REE Automotive (NASDAQ:REE) has commenced an exchange offer to convert all outstanding warrants for 0.20 class A ordinary shares.
At REE’s last closing price of $1.34, this equates to $0.268 in value per warrant, although the company’s shares have since dipped in the pre-market on the news. REE warrants (NASDAQ:REEAW), meanwhile are surging after hours +18% to about $0.178.
The company must receive the consent from at least 50% of warrant holders in order for the exchange offer to go through and non-consenting warrants will instead be exchanged for 0.18 shares per warrant should the offer be accepted. REE has already secured the approval of holders representing 20% of public warrants and the offering period is set to continue until September 22.
REE said in a press release that it is launching the offer to simplify its capital structure and reduce future dilution, while providing more financing flexibility moving forward. The move affects 15,562,500 outstanding warrants, which are expected to be exchanged for up to 3,112,500 ordinary shares.
The company closed its $3.14 billion deal with 10X Capital Venture last July. REE Automotive makes a range of electric vehicles with skateboard designs capable of supporting models from buses and medium trucks down to sedans and even smaller last-mile delivery vehicles.
But, as an early-stage company expecting just $1 million in gross profit for 2022 and its first EBITDA in 2024, the current market conditions have not favored it as it works through its development process. It started the year at $5.55, but, like its growth-stock peers, it has slumped since.
ADVISORS
- BofA Securities is serving as the dealer manager of the offer and consent solicitation
- Morrow Sondali is serving as information agent.
- Continental Stock Transfer & Trust Company has been appointed as the exchange agent.
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