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INVESTOR ALERT: Kirby McInerney LLP Announces the Filing of a Securities Class Action Lawsuit Against Stable Road Acquisition Corp.

INVESTOR ALERT: Kirby McInerney LLP Announces the Filing of a Securities Class Action Lawsuit Against Stable Road Acquisition Corp.

NEW YORK–(BUSINESS WIRE)–
The law firm of Kirby McInerney LLP announces that a class action lawsuit has been filed in the U.S. District Court for the Central District of California on behalf of those who acquired Stable Road Acquisition Corp. (“Stable Road” or the “Company”) (NASDAQ: SRAC) securities from October 7, 2020 through July 13, 2021, inclusive (the “Class Period”). Investors have until September 13, 2021 to apply to the Court to be appointed as lead plaintiff in the lawsuit.

Stable Road was launched as a blank check company, also known as a special purpose acquisition company or “SPAC.” On October 7, 2020, Stable Road and Momentus Inc. (“Momentus”)– a private commercial space company – issued a joint press release announcing that Stable Road had agreed to acquire Momentus in a proposed merger, subject to shareholder approval. The press release stated that the merger would “create the first publicly traded space infrastructure company at the forefront of the new space economy.”

On January 25, 2021, Momentus announced that defendant Kokorich had resigned as Momentus’s CEO “in an effort to expedite the resolution of U.S. government national security and foreign ownership concerns surrounding the Company.” On this news, Stable Road’s share price declined by $1.17 per share, or approximately 4.7%, from $24.85 per share to close at $23.68 per share on January 25, 2021.

Then, on July 13, 2021, the U.S. Securities and Exchange Commission (“SEC”) announced charges against Stable Road, its CEO, defendant Brian Kabot, SRC-NI Holdings, Momentus, and defendant Kokorich for making “misleading claims about Momentus’s technology and about national security risks associated with Kokorich.” The release, among other things, stated that all parties other than defendant Kokorich had settled the charges against them for $8 million in total, while the case against defendant Kokorich continued. Also on July 13, 2021, the SEC publicized a cease-and-desist order and complaint against defendant Kokorich which detailed defendants’ scheme to defraud investors in connection with the merger. On this news, Stable Road’s share declined by $1.22 per share, or approximately 10.3%, from $11.88 per share to close at $10.66 per share on July 14, 2021.

The lawsuit alleges that, throughout the Class Period, defendants misrepresented and failed to disclose adverse facts about Momentus’s business, operations, and prospects and Stable Road’s due diligence activities in connection with the merger, which were known to defendants or recklessly disregarded by them, as follows: (a) Momentus’s 2019 test of its key technology, a water plasma thruster, had failed to meet Momentus’s own public and internal pre-launch criteria for success, and was conducted on a prototype that was not designed to generate commercially significant amounts of thrust; (b) the U.S. government had conveyed that it considered Momentus’s CEO, defendant Mikhail Kokorich, a national security threat, which jeopardized Kokorich’s continued leadership of Momentus and Momentus’s launch schedule and business prospects; (c) consequently, the revenue projections and business and operational plans provided to investors regarding Momentus and the commercial viability and timeline of its products were materially false and misleading and lacked a reasonable basis in fact; and (d) Stable Road had failed to conduct appropriate due diligence of Momentus and its business operations and defendants had materially misrepresented the due diligence activities being conducted by Stable Road executives and its sponsor in connection with the merger.

If you purchased or otherwise acquired Stable Road securities, have information, or would like to learn more about these claims, please contact Thomas W. Elrod of Kirby McInerney LLP at 212-371-6600, by email at [email protected], or by filling out this contact form, to discuss your rights or interests with respect to these matters without any cost to you.

Kirby McInerney LLP is a New York-based plaintiffs’ law firm concentrating in securities, antitrust, whistleblower, and consumer litigation. The firm’s efforts on behalf of shareholders in securities litigation have resulted in recoveries totaling billions of dollars. Additional information about the firm can be found at Kirby McInerney LLP’s website: http://www.kmllp.com.

This press release may be considered Attorney Advertising in some jurisdictions under the applicable law and ethical rules.

Kirby McInerney LLP

Thomas W. Elrod, Esq.

212-371-6600

https://www.kmllp.com

[email protected]

KEYWORDS: United States North America California New York

INDUSTRY KEYWORDS: Legal Professional Services

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Marin Software Announces Date of Second Quarter 2021 Financial Results Conference Call

PR Newswire

SAN FRANCISCO, July 16, 2021 /PRNewswire/ — Marin Software Incorporated (NASDAQ: MRIN), a leading provider of digital marketing software for performance-driven advertisers and agencies, today announced it will report financial results for the quarter ended June 30, 2021, after market close on Friday, July 30, 2021. The company also announced it will hold a conference call on the same day at 2:00 PM Pacific Time (5:00 PM Eastern Time) to discuss its quarterly financial results. This conference call may include forward-looking statements.

The conference call can be accessed by dialing (877) 705-6003 from the United States or +1 (201) 493-6725 internationally with conference ID 13720731, and a live webcast of the conference call can be accessed at http://public.viavid.com/index.php?id=145349.

Following the completion of the call through 11:59 PM Eastern Time on Friday, August 6, 2021, a recorded replay will be available on the company’s website, and a telephone replay will be available by dialing (844) 512-2921 from the United States or (412) 317-6671 internationally with recording access code 13720731.

About Marin Software
Marin Software Incorporated’s (NASDAQ: MRIN) mission is to give advertisers the power to drive higher efficiency and transparency in their paid marketing programs that run on the world’s largest publishers. Marin Software offers a unified SaaS advertising management platform for search, social, and eCommerce advertising. The Company helps digital marketers convert precise audiences, improve financial performance, and make better decisions. Headquartered in San Francisco with offices worldwide, Marin Software’s technology powers marketing campaigns around the globe. For more information about Marin Software, please visit www.marinsoftware.com.

 

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SOURCE Marin Software

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KKR andTelefónica to Create Colombia’s First Nationwide Open Access Fiber Optic Network

KKR andTelefónica to Create Colombia’s First Nationwide Open Access Fiber Optic Network

  • Investment to accelerate ultra-fast digital connectivity to improve quality and coverage for Colombians nationwide, more than quadrupling Telefónica’s existing fiber optic network.
  • Newly formed company to offer open access wholesale connectivity with modern fiber optic technology for all internet service providers in Colombia, including Telefónica.
  • KKR’s large direct investment in Colombia with a transaction value of approximately $500 million affirms its long-term commitment to the region.

BOGOTÁ, Colombia & NEW YORK–(BUSINESS WIRE)–
KKR, a leading global investment firm, today announced an agreement with Telefónica Colombia, a subsidiary of the leading Spanish telecom group Telefónica, to establish Colombia’s first independent nationwide open access wholesale digital infrastructure company.

On a mission to bring greater broadband access across Colombia, the new company will expand availability of ultra-fast fiber optic internet, benefitting more consumers and businesses across Colombia. As part of the agreement, KKR will acquire a majority stake in Telefónica’s existing fiber optic network, the largest in Colombia, and make the network open access through a newly established independent entity, which KKR will control as the majority shareholder. Telefónica will be a minority shareholder in the new company, with a 40% stake.

The company will be run independently by a local team in Colombia but brings together the expertise of both KKR and Telefónica to build and operate Colombia’s premier digital infrastructure network. Recently, the companies similarly joined efforts to establish ON*NET Fibra as Chile’s first open access wholesale fiber optic network.

Upon closing of the transaction, Telefónica’s existing fiber optic network will become open access and available for all internet service providers in Colombia to utilize, including Telefónica. With the investment from KKR, the new company plans to expand existing fiber optic coverage from approximately 1.2 million homes today to, at minimum, 4.3 million homes by the end of 2024, covering at least 87 municipal areas in Colombia, with more than half consisting of underserved areas outside of high-income urban areas.

The network will utilize state-of-the art technology to deliver connection speeds up to 1000 times faster than conventional networks currently available to most Colombians, improving both quality and coverage. The investment will help to close the digital gap, facilitate new 5G connectivity, and provide access to telework, telehealth, and virtual education to far more Colombians than have it today.

“We are thrilled to, once again, be working with Telefónica to provide greater broadband access to those who need it, and to be doing so in Colombia, a country we believe is primed for significant growth ahead and which serves as an attractive destination for investors,” said Waldemar Szlezak, senior leader of KKR’s infrastructure investment team. “This new venture in Colombia, along with ON*NET Fibra de Chile, demonstrates the potential to invest in innovative financing and growth strategies to promote digital infrastructure in Latin America.”

María Fernanda Suárez Londoño, a senior advisor to KKR, added, “More Colombian families and small businesses should have the ability to access ultra-high speed digital services. KKR’s investment will help bridge that gap by promoting competition and committing to expand the network in municipalities across Colombia. It also indicates the potential for KKR’s continued growth in digital infrastructure in Colombia and in the region.”

Alfonso Gómez Palacio, CEO of Telefónica Spanish-speaking Latin America, explained that “the agreement with KKR will accelerate the deployment of fiber optic in Colombia at an unprecedented rate, in a market that has shown enormous potential in the last year. In addition, fiber will create opportunities for thousands of homes and businesses that see digitalization as an opportunity for development. This is one more step by our company to lead FTTH services in Latin America.”

The transaction is valued at approximately $500 million and is subject to customary regulatory approvals.

The new company will be controlled by KKR and will leverage the firm’s global experience in digital infrastructure and in operating and deploying fiber networks, including its existing fiber optic investments in ON*NET Fibra in Chile, FiberCop in Italy, HyperOptic in the UK, and Open Dutch Fiber in the Netherlands.

KKR is making the investment through its global infrastructure fund. KKR first established its global infrastructure team and strategy in 2008 and has since been one of the most active infrastructure investors around the world with a team of more than 50 dedicated investment professionals. The firm currently oversees approximately $28 billion in infrastructure assets and has made over 45 infrastructure investments across a range of sub-sectors and geographies.

Scotiabank and Bank Street are acting as financial co-advisors to KKR on the transaction.

About KKR

KKR is a leading global investment firm that offers alternative asset management and capital markets and insurance solutions. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and supporting growth in its portfolio companies and communities. KKR sponsors investment funds that invest in private equity, credit and real assets and has strategic partners that manage hedge funds. KKR’s insurance subsidiaries offer retirement, life, and reinsurance products under the management of The Global Atlantic Financial Group. References to KKR’s investments may include the activities of its sponsored funds and insurance subsidiaries. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com and on Twitter @KKR_Co.

About Telefónica Colombia

Telefónica is one of the biggest drivers of the digital economy in the country, with revenues of 5.36 trillion pesos in 2020. The activity of the company, which operates under the trademark Movistar, is mainly focused on the businesses of mobile communications and connectivity, broadband services, fiber optics to the home, paid television, fixed line communications and a complete range of digital solutions for small, medium, and large companies and corporations.

Telefónica is present in 50 cities and municipalities in the country with fiber optics, 210 with fixed broadband and 965 with 4G LTE mobile connectivity. Telefónica closed 1Q21 with a customer base of 19.9 million nationwide: 16.7 million mobile lines, 1.2 million broadband customers -366,000 with fiber-, 527 thousand pay TV and 1.4 million fixed lines in service.

Press Contact

Mariajosé Diaz

[email protected]

+57 316 758 5298

For KKR Americas:

Cara Major or Miles Radcliffe-Trenner

[email protected]

For Telefónica:

Dulce Jiménez

[email protected]

KEYWORDS: United States South America Colombia North America New York

INDUSTRY KEYWORDS: Professional Services Technology Mobile/Wireless Telecommunications Finance Banking

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CapStar’s Mark Niethammer Selected to Participate in National GGL Leadership Program

NASHVILLE, Tenn., July 16, 2021 (GLOBE NEWSWIRE) — Mark Niethammer, Director of Government Guaranteed Lending at CapStar Bank, was recently selected to participate in the National Association of Government Guaranteed Lender’s (NAGGL) inaugural Future Leading Lenders Program (FLLP).

From 50 eligible candidates nationwide, Niethammer is one of only twelve selected to participate. The interactive FLLP experience is intended to recognize and develop the next generation of 7(a) industry leaders who are building or expanding their SBA teams. The best in class program is geared toward broadening expertise and deepening engagement.

The curriculum consists of four modules spanning nine months, including opportunities to attend flagship NAGGL events and culminating with program graduation during the annual Leadership Summit in April 2022.

“I am honored by the opportunity to participate in the industry’s premier leadership program,” said Niethammer. “This represents a tremendous distinction for both our team and CapStar as NAGGL recognizes the bank as an emerging national leader in the SBA space.”

Niethammer joined CapStar in early 2018 from Synovus Bank as one of a trio of bankers who launched the SBA lending group. He was promoted to Director of Government Guaranteed Lending in 2020. Under his leadership, the division has expanded to reach 38 states and is established as one of Tennessee’s top five 7(a) lenders. Recently, CapStar was recognized as a statewide PPP leader relative to asset size, protecting more 26,000 local jobs amid the COVID-19 pandemic.

“We are especially proud of the strides made by our GGL team since its inception in 2018. CapStar’s foresight in assembling such expertise has been particularly vital to our communities over the last year as their leadership in processing PPP and other SBA loans to benefit Tennessee’s small businesses is unparalleled,” said Chris Tietz, CapStar’s EVP of Specialty Banking. “In his GGL leadership role and beyond, Mark is a remarkable talent and teammate. We are certainly pleased his efforts have been recognized on a national scale.”

About CapStar

CapStar Bank, with assets of $3.15 billion, provides a relationship-based and highly personal banking experience to small to mid-sized private businesses, professionals, and individuals. Focused on delivering superior flexibility, responsiveness, and customer service, CapStar serves customers through highly-skilled employees, digital channels, as well as 22 financial centers across 12 Tennessee counties. For more information about CapStar, please visit www.capstarbank.com.

About NAGGL

NAGGL is the only national trade association serving the private-sector lenders that provide access to capital critical to fueling small businesses – the engine that drives the nation’s economy and job creation. NAGGL supports lending participants in the SBA’s flagship 7(a) business loan program. The public policy goal of the 7(a) business loan program is to provide credit to small businesses that are unable to secure financing on reasonable terms through conventional channels.

For more information, contact:
Nicole Gibbs, (423) 457-4579
[email protected]

A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/74aeaf94-dbc3-4563-a1f7-255b03772cd8



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City of Alton Splash Pad Opens to the Community; Ribbon Cutting Held to Celebrate

City of Alton Splash Pad Opens to the Community; Ribbon Cutting Held to Celebrate

Project is a collaboration between the City of Alton, American Water Charitable Foundation, National Recreation and Park Association and Illinois American Water

ALTON, Ill.–(BUSINESS WIRE)–
The City of Alton, American Water Charitable Foundation (AWCF), National Recreation & Park Association (NRPA) and Illinois American Water are pleased to announce the completion of the Alton Splash Pad located at 1 Riverfront Drive. The splash pad is open to the community and complies with Center for Disease Control guidelines and state health recommendations.

“This project would not have been possible without the generous collaboration from our City of Alton team, American Water Charitable Foundation, National Recreation & Park Association, and Illinois American Water,” said Mayor David Goins. “Because of the collaborative effort, this educational water play area is truly unique to Alton. It features play features voted on by residents and artwork from a local artist. Residents and visitors alike will enjoy the new splash pad for years to come.”

The City of Alton received a $250,000 Building Better Communities grant from the American Water Charitable Foundation (AWCF) for an inclusive community splash pad to create an equitable and accessible water-based play space that inspires children to connect with nature and the outdoors. The program is administered by the NRPA. Illinois American Water also partnered on the water play space. The City of Alton received additional financial support through the Tax Increment Financing (TIF) program to aid in constructing concession and restroom facilities at the splash pad/amphitheater location.

Karen Cooper, Illinois American Water Director of Business Development, said, “We are proud to partner with these great organizations to create a fun and free place to explore water. Now more than ever, we hope our community can enjoy the new splash pad. Our community, especially our youth, have been through a lot over the past year. They deserve a place to have fun and learn about water. The nature-based play area will help educate our future environmental stewards, increase physical activity and support healthier habits.”

During today’s ribbon cutting the City of Alton revealed educational signage created by local graphic artist Jennifer Hayden. The artwork includes the Clark Bridge and Mississippi River. The nature-themed elements of the splash pad also connect to the community’s location along the Mississippi River.

“We are pleased to have the Alton splash pad come to life. Through our work, we have found splash pads are a wonderful way to support water access for all, while engaging community members in environmental education,” said Carrie Williams, president, American Water Charitable Foundation. “Giving back to communities we serve is part of the culture at American Water and we are pleased to partner with the City of Alton so families can enjoy the wonders of water, while also learning the valuable role we all play in protecting our environment.”

AWCF has partnered with NRPA for the past eight years to bring water and nature-based play amenities to communities across the country through its Building Better Communities Grant Program. The goal of the program is to connect and educate individuals, families and children on environmental stewardship practices related to water and other natural resources.

“We are proud to support the essential work of park and recreation professionals in the City of Alton to residents and visitors with equitable water-based education and inclusive play opportunities,” said Kellie May, NRPA vice president, programs and partnerships. “NRPA is proud to support this important work through our partnership with the American Water Charitable Foundation.”

The City of Alton was one of two communities awarded a Building Better Communities grant in 2019. It is the first educational splash pad of this type in Alton.

For information about the Building Better Communities program, visit https://www.amwater.com/AWCFSignature-Program.

The American Water Charitable Foundation was established in 2010 with a founding contribution from American Water, the American Water Charitable Foundation is a 501(c)3 nonprofit organization that provides a formal way to demonstrate the company’s ongoing commitment to being a good neighbor, citizen and contributor to the communities where American Water and its employees live, work and operate. The Foundation helps support American Water employee-identified nonprofit endeavors.

The National Recreation and Park Association is a national not-for-profit organization dedicated to ensuring that all people have access to parks and recreation for health, conservation and social equity. Through its network of 60,000 recreation and park professionals and advocates, NRPA encourages the promotion of healthy and active lifestyles, conservation initiatives and equitable access to parks and public space. For more information, visit www.nrpa.org. For digital access to NRPA’s flagship publication, Parks & Recreation, visit www.parksandrecreation.org.

About Illinois American Water – Illinois American Water, a subsidiary of American Water (NYSE: AWK), is the largest investor-owned water utility in the state, providing high-quality and reliable water and/or wastewater services to approximately 1.3 million people. American Water also operates a customer service center in Alton and a quality control and research laboratory in Belleville.

Media:

Karen Cotton, Sr. Manager, External Communications, Illinois American Water, [email protected]

Michael Haynes, Director of Park and Rec, City of Alton, [email protected]

KEYWORDS: United States North America Illinois

INDUSTRY KEYWORDS: Environment Children Utilities Public Policy/Government Philanthropy Energy Family State/Local Consumer Foundation

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GOL announces its 2Q21 earnings schedule

PR Newswire

SÃO PAULO, July 16, 2021 /PRNewswire/ — GOL Linhas Aéreas Inteligentes S.A. (“GLAI”), (NYSE: GOL and B3: GOLL4), Brazil’s premier domestic airline, announces its 2Q21 earnings schedule.

2Q21 Earnings 


July 29, 2021 (before trading hours)
The release will be available on our website www.voegol.com.br/ir.

Conference calls


English


Portuguese


July 29, 2021


July 29, 2021

11:00 a.m. (US EDT)

12:30 p.m. (US EDT)

12:00 p.m. (Brasília time)

01:30 p.m. (Brasília time)

Phone: +1 (412) 317-6382

Phone: +55 (11) 3181-8565

Code: GOL

Code: GOL

Replay phone: +1 (412) 317-0088

Replay phone: +55 (11) 3193-1012

Replay code: 10158250

Replay code: 2000720#

Webcast: click here

Webcast: click here

Participants are requested to connect ten minutes prior to the time set for the conference calls.

Slides and webcast:
A slide presentation will be available for viewing and downloading in our website www.voegol.com.br/ir. The conference calls will be live broadcast over the internet on the same website, remaining available after the event.

Replay:
 A conference call replay facility will be available for 7 days. 

CONTACT

Investor Relations
[email protected]
www.voegol.com.br/ir
+55(11) 2128-4700

About GOL Linhas Aéreas Inteligentes S.A.

GOL serves more than 36 million passengers annually. With Brazil’s largest network, GOL offers customers more than 750 daily flights to over 100 destinations in Brazil and in South America, the Caribbean and the United States. GOLLOG’s cargo transportation and logistics business serves more than 3,400 Brazilian municipalities and more than 200 international destinations in 95 countries. SMILES allows over 16 million registered clients to accumulate miles and redeem tickets to more than 700 destinations worldwide on the GOL partner network. Headquartered in São Paulo, GOL has a team of approximately 14,000 highly skilled aviation professionals and operates a fleet of 127 Boeing 737 aircraft, delivering Brazil’s top on-time performance and an industry leading 20-year safety record. GOL has invested billions of Reais in facilities, products and services and technology to enhance the customer experience in the air and on the ground. GOL’s shares are traded on the NYSE (GOL) and the B3 (GOLL4). For further information, visit www.voegol.com.br/ir.

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SOURCE GOL Linhas Aéreas Inteligentes S.A.

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Everside Health Files Registration Statement for Proposed Initial Public Offering

PR Newswire

DENVER, July 16, 2021 /PRNewswire/ — Everside Health Group, Inc. (“Everside”) today announced that it has filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission (“SEC”) relating to a proposed initial public offering of its common stock. The number of shares to be offered and the price range for the proposed offering have not yet been determined. Everside intends to list its common stock on the New York Stock Exchange under the symbol “EVSD.”

Morgan Stanley, J.P. Morgan, Goldman Sachs & Co. LLC, BofA Securities, and William Blair will act as book-running managers for the proposed offering. 

The proposed offering will be made only by means of a prospectus. Copies of the preliminary prospectus, when available, may be obtained from:

  • Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, or by email at [email protected];
  • J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at 866-803-9204 or by email at [email protected];
  • Goldman Sachs & Co. LLC, Attn: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at (866) 471-2526 or by email at [email protected];
  • BofA Securities, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attn: Prospectus Department, or by email at [email protected]; or
  • William Blair & Company, L.L.C., Attn: Prospectus Department, 150 North Riverside Plaza, Chicago, IL 60606, by telephone at (800) 621-0687 or by email at [email protected].

A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Everside Health
Everside Health, formerly Paladina Health, Activate Healthcare and Healthstat, is one of the largest direct primary care providers in the U.S., operating 340+ health clinics in 33 states located at or near the facilities of its employer, union and other benefit sponsor clients. Everside’s patient-focused, care-obsessed, technology-driven healthcare delivery model aligns incentives to benefit the patient, the physician and the benefit provider, all while reducing the total cost of care. Patients receive convenient, low- or no-cost access to physicians and 24/7 virtual care, reducing the need for costly ER use. Everside Health is based in Denver, Colorado.

Press Contact

[email protected]

Investor Contact

[email protected] 

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SOURCE Everside Health

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Pembina Reaffirms Existing Transaction

PR Newswire

CALGARY, AB, July 16, 2021 /PRNewswire/ – Pembina Pipeline Corporation (“Pembina”) (TSX: PPL) (NYSE: PBA) today confirmed that it does not intend to increase or otherwise change the consideration of 0.50 common shares of Pembina offered under its proposed acquisition of all of the common shares of Inter Pipeline Ltd. (“Inter Pipeline”) (TSX: IPL) pursuant to the arrangement agreement signed by the parties, and unanimously recommended by the board of directors of Inter Pipeline (the “Strategic Combination”).

Pembina believes that its Strategic Combination with Inter Pipeline is extremely compelling from an immediate and long-term value perspective and believes shareholders should vote in favour of the transaction.

Voting FOR the Pembina Inter Pipeline Transaction

Shareholders are encouraged to vote FOR the Strategic Combination in advance of the proxy voting deadlines of 10:00 AM Mountain Time (Inter Pipeline shareholders) and 1:00 PM Mountain Time (Pembina shareholders) on July 27, 2021 for the July 29, 2021 meetings of each of the respective shareholders. If approved, the Strategic Combination between Pembina and Inter Pipeline is expected to close late in the third quarter or early in the fourth quarter of 2021.

YOUR VOTE IS VERY IMPORTANT
REGARDLESS OF THE NUMBER OF SHARES THAT YOU OWN.

For more information, visit PembinaIPL.com. Shareholders with questions or requiring assistance in considering the Strategic Combination, or with the completion and delivery of their proxy, should contact Pembina’s proxy solicitation agent, Kingsdale Advisors by telephone at 1-877-657-5859 (416-867-2272 for collect calls outside North America) or by email at [email protected].

About Pembina

Pembina is a leading transportation and midstream service provider that has been serving North America’s energy industry for more than 65 years. Pembina owns an integrated system of pipelines that transport various hydrocarbon liquids and natural gas products produced primarily in western Canada. Pembina also owns gas gathering and processing facilities; an oil and natural gas liquids infrastructure and logistics business; and is growing an export terminals business. Pembina’s integrated assets and commercial operations along the majority of the hydrocarbon value chain allow it to offer a full spectrum of midstream and marketing services to the energy sector. Pembina is committed to identifying additional opportunities to connect hydrocarbon production to new demand locations through the development of infrastructure that would extend Pembina’s service offering even further along the hydrocarbon value chain. These new developments will contribute to ensuring that hydrocarbons produced in the Western Canadian Sedimentary Basin and the other basins where Pembina operates can reach the highest value markets throughout the world.

Purpose of Pembina:

To be the leader in delivering integrated infrastructure solutions connecting global markets:

  • Customers choose us first for reliable and value-added services;

  • Investors receive sustainable industry-leading total returns;

  • Employees say we are the ’employer of choice’ and value our safe, respectful, collaborative and fair work culture; and

  • Communities welcome us and recognize the net positive impact of our social and environmental commitment.

Pembina is structured into three Divisions: Pipelines Division, Facilities Division and Marketing & New Ventures Division.

Pembina’s common shares trade on the Toronto and New York stock exchanges under PPL and PBA, respectively. For more information, visit www.pembina.com.


Forward-Looking Statements and Information 

This document contains certain forward-looking statements and forward-looking information (collectively, “forward-looking statements”), including forward-looking statements within the meaning of the “safe harbor” provisions of applicable securities legislation, that are based on Pembina’s current intentions, expectations, estimates, projections and assumptions in light of its experience and its perception of historical trends. In some cases, forward-looking statements can be identified by terminology such as “intends”, “expects”, “will”, “would”, “anticipates”, “plans”, “estimates”, “develop”, “potential”, “continue”, “could”, “create”, and similar expressions suggesting future events or future performance.

In particular, this document contains forward-looking statements pertaining to, without limitation, the following: the Strategic Combination, including any changes to the consideration payable by Pembina thereunder, and the anticipated benefits and value thereof to IPL’s shareholders. These forward-looking statements are based on certain assumptions that Pembina has made in respect thereof as at the date of this news release regarding, among other things: that the contents and timing of the filing of a notice of variation of the bid by Brookfield Infrastructure and its affiliates (“Brookfield”) for Inter Pipeline will be consistent with previously-disclosed terms; the ability of Pembina and IPL to satisfy the conditions to closing of the Strategic Combination in a timely manner and on acceptable terms; potential future events that could impact or change Pembina’s determinations described herein; that favorable circumstances continue to exist in respect of current operations and current and future growth projects; the availability of capital to fund future capital requirements relating to existing assets and projects; that the combined entities’ future results of operations will be consistent with past performance and management expectations in relation thereto; prevailing regulatory, tax and environmental laws and regulations; and that all required regulatory and environmental approvals can be obtained on the necessary terms in a timely manner.

Although Pembina believes the expectations and material factors and assumptions reflected in these forward-looking statements are reasonable as of the date hereof, there can be no assurance that these expectations, factors and assumptions will prove to be correct. These forward-looking statements are not guarantees of future performance or events and are subject to a number of known and unknown risks and uncertainties including, but not limited to: changes in the value or form of the consideration offered by Pembina and Brookfield under the potential transactions involving Inter Pipeline; the ability of the parties to receive, in a timely manner, the necessary regulatory, court, securityholder, stock exchange and other third-party approvals, including, but not limited to, the receipt of applicable competition approvals; the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the Strategic Combination; the failure to realize the anticipated benefits or synergies of the Strategic Combination following closing due to integration issues or otherwise and expectations and assumptions concerning, among other things: customer demand for the combined company’s services; planned synergies, capital efficiencies and cost-savings; applicable tax laws; material cost-overruns in respect of the Heartland Petrochemical Complex or a material delay to the expected in-service date thereof; reliance on key relationships and agreements; the strength and operations of the oil and natural gas production industry and related commodity prices; actions by governmental or regulatory authorities, including changes in tax laws and treatment, changes in the regulation of competition in Canada and elsewhere; fluctuations in operating results; adverse general economic and market conditions in Canada, North America and worldwide; and certain other risks detailed from time to time in Pembina’s public disclosure documents available at www.sedar.com, www.sec.gov and through Pembina’s website at www.pembina.com and in Inter Pipeline’s public disclosure documents available at www.sedar.com and through Inter Pipeline’s website at www.interpipeline.com. In addition, the closing of the Strategic Combination may not be completed, or may be delayed if the parties’ respective conditions to the closing of the Strategic Combination, including the timely receipt of all necessary regulatory approvals, are not satisfied on the anticipated timelines or at all. Accordingly, there is a risk that the Strategic Combination will not be completed within the anticipated time, on the terms currently proposed or at all.

This list of risk factors should not be construed as exhaustive. Readers are cautioned that events or circumstances could cause results to differ materially from those predicted, forecasted or projected. The forward-looking statements contained in this document speak only as of the date of this document. Pembina does not undertake any obligation to publicly update or revise any forward-looking statements or information contained herein, except as required by applicable laws. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.

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SOURCE Pembina Pipeline Corporation

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Brookfield Infrastructure Completes Sale of North American District Energy Business for $4.1 Billion

BROOKFIELD, NEWS, July 16, 2021 (GLOBE NEWSWIRE) — Brookfield Infrastructure (NYSE: BIP; TSX: BIP.UN) today announces that it has completed the sale of 100% of its North American district energy business, Enwave. The business has been divested through two separate transactions for total consideration of $4.1 billion on an enterprise value basis. Enwave’s Canadian business was acquired by Ontario Teachers’ Pension Plan Board and IFM Investors on June 7, 2021, and Enwave’s U.S. business was acquired by QIC and Ullico on July 16, 2021. Net proceeds to BIP are approximately $1 billion. We have earned an IRR of over 30% on our investment and a multiple of invested capital of over six times.

Brookfield Infrastructure made its first district energy investment in 2012 and subsequently developed the business into the largest district energy system in North America. As a result of the company’s asset management initiatives, the business generates stable and predictable cash flows, has a unique and highly attractive investment profile, and is a global leader in sustainability.

With the completion of this transaction, Brookfield Infrastructure’s corporate liquidity totals approximately $4 billion, which will be used towards growth initiatives.

Scotiabank and TD Securities acted as joint financial advisors to Brookfield Infrastructure and Goodmans LLP and Mayer Brown LLP acted as legal advisors.

Brookfield Infrastructure is a leading global infrastructure company that owns and operates high-quality, long-life assets in the utilities, transport, midstream and data sectors across North and South America, Asia Pacific and Europe. We are focused on assets that have contracted and regulated revenues that generate predictable and stable cash flows. Investors can access its portfolio either through Brookfield Infrastructure Partners L.P. (NYSE: BIP; TSX: BIP.UN), a Bermuda-based limited partnership, or Brookfield Infrastructure Corporation (NYSE, TSX: BIPC), a Canadian corporation. Further information is available at www.brookfield.com/infrastructure.

Brookfield Infrastructure Partners is the flagship listed infrastructure company of Brookfield Asset Management, a global alternative asset manager with over US$600 billion of assets under management. For more information, go to www.brookfield.com.

For more information, please contact:

Media:

Claire Holland
Senior Vice President, Communications
Tel: (416) 369-8236
Email: [email protected]		 Investors:

Kate White
Manager, Investor Relations
Tel: (416) 956-5183
Email: [email protected]

 



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Hyzon Motors Completes Business Combination with Decarbonization Plus Acquisition Corporation

PR Newswire

ROCHESTER, N.Y., July 16, 2021 /PRNewswire/ — Hyzon Motors Inc. (f/k/a Decarbonization Plus Acquisition Corporation), a leading global supplier of zero-emission hydrogen fuel cell-powered heavy vehicles, today announced that it has completed its previously announced business combination with Hyzon Motors USA Inc. (f/k/a Hyzon Motors Inc.).

Concurrent with the completion of the business combination, Decarbonization Plus Acquisition Corporation (“DCRB”) has changed its name to “Hyzon Motors Inc.” (the post-combination entity referred to in the remainder of this release as “Hyzon”). Commencing at the open of trading on July 19, 2021, Hyzon’s Class A common stock and Hyzon’s warrants are expected to commence trading on The Nasdaq Global Select market (“Nasdaq”) under the symbols “HYZN” and “HYZNW,” respectively.

The transaction was unanimously approved by DCRB’s Board of Directors and was approved at a special meeting (the “Special Meeting”) of DCRB’s stockholders on July 15, 2021. Approximately 95% of the votes cast on the business combination proposal at the Special Meeting were in favor of approving the business combination. DCRB’s stockholders also voted to approve all other proposals presented at the Special Meeting.

Management Commentary

“Completing our business combination with DCRB is a tremendous step forward for Hyzon, and for global zero emission hydrogen mobility,” said Craig Knight, CEO of Hyzon “It has been a total team effort getting to this point, and we will continue to bring the same dedication to our next, exciting phase of growth as a public company. The world increasingly recognizes the need for innovative solutions to climate change and for decarbonizing global economies, and the close of this transaction is recognition of Hyzon’s clear market and technological lead in making this a reality. We have the ability to do even more in converting commercial vehicle fleets worldwide to clean, efficient hydrogen fuel, and are excited to now continue that work.”

“We have been proud to be a partner to Hyzon, and are now excited to continue our relationship after the close of our business combination,” said Robert Tichio, DCRB Chairman and a Partner at Riverstone Holdings LLC. “Hyzon is already a leader in the clean mobility space, and they are now poised to drive hydrogen fuel cell proliferation in commercial transport across four continents, and lead the march to a zero emission future.”

Transaction Overview

As a result of this transaction Hyzon has received over $550 million in primary proceeds, consisting of funds from DCRB’s former trust account and $400 million of cash from a private placement in public equity (PIPE), after redemptions and transaction fees. Hyzon will use the proceeds to accelerate its growth and to fund operations. All equityholders of Hyzon USA prior to the combination that were eligible to receive securities in Hyzon Motors Inc. have rolled 100% of their securities, and own approximately 70% of the combined company on a fully diluted basis (excluding the conversion of certain convertible notes immediately prior to the combination).

Leadership

Hyzon will be led by Hyzon USA’s senior management team, including George Gu (Executive Chairman), Craig Knight (Chief Executive Officer), Mark Gordon (Chief Financial Officer), Adam Kroll (Chief Administrative Officer), Parker Meeks (Chief Strategy Officer), and John Zavoli (General Counsel & Chief Legal Officer).

Hyzon’s Board of Directors will be comprised of George Gu (Executive Chairman), Erik Anderson, Mark Gordon, Craig Knight, Elaine Wong, Ivy Brown, Viktor Meng, Dennis Edwards, and KD Park.

Advisors

Goldman Sachs & Co. LLC acted as exclusive financial advisor to Hyzon USA, and lead placement agent on the PIPE to DCRB. Morgan Stanley & Co. LLC also acted as placement agent on the PIPE. Credit Suisse and Citigroup served as financial and capital markets advisors, and Alvarium Investment Advisors acted as capital markets advisor, to DCRB. Canaccord Genuity, Colliers Securities, and Wedbush Securities served as capital markets advisors to Hyzon USA. Vinson & Elkins LLP served as legal counsel to DCRB. Sullivan & Cromwell LLP served as legal counsel to Hyzon USA. Ropes & Gray LLP served as legal counsel for the PIPE’s private placement agents.

About Hyzon Motors Inc.

Headquartered in Rochester, N.Y., with U.S. operations also in Chicago and Detroit, and international operations in the Netherlands, Singapore, Australia and China, Hyzon is a leader in hydrogen mobility. Hyzon is a hydrogen mobility company with an exclusive focus on the commercial vehicle market. Utilizing its proven and proprietary hydrogen fuel cell technology, Hyzon aims to supply zero-emission heavy duty trucks and buses to customers in North America, Europe and around the world to address diesel transportation which is one of the single largest sources of carbon emissions globally. The company is contributing to the escalating adoption of hydrogen vehicles through its demonstrated technology advantage, leading fuel cell performance and history of rapid innovation. Visit www.hyzonmotors.com. 

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, are forward-looking statements. When used in this press release, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Hyzon disclaims any duty to update any forward -looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Hyzon cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Hyzon, including risks and uncertainties described in the “Risk Factors” section of Exhibit 99.3 of Hyzon’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 9, 2021, the “Risk Factors” section of Hyzon’s definitive proxy statement on Schedule 14A filed with the SEC on June 21, 2021, and other documents filed by Hyzon from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements, such as risks related to the ability to convert non-binding memoranda of understanding into binding orders or sales (including because of the current or prospective financial resources of the counterparties to Hyzon’s non-binding memoranda of understanding and letters of intent), or the ability to identify additional potential customers and convert them to paying customers. Hyzon gives no assurance that Hyzon will achieve its expectations.

Hyzon Motors’ contacts

For investors:
Caldwell Bailey
ICR, Inc.
[email protected] 

For U.S., Europe and Asia media: 
Caroline Curran
Hill+Knowlton Strategies
+1 256-653-5811
[email protected] 

For Australasian media:
Fraser Beattie
Cannings Purple
+61 421 505 557 
[email protected] 

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SOURCE HYZON Motors