CPE News (11/2/2021) – E Automotive Inc. dba E Inc., which goes to market under the brands EBlock and EDealer, has priced its proposed initial public offering (IPO). E Inc. will issue 5,900,000 common shares at a price of $23.00 per common share for gross proceeds of $135,700,000.
The offering was upsized from an initial size of $125,000,000 as a result of excess demand. E Inc. has previously proposed to issue between 5,434,783 and 6,578,947 common shares at $19.00 and $23.0 per share for gross proceeds of $125 million.
Cat Rock Capital Management LP and Ophir Asset Management Pty Ltd. have each separately indicated an interest in purchasing up to an aggregate of $50 million of the offered shares.
Founded in 2015 by Alex Captain, Greenwich, Connecticut based Cat Rock Capital Management LP is a long-term focused investment firm that manages capital on behalf of pension funds, endowments, foundations, and other institutional investors. Sydney, Australia based Ophir manages investment capital on behalf of a range of investors including institutional superannuation funds, family offices, private wealth groups and individual investors.
The offering is being made through a syndicate of underwriters led by Canaccord Genuity Corp., CIBC World Markets Inc. and National Bank Financial Inc. as lead underwriters, and including Scotia Capital Inc., Eight Capital, ATB Capital Markets Inc. and Laurentian Bank Securities Inc.
Goodmans LLP is acting as legal counsel to E Inc. and Miller Thomson LLP is acting as legal counsel to the underwriters.
E Inc. common shares are expected to commence trading on the Toronto Stock Exchange (TSX) on November 3, 2021 under the symbol “EINC.” The offering is expected to close on or about November 10, 2021.
Following the closing, E Inc. will have 45,739,995 common shares outstanding (49,068,930 shares on a fully-diluted basis), or 46,624,995 common shares (49,953,930 on a fully diluted basis) if the over-allotment option is exercised in full. At the offering price of $23 per share, E Inc. is being valued from $1.5 billion and up to $1.15 billion.
Intercap Equity Inc. and McConkey Real Estate Holdings, LLC., two largest shareholders, will own 26,980,735 and 6,529,250 common shares respectively.
For the fiscal year ended December 31, 2020, E Inc. reported US $30.3 million in revenues, US $13.8 million in gross profit, US $6.4 million in operating loss and US $6.7 million in net loss. For the six months ended June 30, 2021, E Inc. reported US $37.2 million in revenues, US $18.4 million in gross profit, US $5.2 million in operating loss and US $6.8 million in net loss.
E Inc. has over 600 employees as of June 30, 2021.
photo credit: E Inc.
News Release
E AUTOMOTIVE INC. FILES FINAL PROSPECTUS AND ANNOUNCES PRICING OF UPSIZED INITIAL PUBLIC OFFERING
Not for distribution to U.S. news wire services or dissemination in the United States.
Toronto, Ontario, November 2, 2021 – E Automotive Inc. d/b/a E Inc. (“E Inc.” or the “Company”), which goes to market under the brands EBlock and EDealer, announced today that it has filed with the securities regulatory authorities in each of the provinces and territories in Canada, and obtained a receipt for, its final base PREP prospectus (the “Final Prospectus”), and has entered into an underwriting agreement in respect of its previously-announced initial public offering (the “Offering”). The Offering consists of a treasury offering of 5,900,000 common shares of the Company at a price of C$23.00 per common share, for gross proceeds of C$135,700,000. The Offering was upsized from an initial size of C$125,000,000 as a result of excess demand.
The Underwriters of the Offering have also been granted an over-allotment option (the “Over-Allotment Option”) to purchase up to an additional 885,000 common shares at a price of C$23.00 per share for additional gross proceeds of C$20,355,000 if the Over-Allotment Option is exercised in full. The Over-Allotment Option can be exercised for a period of 30 days from the closing date of the Offering.
The Offering is being made through a syndicate of underwriters led by Canaccord Genuity Corp., CIBC Capital Markets and National Bank Financial Inc. as lead underwriters, and Scotiabank, Eight Capital, ATB Capital Markets Inc. and Laurentian Bank Securities Inc. (collectively with the lead underwriters, the “Underwriters”).
The closing of the Offering is expected to occur on or about November 10, 2021, subject to customary closing conditions. The common shares are expected to commence trading on the Toronto Stock Exchange (“TSX”) on an “if, as and when issued” basis on November 3, 2021 in Canadian dollars under the symbol “EINC”. The TSX has conditionally approved the listing of the common shares, subject to fulfilling customary TSX requirements.
The Final Prospectus, which contains important information relating to the Company, the common shares and the Offering, has been filed with the securities commissions or similar authorities in each of the provinces and territories of Canada, and a supplemented PREP prospectus (the “Supplemented Prospectus”) containing pricing information and other important information relating to the Company, the common shares and the Offering will be available on or about November 3, 2021. A copy of the Final Prospectus is, and a copy of the Supplemented Prospectus will be, available under E Inc.’s SEDAR profile at www.sedar.com.
Goodmans LLP is acting as legal counsel to E Inc. and Miller Thomson LLP is acting as legal counsel to the Underwriters.
No securities regulatory authority has either approved or disapproved the contents of this press release. This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale or any acceptance of an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The securities have not been and will not be registered under the United States Securities Act of 1933 (the “U.S. Securities Act”), as amended, or any state securities laws, and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account or benefit of, “U.S. persons” (as defined in Regulation S under the U.S. Securities Act). Accordingly, the securities may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to exemptions from the registrations requirements of the U.S. Securities Act and applicable state securities laws.
About E Inc.
E Inc.’s mission is to optimize the online vehicle buying, selling, and management experience for automotive dealers and consumers. E Inc. has a digital platform (the “Platform”) that provides automotive dealerships with access to an online wholesale auction marketplace where they can purchase or sell vehicles to other dealers, as well as access innovative software solutions to support dealers’ digital retailing and inventory management. Access to E Inc.’s Platform is complemented by ancillary service offerings to assist dealers with supplementary auction-related needs, including driving consumer traffic to their digital properties and optimizing other business processes. E Inc.’s digital wholesale marketplace goes to market under the brand EBlock, and E Inc.’s digital retail suite of products goes to market under the brand EDealer.
Forward-Looking Statements
This press release may contain forward-looking information within the meaning of applicable securities legislation that reflects management’s current expectations regarding future events. Such information includes, but is not limited to, statements related to the expected closing date of the Offering, the exercise of the Over-Allotment Option and the date that trading on an “if, as and when issued” basis of the Company’s common shares is expected to commence on the TSX. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control. Such risks and uncertainties include, but are not limited to, failure to complete the Offering, failure to receive customary approvals and the factors discussed under “Risk Factors” in the Final Prospectus. Actual results could differ materially from those projected herein. The Company does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.
For further information, please contact:
Andy Bohlin, Chief Financial Officer
Tel: 802-734-4475