood.
Information and facts Sources No Representations
This push release has been prepared for use by Alussa Energy, FREYR Battery and FREYR in relationship with the transaction. The information and facts herein does not purport to be all-inclusive. The information herein is derived from a variety of internal and exterior resources, with all info relating to the organization, past overall performance, results of operations and financial situation of Alussa Electrical power was derived fully from Alussa Energy and all information and facts relating to the business enterprise, earlier efficiency, final results of operations and money situation of FREYR and FREYR Battery was derived entirely from FREYR. No illustration is designed as to the reasonableness of the assumptions created with regard to the details herein, or to the precision or completeness of any projections or modeling or any other data contained herein. Any details on past overall performance or modeling contained herein is not an indicator as to foreseeable future effectiveness.
No representations or warranties, convey or implied, are offered in regard of this press release. To the fullest extent permitted by regulation in no situations will Alussa Electrical power, FREYR Battery or FREYR, or any of their respective subsidiaries, affiliates, shareholders, reps, partners, directors, officers, employees, advisors or agents, be dependable or liable for any immediate, oblique or consequential reduction or reduction of gain arising from the use of this press launch, its contents (such as with no limitation any projections or designs), any omissions, reliance on data contained inside of it, or on opinions communicated in relation thereto or if not arising in relationship therewith, which data relating in any way to the functions of FREYR or FREYR Battery has been derived, immediately or indirectly, exclusively from FREYR and has not been independently verified by Alussa Electrical power. Neither the impartial auditors of Alussa Strength nor the impartial auditors of FREYR or FREYR Battery audited, reviewed, compiled or done any treatments with regard to any projections or designs for the goal of their inclusion in this push release and, accordingly, neither of them expressed any opinion or provided any other variety of assurances with regard thereto for the needs of this press release.
Critical Information and facts about the Transaction and Wherever to Discover It
In link with the transaction, Alussa Power and FREYR Battery have submitted and will file relevant resources with the SEC, which includes a Sort S-4 registration assertion filed by FREYR Battery on March 26, 2021 and amended on Could 7, May well 27, and June 9, 2021 (the “S-4”), which consists of a prospectus with regard to FREYR Battery’s securities to be issued in connection with the proposed organization combination (the “Prospectus”) and a proxy statement (the “Proxy Statement”) with respect to Alussa Energy’s shareholder assembly at which Alussa Energy’s shareholders will be requested to vote on the proposed business mix and similar matters. ALUSSA Vitality SHAREHOLDERS AND OTHER Fascinated Persons ARE Suggested TO Examine THE S-4 AND THE AMENDMENTS THERETO AND OTHER Information Submitted WITH THE SEC IN Relationship WITH THE TRANSACTION, AS THESE Resources WILL Contain Crucial Data ABOUT ALUSSA Electrical power, FREYR Battery, FREYR AND THE TRANSACTION. The S-4 was declared efficient on June 14, 2021. The definitive Proxy Statement and other applicable materials for the transaction have been mailed to shareholders of Alussa Energy as of April 30, 2021. The preliminary S-4 and Proxy Assertion, the closing S-4 and definitive Proxy Assertion and Prospectus and other pertinent supplies in relationship with the transaction, and any other paperwork filed by Alussa Electrical power with the SEC, may be attained no cost of demand at the SEC’s web-site (www.sec.gov) or by crafting to Alussa Strength Acquisition Corp. at c/o PO Box 500, 71 Fort Road, Grand Cayman KY1-1106, Cayman Islands.
Members in Solicitation
Alussa Electrical power, FREYR Battery and FREYR and their respective directors, government officers and staff members and other persons could be deemed to be members in the solicitation of proxies from the holders of Alussa Electrical power regular shares in respect of the proposed transaction. Alussa Strength shareholders and other fascinated individuals may possibly acquire much more in-depth details regarding the names and passions in the transaction of Alussa Energy’s directors and officers in Alussa Energy’s and FREYR Battery’s filings with the SEC, like when submitted, the S-4 and the Proxy Assertion. These paperwork can be acquired no cost of cost from the resources indicated above.
Resource: FREYR Battery