In the offering, 4,348,000 shares are being offered by White Mountains. White Mountains will receive net cash proceeds of about $79 million from the offering. Following the completion of the offering, White Mountains will own 18,508,814 MediaAlpha shares, representing a 26% fully-diluted ownership interest. Each of the foregoing figures assumes no exercise of the underwriters’ option to purchase additional shares.

The offering is expected to close on May 10, 2024, subject to customary closing conditions. In connection with the offering, the underwriters will have a 30-day over-allotment option to purchase up to an additional 652,200 shares offered by White Mountains.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, 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. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.

About White Mountains

White Mountains is a Bermuda-domiciled financial services holding company traded on the New York Stock Exchange under the symbol WTM and on the Bermuda Stock Exchange under the symbol WTM.BH.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This release may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included or referenced in this release which address activities, events or developments which White Mountains expects or anticipates will or may occur in the future are forward-looking statements. The words “could”, “will”, “believe”, “intend”, “expect”, “anticipate”, “project”, “estimate”, “predict” and similar expressions are also intended to identify forward-looking statements. These forward-looking statements include, among others, statements with respect to White Mountains’s:

• change in book value per share, adjusted book value per share or return on equity;
• business strategy;
• financial and operating targets or plans;
• incurred loss and loss adjustment expenses and the adequacy of its loss and loss adjustment expense reserves and related reinsurance;
• projections of revenues, income (or loss), earnings (or loss) per share, EBITDA, adjusted EBITDA, dividends, market share or other financial forecasts of White Mountains or its businesses;
• expansion and growth of its business and operations; and
• future capital expenditures.

These statements are based on certain assumptions and analyses made by White Mountains in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors believed to be appropriate in the circumstances. However, whether actual results and developments will conform to its expectations and predictions is subject to risks and uncertainties that could cause actual results to differ materially from expectations, including:

• the risks that are described from time to time in White Mountains’s filings with the Securities and Exchange Commission, including but not limited to White Mountains’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023;
• claims arising from catastrophic events, such as hurricanes, windstorms, earthquakes, floods, wildfires, tornadoes, tsunamis, severe weather, public health crises, terrorist attacks, war and war-like actions, explosions, infrastructure failures or cyber-attacks;
• recorded loss reserves subsequently proving to have been inadequate;
• the market value of White Mountains’s investment in MediaAlpha following the sale announced today;
• the trends and uncertainties from the COVID-19 pandemic, including judicial interpretations on the extent of insurance coverage provided by insurers for COVID-19 pandemic related claims;
• business opportunities (or lack thereof) that may be presented to it and pursued;
• actions taken by rating agencies, such as financial strength or credit ratings downgrades or placing ratings on negative watch;
• the continued availability of capital and financing;
• the continued availability of fronting and reinsurance capacity;
• deterioration of general economic, market or business conditions, including due to outbreaks of contagious disease (including the COVID-19 pandemic) and corresponding mitigation efforts;
• competitive forces, including the conduct of other insurers;
• changes in domestic or foreign laws or regulations, or their interpretation, applicable to White Mountains, its competitors or its customers; and
• other factors, most of which are beyond White Mountains’s control.

Consequently, all of the forward-looking statements made in this release are qualified by these cautionary statements, and there can be no assurance that the actual results or developments anticipated by White Mountains will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, White Mountains or its business or operations. White Mountains assumes no obligation to publicly update any such forward-looking statements, whether as a result of new information, future events or otherwise.

CONTACT: Rob Seelig
(603) 640-2212

SOURCE White Mountains Insurance Group, Ltd.

BofA Securities, Citigroup Global Markets Inc. and J.P. Morgan Securities LLC will act as joint book-running managers for the public offering.

The Company intends to contribute the net proceeds from this offering to its operating partnership, which will subsequently use the net proceeds received from the Company to temporarily repay borrowings outstanding under its operating partnership’s global revolving credit facilities, acquire additional properties or businesses, fund development opportunities, and to provide for working capital and other general corporate purposes, including potentially for the repayment of other debt or the repurchase, redemption or retirement of outstanding debt securities, or a combination of the foregoing.

The offering is being made pursuant to an effective shelf registration statement (containing a prospectus) filed with the Securities and Exchange Commission (the “SEC”). A preliminary prospectus supplement relating to the offering will be filed with the SEC and will be available on the SEC’s website at http://www.sec.gov. A copy of the prospectus supplement and accompanying prospectus relating to the offering may be obtained by contacting BofA Securities, NC1-022-02-25, 201 North Tryon Street, Charlotte, NC  28255-0001, Attn: Prospectus Department, by email at [email protected]; Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 (Tel: 800-831-9146); and J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by email at [email protected] and [email protected].

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or other jurisdiction.

About Digital Realty
Digital Realty brings companies and data together by delivering the full spectrum of data center, colocation and interconnection solutions.  PlatformDIGITAL®, the company’s global data center platform, provides customers with a secure data meeting place and a proven Pervasive Datacenter Architecture (PDx®) solution methodology for powering innovation and efficiently managing Data Gravity challenges.  Digital Realty gives its customers access to the connected communities that matter to them with a global data center footprint of 300+ facilities in 50+ metropolitan areas across 25+ countries on six continents.  

For Additional Information

Investor Relations
Jordan Sadler / Jim Huseby
Digital Realty
+1 737 281 0101
[email protected]

Safe Harbor Statement
This press release contains forward-looking statements that are based on current expectations, forecasts and assumptions that involve risks and uncertainties that could cause actual outcomes and results to differ materially, including statements related to the timing of the offering and expected use of proceeds.  For a list and description of such risks and uncertainties, see the reports and other filings by Digital Realty Trust, Inc. and Digital Realty Trust, L.P. with the U.S. Securities and Exchange Commission, including Digital Realty Trust, Inc. and Digital Realty Trust, L.P.’s combined Annual Report on Form 10-K for the year ended December 31, 2023 and other documents subsequently filed by the Company with the SEC.  The company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

SOURCE Digital Realty Trust

Interest on the Notes will be paid annually on July 23 of each year, beginning on July 23, 2024. The offering of the Notes is expected to settle on May 16, 2024, subject to customary closing conditions. The Company intends to use the net proceeds from the offering for general corporate purposes and to repay indebtedness, including amounts outstanding under its $2.0 billion unsecured revolving credit facility and its 2.25% Senior Notes due July 2024.

Merrill Lynch International, Barclays Bank PLC, RBC Europe Limited, and Wells Fargo Securities International Limited acted as joint book-running managers for the Notes offering.

A registration statement relating to the Notes has been filed with the Securities and Exchange Commission (the “SEC”) and has become effective under the Securities Act of 1933, as amended (the “Securities Act”). The offering is being made by means of a prospectus supplement and prospectus. Before making an investment in the Notes, potential investors should read the prospectus supplement and the accompanying prospectus for more complete information about the Company and the offering. Potential investors may obtain these documents for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, potential investors may obtain copies, when available, by contacting: Merrill Lynch International, toll-free at 1-800-294-1322, Barclays Bank PLC, toll-free at +1-866-603-5847, RBC Europe Limited at +44(0)2070297031, and Wells Fargo Securities International Limited, at +44-20-3942-8537.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offer or sale of the Notes will be made only by means of a prospectus supplement relating to the offering and the accompanying prospectus.

This press release is only being communicated (i) to persons who are outside the United Kingdom, (ii) in the United Kingdom, to persons who are qualified investors, being persons falling within the meaning of Article 2(e) of Prospectus Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018, and who are also persons falling within Article 19(5) (“Investment professional”) or Article 49(2) (a) to (d) (“high net worth companies, unincorporated associations etc.”) of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) or (iii) to persons to whom this press release may otherwise be lawfully communicated (all such persons together being referred to as “relevant persons”). This press release is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this press release relates is available only to relevant persons and will be engaged in only with relevant persons.

W. P. Carey Inc.

W. P. Carey Inc. is an internally-managed diversified REIT and a leading owner of commercial real estate, net leased to companies located primarily in the United States and Northern and Western Europe on a long-term basis. The vast majority of the Company’s revenues originate from lease revenue provided by its real estate portfolio, which is comprised primarily of single-tenant industrial, warehouse and retail facilities that are critical to its tenants’ operations and represent the large majority of the Company’s recent investments.

Forward-Looking Statements

Certain of the matters discussed in this communication constitute forward-looking statements within the meaning of the Securities Act and the Securities Exchange Act of 1934 (as amended), both as amended by the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, among other things, statements regarding: expectations of the Company surrounding the impact of the broader macroeconomic environment and the ability of the Company’s tenants to pay rent; the Company’s financial condition, liquidity, creditworthiness, results of operations, funds from operations, adjusted funds from operations and prospects; the Company’s future capital expenditure and leverage levels, debt service obligations, and plans to fund the Company’s liquidity needs; prospective statements regarding the Company’s access to the capital markets, including its “at-the-market” program; statements that the Company makes regarding its ability to remain qualified for taxation as a real estate investment trust; the Company’s potential reorganization into an umbrella partnership real estate investment trust and its impact; and the impact of recently issued accounting pronouncements and other regulatory activity. Forward looking statements are generally identified by the use of words such as “may,” “will,” “should,” “would,” “will be,” “will continue,” “will likely result,” “believe,” “project,” “expect,” “anticipate,” “intend,” “estimate” “opportunities,” “possibility,” “strategy,”, “plan,” “maintain” or the negative version of these words and other comparable terms. These forward-looking statements include, but are not limited to, statements that are not historical facts.

These statements are based on the current expectations of the Company’s management, and it is important to note that the Company’s actual results could be materially different from those projected in such forward-looking statements. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Other unknown or unpredictable risks or uncertainties, like the risks related to fluctuating interest rates, the impact of inflation on the Company and its tenants, the effects of pandemics and global outbreaks of contagious diseases and domestic or geopolitical crises, such as terrorism, military conflict, war or the perception that hostilities may be imminent, political instability or civil unrest, or other conflict, could also have material adverse effects on the Company’s business, financial condition, liquidity, results of operations, and prospects. You should exercise caution in relying on forward-looking statements as they involve known and unknown risks, uncertainties, and other factors that may materially affect the Company’s future results, performance, achievements, or transactions. Information on factors that could impact actual results and cause them to differ from what is anticipated in the forward-looking statements contained herein is included in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024, as filed with the SEC on May 1, 2024, as well as in the Company’s other filings with the SEC, including but not limited to those described in Part I, Item 1A. Risk Factors in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as filed with the SEC on February 9, 2024. Moreover, because the Company operates in a very competitive and rapidly changing environment, new risks are likely to emerge from time to time. Given these risks and uncertainties, potential investors are cautioned not to place undue reliance on these forward-looking statements as a prediction of future results, which speak only as of the date of this communication, unless noted otherwise. Except as required by federal securities laws and the rules and regulations of the SEC, the Company does not undertake to revise or update any forward-looking statements.

Institutional Investors:
Peter Sands
W. P. Carey Inc.
212-492-1110
[email protected]

Press Contact:
Anna McGrath
W. P. Carey Inc.
212-492-1166 
[email protected]

SOURCE W. P. Carey Inc.

About NVR

NVR, Inc. operates in two business segments: homebuilding and mortgage banking. The homebuilding segment sells and builds homes under the Ryan Homes, NVHomes and Heartland Homes trade names, and operates in thirty-six metropolitan areas in sixteen states and Washington, D.C. For more information about NVR, Inc. and its brands, see www.nvrinc.com, www.ryanhomes.com, www.nvhomes.com and www.heartlandluxuryhomes.com.

SOURCE NVR, INC.

Mr. Matheis serves as President and CEO of Sentara Health, one of the largest not-for-profit integrated health systems in the U.S., which encompasses hospitals, a physician group, and an affiliated health plan

NEW YORK, May 7, 2024 — Lucid Diagnostics Inc. (Nasdaq: LUCD) (“Lucid” or the “Company”) a commercial-stage, cancer prevention medical diagnostics company, and majority-owned subsidiary of PAVmed Inc. (Nasdaq: PAVM), today announced the Company has closed a Series B-1 Preferred Stock offering led by one of the Company’s long-time institutional investors, with gross proceeds of $11.6 million, bringing the total Series B / B-1 gross proceeds to $29.8 million. The offering provides the Company with significant working capital to execute its business plan as it approaches critical reimbursement milestones. The Company also announced that its Board of Directors has appointed healthcare industry veteran Dennis Matheis to serve as a Director, effective May 6, 2024.

“We are gratified by the vote of confidence from these long-term investors in Lucid’s future,” said Lishan Aklog, M.D., Lucid’s Chairman and Chief Executive Officer. “With this preferred stock offering completed, we have strengthened our balance sheet and meaningfully extended our runway to support our operations as we prepare for upcoming, transformational reimbursement milestones. As the Company will be accelerating its engagement with both public and private payors as it works towards these milestones, the Board felt it would be valuable to add deep, specialized expertise in healthcare delivery and health insurance to the Board. We are extremely fortunate that Dennis Matheis, a leading industry figure, has agreed to join the Lucid team.”

Series B / B-1 Preferred Stock Offering
On May 6, 2024, Lucid issued to certain accredited investors shares of Series B-1 Preferred Stock for aggregate gross proceeds of $11.6 million. The Series B-1 Preferred Stock is convertible into common stock after the six-month anniversary of its issuance. The holders of Series B-1 Preferred Stock will be entitled to dividends, payable in common stock, on the first and second anniversary of closing, provided they have not converted, and therefore remain holders of, Series B-1 Preferred Stock as of such date. Previously, in March 2024, the Company closed on $18.6 million in gross proceeds from a Series B Preferred Stock offering on comparable terms. With this Series B-1 closing, Lucid has now completed its approximately $30 million, Board-approved Series B Preferred Stock offering. 

For more details concerning the Series B Preferred Stock offering, please see the Company’s Current Reports on Form 8-K filed on March 14, 2024 and May 7, 2024.

Appointment of Dennis Matheis to Board of Directors
Dennis Matheis brings over three decades of experience in healthcare industry leadership, including in healthcare delivery and health insurance across large national and regional health plans. Mr. Matheis currently serves as the President and Chief Executive Officer of Virginia-based Sentara Health, one of the twenty largest not-for-profit integrated health systems in the country with nearly $13 billion in annual revenue and over 32,000 employees. Sentara encompasses twelve acute care hospitals in the Mid-Atlantic region with over 120,000 admissions per year, a medical group with over 1,500 clinicians and more than 2.8 million patient visits per year, and an affiliated health plan, Sentara Health Plans (SHP), with over one million covered lives. Before becoming CEO, he was the Executive Vice President of Sentara and the President of SHP. Prior to joining Sentara, Mr. Matheis spent 13 years in leadership roles at Anthem, Inc., one of the largest health insurance plans in the United States. He served as President of Anthem’s Central Region and Exchanges encompassing six states and representing $12 billion in annual revenue. Mr. Matheis previously served in senior leadership roles at Anthem Blue Cross and Blue Shield of Missouri, CIGNA Healthcare and Humana Health Plan, as well as Advocate Health Care in Chicago.

Mr. Matheis earned his Bachelor of Science degree in Accounting from the University of Kentucky and practiced as a Certified Public Accountant before entering the healthcare industry. He serves as Co-Chair of the Hampton Roads Executive Roundtable. He also serves on the Board of Directors of the Virginia Chamber of Commerce – Team Virginia, DarioHealth, and on the Board of Directors and Executive Committee of America’s Health Insurance Plans (AHIP).

About Lucid Diagnostics
Lucid Diagnostics Inc. is a commercial-stage, cancer prevention medical diagnostics company, and subsidiary of PAVmed Inc. (Nasdaq: PAVM). Lucid is focused on the millions of patients with gastroesophageal reflux disease (GERD), also known as chronic heartburn, who are at risk of developing esophageal precancer and cancer. Lucid’s EsoGuard^® Esophageal DNA Test, performed on samples collected in a brief, noninvasive office procedure with its EsoCheck^® Esophageal Cell Collection Device – the first and only commercially available tools designed with the goal of preventing cancer and cancer deaths through widespread, early detection of esophageal precancer in at-risk patients.

For more information, please visit www.luciddx.com and for more information about its parent company PAVmed, please visit www.pavmed.com.

Forward-Looking Statements

This press release includes forward-looking statements that involve risk and uncertainties. Forward-looking statements are any statements that are not historical facts. Such forward-looking statements, which are based upon the current beliefs and expectations of Lucid’s management, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. Risks and uncertainties that may cause such differences include, among other things, volatility in the price of Lucid’s common stock; general economic and market conditions; the uncertainties inherent in research and development, including the cost and time required to advance Lucid’s products to regulatory submission; whether regulatory authorities will be satisfied with the design of and results from Lucid’s clinical and preclinical studies; whether and when Lucid’s products are cleared by regulatory authorities; market acceptance of Lucid’s products once cleared and commercialized; Lucid’s ability to raise additional funding as needed; and other competitive developments. In addition, Lucid continues to monitor the COVID-19 pandemic and the pandemic’s impact on Lucid’s businesses. These factors are difficult or impossible to predict accurately and many of them are beyond Lucid’s control. In addition, new risks and uncertainties may arise from time to time and are difficult to predict. For a further list and description of these and other important risks and uncertainties that may affect Lucid’s future operations, see Part I, Item 1A, “Risk Factors,” in Lucid’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission, as the same may be updated in Part II, Item 1A, “Risk Factors” in any Quarterly Report on Form 10-Q filed by Lucid Diagnostics after its most recent Annual Report.  Lucid disclaims any intention or obligation to publicly update or revise any forward-looking statement to reflect any change in its expectations or in events, conditions, or circumstances on which those expectations may be based, or that may affect the likelihood that actual results will differ from those contained in the forward-looking statements.

SOURCE Lucid Diagnostics

Interest on the Convertible Notes will be paid semiannually at a rate of 4.50% per annum. The Convertible Notes will have an initial conversion rate of 10.8166 shares of Southern Company’s common stock per $1,000 principal amount of the Convertible Notes (which is equal to an initial conversion price of approximately $92.45 per share of common stock), representing an initial conversion premium of approximately 22.50% above the last reported sale price of Southern Company’s common stock on May 6, 2024. The conversion rate is subject to adjustment in certain circumstances. The Convertible Notes will mature on June 15, 2027, unless repurchased or converted in accordance with their terms prior to such date.

Prior to March 15, 2027, the Convertible Notes will be convertible only upon the occurrence of certain events and during certain periods. Thereafter, the Convertible Notes will be convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, Southern Company will pay cash up to the aggregate principal amount of the Convertible Notes to be converted and pay or deliver, as the case may be, cash, shares of Southern Company’s common stock, or a combination of cash and shares of common stock, at Southern Company’s election, in respect of the remainder, if any, of Southern Company’s conversion obligation in excess of the aggregate principal amount of the Convertible Notes being converted. 

Southern Company intends to use the net proceeds from this offering to repay all or a portion of its outstanding commercial paper borrowings. Southern Company intends to use any remaining proceeds for general corporate purposes, which may include investment in its subsidiaries.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful. The offer and sale of the Convertible Notes and the shares of common stock issuable upon conversion of the Convertible Notes, if any, have not been, and will not be, registered under the Securities Act or the securities laws of any other jurisdiction, and the Convertible Notes and such shares of common stock may not be offered or sold without registration or an applicable exemption from registration requirements.

About Southern Company

Southern Company (NYSE: SO) is a leading energy provider serving 9 million customers across the Southeast and beyond through its family of companies. The company has electric operating companies in three states, natural gas distribution companies in four states, a competitive generation company, a leading distributed energy distribution company with national capabilities, a fiber optics network and telecommunications services.

Cautionary Notice Regarding Forward-Looking Statements

Certain information contained in this release is forward-looking information based on current expectations and plans that involve risks and uncertainties. Forward-looking information includes, among other things, statements concerning the closing of the offering of the Convertible Notes and the expected use of proceeds from the offering. Southern Company cautions that there are certain factors that can cause actual results to differ materially from the forward-looking information that has been provided. The reader is cautioned not to put undue reliance on this forward-looking information, which is not a guarantee of future performance and is subject to a number of uncertainties and other factors, many of which are outside the control of Southern Company; accordingly, there can be no assurance that such suggested results will be realized. The following factors, in addition to those discussed in Southern Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and subsequent securities filings, could cause actual results to differ materially from management expectations as suggested by such forward-looking information: global and U.S. economic conditions, including impacts from geopolitical conflicts, recession, inflation, interest rate fluctuations, and financial market conditions, and the results of financing efforts; access to capital markets and other financing sources; changes in Southern Company’s credit ratings; and catastrophic events such as fires, earthquakes, explosions, floods, tornadoes, hurricanes and other storms, droughts, pandemic health events, political unrest, wars, or other similar occurrences. Southern Company expressly disclaims any obligation to update any forward‐looking information.

SOURCE Southern Company

In addition, the Board appointed representatives of its liquidating agent, BPM, as officers of the Company as follows: Edward Webb, President and Treasurer; Stephen Daughters, Secretary.

About Truett-Hurst, Inc.

Truett-Hurst, Inc. (OTC: THST) is a holding company and its sole asset is the controlling equity interest in H.D.D. LLC., previously an innovative super-premium, ultra-premium and luxury wine sales, marketing and production company based in the acclaimed Dry Creek Valley of Sonoma County, California. Truett-Hurst, Inc. is headquartered in Healdsburg, California.

Edward Webb
BPM LLP
Email: [email protected]

SOURCE Truett-Hurst, Inc.

The Offering consists of 1,500,000 common shares and warrants to purchase 1,500,000 common shares. Each common share is to be sold together with one warrant at a combined public offering price of US$1.55, for gross proceeds of approximately US$2.3 million before deducting underwriting discounts and offering expenses. The warrants will have an exercise price of approximately US$1.82 per share, are exercisable immediately and will expire three years following the date of issuance.  In addition, the Company granted the underwriter a 45-day option to purchase up to an additional 5 percent of the number of common shares and/or warrants offered in the Offering. 

Maxim Group LLC is acting as sole book-running manager for the Offering.

GreenPower currently intends to use the net proceeds from the Offering for the production of all-electric vehicles, including BEAST school buses and EV Star commercial vehicles, as well as for product development, with the remainder, if any, for general corporate purposes. The Offering is expected to close on or about May 9, 2024, subject to the satisfaction of customary closing conditions.

The offering is subject to customary closing conditions including the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange and notification to The Nasdaq Stock Market.

The Offering is being made pursuant to an effective shelf registration statement on Form F-3, as amended, (File No. 333-276209) previously filed with and subsequently declared effective by the U.S. Securities and Exchange Commission (“SEC”) on February 2, 2024. GreenPower will offer and sell securities in both United States and foreign jurisdictions. No securities will be offered or sold to Canadian purchasers.

A preliminary prospectus supplement and accompanying prospectus relating to the Offering and describing the terms thereof has been filed with the SEC and forms a part of the effective registration statement and is available on the SEC’s website at www.sec.gov. Copies of the prospectus supplement and accompanying prospectus may be obtained by contacting Maxim Group LLC, at 300 Park Avenue, 16th Floor, New York, NY 10022, Attention: Syndicate Department, or by telephone at (212) 895-3745 or by email at [email protected]. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

For further information contact

Fraser Atkinson, CEO
[email protected]

Brendan Riley, President
[email protected]

Michael Sieffert, CFO
[email protected]

Allie Potter
Skyya PR for GreenPower
(218) 766-8856
[email protected]

About GreenPower Motor Company, Inc.

GreenPower designs, builds and distributes a full suite of high-floor and low-floor all-electric medium and heavy-duty vehicles, including transit buses, school buses, shuttles, cargo vans and a cab and chassis. GreenPower employs a clean-sheet design to manufacture all-electric vehicles that are purpose-built to be battery powered with zero emissions while integrating global suppliers for key components. This OEM platform allows GreenPower to meet the specifications of various operators while providing standard parts for ease of maintenance and accessibility for warranty requirements. GreenPower was founded in Vancouver, Canada with primary operational facilities in southern California.

Forward Looking Statements  

This press release contains forward-looking statements with the meaning of applicable securities laws. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. These statements generally can be identified by the use of forward-looking words such as “upon”, “may”, “should”, “will”, “could”, “intend”, “estimate”, “plan”, “anticipate”, “expect”, “believe” or “continue”, or the negative thereof or similar variations. Such forward-looking statements include, among other things, GreenPower’s anticipated use of the net proceeds of the Offering, the expected closing date of the Offering and the statements relating to the satisfaction of the closing conditions. The material assumptions supporting these forward-looking statements include, among others, Greenpower’s ability to complete the Offering in the manner described, or at all, the receipt of all required regulatory approvals with respect to the Offering, and the Company’s continued production of BEAST school buses and EV Star commercial vehicles. Actual results could differ materially due to a number of factors, including, without limitation, delays or changes of plan with respect to the Offering described herein, termination of the Offering in accordance with its terms, the dilutive effects of the Offering, market conditions, and changes to the intended use of proceeds from the Offering. Although GreenPower believes that the expectations reflected in the forward-looking information or statements are reasonable, prospective investors in GreenPower’s securities should not place undue reliance on forward-looking information and statements because GreenPower can provide no assurance that such expectations will prove to be correct. Forward-looking information and statements contained in this press release are as of the date of this press release and GreenPower assumes no obligation to update or revise this forward-looking information and statements except as required by law. Consequently, readers should not place any undue reliance on such forward-looking statements.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.  ©2024 GreenPower Motor Company Inc. All rights reserved.

SOURCE GreenPower Motor Company

ITC intends to use the net proceeds from this offering to partially redeem $400 million aggregate principal amount of its 3.65% Senior Notes due June 15, 2024 and for general corporate purposes.

The notes are being offered in the United States only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to certain non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act. The notes have not, and will not be registered under the Securities Act, or the securities laws of any other jurisdiction, and the notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable securities laws of any other jurisdiction. This press release does not and will not constitute an offer to sell any of the notes or the solicitation of an offer to buy any of the notes described herein or any other securities, nor shall there be any sale of the notes in any jurisdiction in which such offer, solicitation or sale would be unlawful. 

About ITC Holdings Corp.
ITC Holdings Corp. is the largest independent electricity transmission company in the United States. ITC provides transmission grid solutions to improve reliability, expand access to markets, allow new generating resources to interconnect to its systems and lower the overall cost of delivered energy. Through its regulated operating subsidiaries ITCTransmission, Michigan Electric Transmission Company, ITC Midwest and ITC Great Plains, ITC owns and operates high-voltage transmission infrastructure in Michigan, Iowa, Minnesota, Illinois, Missouri, Kansas, Oklahoma and Wisconsin. These systems serve a combined peak load exceeding 26,000 megawatts along 16,000 circuit miles of transmission line, supported by 700 employees and 1,000 contractors. ITC is based in Novi, Michigan. For further information visit www.itc-holdings.com. ITC is a subsidiary of Fortis Inc., a leader in the North American regulated electric and gas utility industry. None of the information on ITC’s or Fortis Inc.’s websites is incorporated into, or forms a part of, this press release.

Safe Harbor Statement
This press release contains certain statements that describe our management’s beliefs concerning future business conditions, plans and prospects, growth opportunities and the outlook for our business and the electric transmission industry based upon information currently available. Such statements are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995. Wherever possible, we have identified these forward-looking statements by the words “will,” “may,” “anticipates,” “believes,” “intends,” “estimates,” “expects,” “forecasted,” “projects,” “likely,” “could,” “might,” “target,” “would,” and the negative of these terms, and similar phrases. These forward-looking statements are based upon assumptions our management believes are reasonable. Such forward-looking statements are based on estimates and assumptions and subject to significant risks and uncertainties which could cause our actual results, performance and achievements to differ materially from those expressed in, or implied by, these statements, including, among others, the risks and uncertainties disclosed in our annual reports on Form 10-K, quarterly reports on Form 10-Q and other filings made with the SEC from time to time. There can be no assurance that the offering will be completed. ITC assumes no obligation to update any forward-looking statements.

SOURCE ITC Holdings Corp.

The Company’s units began trading on May 2, 2024 on the Nasdaq Global Market (“Nasdaq”) under the ticker symbol “CCIXU.” Each unit consists of one Class A ordinary share of the Company and one-quarter of one redeemable warrant, with each whole warrant entitling the holder thereof to purchase one Class A ordinary share of the Company at an exercise price of $11.50 per share. Once the securities constituting the units begin separate trading, the Class A ordinary shares and warrants are expected to be listed on Nasdaq under the symbols “CCIX” and “CCIXW,” respectively.

Of the proceeds received from the consummation of the initial public offering and a simultaneous private placement of units (as well as the exercise of the over-allotment option), $287,500,000 (or $10.00 per unit sold in the public offering) was placed in trust.

The Company was founded by Michael Klein, who is also the founder and managing partner of M. Klein and Company, LLC. The Company was formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. It may pursue an initial business combination target in any business or industry.

Citigroup Global Markets Inc. (“Citigroup”) acted as sole bookrunner and representative of the underwriters. The offering was made by means of a prospectus. Copies of the prospectus relating to the offering may be obtained from Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by telephone at (800) 831-9146.

A registration statement relating to the securities was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on May 1, 2024. 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.

FORWARD-LOOKING STATEMENTS

This press release contains statements that constitute “forward-looking statements,” including with respect to the proposed initial public offering and the anticipated use of the net proceeds thereof. No assurance can be given that the net proceeds of the offering will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and preliminary prospectus for the Company’s offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

Company Contact: 
Churchill Capital Corp IX
[email protected]
Steve Lipin / Michael Landau
Gladstone Place Partners
212-230-5930

SOURCE Churchill Capital Corp IX