Northern Genesis Acquisition Corp. III (“NGAC” or the “Company”) announced the redemption of all of its public shares and its subsequent dissolution. The redemption of approximately 19,100,000 public shares of the Company’s common stock is expected to be completed by June 30, 2021.
NGAC, a publicly traded special purpose acquisition company, was formed on October 30, 2019. NGAC is an entity organized for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses.
On April 28, 2021, the Board of Directors of NGAC authorized the redemption of all of the public shares of the Company’s common stock for an aggregate redemption price of $11.45 per share. The public shares are expected to be redeemed in full on June 30, 2021 and the Company will pay a redemption price equal to the aggregate amount of the Company’s cash and cash equivalents held as of June 15, 2021.
In connection with the redemption of the public shares, the Company will file a Certificate of Dissolution and anticipated to be dissolved in the State of Delaware on or after June 30, 2021. Following the dissolution, the Company will no longer be subject to the periodic reporting requirements of the Securities Exchange Act of 1934, as amended.
In compliance with the applicable rules and regulations of the Securities and Exchange Commission, NGAC has filed a Form 15 Certificate of Termination of Registration of Class A Common Stock on or before June 30, 2021, which will terminate the registration of the Company’s common stock under the Securities Exchange Act of 1934, as amended.
The Company is not offering any shares of common stock or any other securities in the redemption of public shares of common stock. The Company will not receive any cash, securities, or other consideration for the redemption of the public shares, other than the aggregate redemption price of the public shares.
The Board of Directors of the Company has determined that the redemption and subsequent dissolution of the Company is in the best interests of the Company’s stockholders. As such, it is expected that the redemption of the public shares and subsequent dissolution of the Company will be completed on or before June 30, 2021.
In conformance with the applicable rules and regulations of the Securities and Exchange Commission, Northern Genesis Acquisition Corp. III (“NGAC” or the “Company”) has declared the redemption of its entire 19,100,000 public shares of common stock. This redemption is anticipated to be accomplished on June 30, 2021, with a redemption price of $11.45 per share, comprised of the Company’s total cash and cash equivalents held as of June 15, 2021.
Furthermore, NGAC’s Board of Directors has authorized the filing of a Certificate of Dissolution post-redemption, which will bring about the dissolution of the Company in the State of Delaware on or after June 30, 2021. As a result of this dissolution, the Company will no longer be subject to the periodic reporting requirements of the Securities Exchange Act of 1934, as amended.
In addition, the Company shall file a Form 15 Certificate of Termination of Registration of Class A Common Stock by June 30, 2021, to discontinue the registration of the Company’s common stock under the Securities Exchange Act of 1934, as amended. The Company will not receive any cash, securities, or other consideration for the redemption of the public shares, with the redemption price consisting solely of the aggregate amount of the Company’s cash and cash equivalents held as of June 15, 2021.
The Board of Directors of the Company has concluded that the redemption of public shares and subsequent dissolution of the Company is in the best interests of the Company’s stockholders. As such, the redemption of public shares and dissolution of the Company is expected to be finalized on or before June 30, 2021.
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