Rodgers Silicon Valley Acquisition Corp. and Enovix Corporation Announce Effectiveness of Registration Statement and July 12, 2021 Special Meeting of Stockholders to Approve Business Combination
WOODSIDE, Calif. and FREMONT, Calif., June 24, 2021 /PRNewswire/ -- Rodgers Silicon Valley Acquisition Corp. (Nasdaq: RSVA, RSVAU, RSVAW) ("Rodgers" or "RSVAC") and Enovix Corporation ("Enovix") announced today that the U.S. Securities and Exchange Commission (the "SEC") has declared effective RSVAC's Registration Statement on Form S-4 (as amended, the "Registration Statement"), filed in connection with the previously announced proposed business combination with Enovix.
A special meeting of stockholders of RSVAC (the "Special Meeting") to approve, among other things, the proposed business combination between RSVAC and Enovix is scheduled to be held on Monday, July 12, 2021, at 10:00 a.m., Eastern time. The Special Meeting will be completely virtual and conducted via live webcast. Holders of shares of RSVAC's common stock at the close of business on June 11, 2021 (the "Record Date") are entitled to vote at the virtual Special Meeting. Approval of the proposed business combination will result in Enovix, the leader in advanced silicon-anode lithium-ion battery development and production, becoming listed on the Nasdaq Stock Market under the new ticker symbol "ENVX."
RSVAC also announced today that it has filed with the SEC a definitive proxy statement/prospectus (the "Proxy Statement") relating to the Special Meeting and expects to begin mailing it to stockholders who owned shares of RSVAC as of the Record Date on or about June 25, 2021. The Proxy Statement is available on the SEC Filings section of RSVAC's website www.rodgerscap.com, as well as www.sec.gov. RSVAC stockholders are encouraged to read the Proxy Statement as it contains important information about the proposed business combination, including, among other things, the reasons for the unanimous recommendation by the disinterested members of RSVAC's board of directors that stockholders vote "FOR" the business combination and the other stockholder proposals set forth in the Proxy Statement as well as the background of the process that led to the proposed business combination with Enovix. The proposed business combination is expected to close on or about July 13, 2021, subject to receipt of RSVAC stockholder approval and satisfaction of other customary closing conditions.
Following completion of the proposed business combination, Enovix will retain its experienced management team. Harrold J. Rust will continue to serve as CEO, Ashok Lahiri will continue to serve as CTO, Cameron Dales will continue to serve as chief commercial officer (CCO) and Steffen Pietzke will continue to serve as CFO. Thurman J. "TJ" Rodgers, Emmanuel T. Hernandez and John D. McCranie will join Harrold J. Rust, Betsy Atkins, Michael J. Petrick and Gregory Reichow on Enovix's board of directors.
Stockholders who own shares of RSVAC as of the Record Date should submit their vote promptly and no later than 11:59 p.m. Eastern Time on July 11, 2021. RSVAC stockholders who need assistance in completing the proxy card, need additional copies, or have questions regarding the Special Meeting may contact RSVAC's proxy solicitor, MacKenzie Partners, Inc., by telephone at +1 800-322-2885 or by email at [email protected].
The Special Meeting will be conducted via live webcast at the following address https://www.cstproxy.com/rodgerscap/sm2021. Stockholders will be able to attend the meeting by using the 12-digit meeting control number that is printed on their proxy card.
About Rodgers Silicon Valley Acquisition Corp.
Rodgers Silicon Valley Acquisition Corp. is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. RSVAC's mission is to provide fundamental public technology investors with early access to an excellent Silicon Valley technology company with a focus on green energy, electrification, storage, Smart Industry (IoT), Artificial Intelligence and the new automated-manufacturing wave. For more information, go to www.rodgerscap.com.
About Enovix
Enovix is the leader in advanced silicon-anode lithium-ion battery development and production. The company's proprietary 3D cell architecture increases energy density and maintains high cycle life. Enovix is building an advanced silicon-anode lithium-ion battery production facility in the U.S. for volume production. The company's initial goal is to provide designers of category-leading mobile devices with a high-energy battery so they can create more innovative and effective portable products. Enovix is also developing its 3D cell technology and production process for the electric vehicle and energy storage markets to help enable widespread utilization of renewable energy. For more information, go to www.enovix.com.
Participants in Solicitation
Rodgers, Enovix and their respective directors, officers and employees and other persons may be deemed participants in the solicitation of proxies of Rodgers' stockholders in connection with the proposed business combination. Security holders may obtain more detailed information regarding the names, affiliations, and interests of certain of Rodgers' executive officers and directors in the solicitation by reading the Registration Statement and other relevant materials filed with the SEC in connection with the proposed business combination. Information about Rodgers' directors and executive officers and their ownership of Rodgers' common stock is set forth in Rodgers' prospectus, dated December 1, 2020, as modified or supplemented by any Form 3 or Form 4 filed with the SEC since the date of such filing. These documents can be obtained free of charge from the sources indicated above. Information concerning the interests of Rodgers' participants in the solicitation, which may, in some cases, be different than those of their stockholders generally, are set forth in the Registration Statement.
Forward-Looking Statements
Certain statements made in this press release are "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as "target," "believe," "expect," "will," "shall," "may," "anticipate," "estimate," "would," "positioned," "future," "forecast," "intend," "plan," "project," "outlook" and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Examples of forward-looking statements include, among others, statements made in this press release regarding the proposed transactions contemplated by the definitive merger agreement (the "Merger Agreement"), the expected management and governance of the combined company, and the expected timing of the proposed business combination. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on Rodger's and Enovix's managements' current beliefs, expectations and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Actual results and outcomes may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause actual results and outcomes to differ materially from those indicated in the forward-looking statements include, among others, the following: (1) the occurrence of any event, change, or other circumstances that could give rise to the termination of the Merger Agreement; (2) the outcome of any legal proceedings that may be instituted against Rodgers and Enovix following the announcement of the Merger Agreement and the transactions contemplated therein; (3) the inability to complete the proposed business combination, including due to failure to obtain approval of the stockholders of Rodgers and Enovix, certain regulatory approvals, or satisfy other conditions to closing in the Merger Agreement; (4) the occurrence of any event, change, or other circumstance that could give rise to the termination of the Merger Agreement or could otherwise cause the transaction to fail to close; (5) the failure to meet the minimum cash requirements of the Merger Agreement due to Rodgers stockholder redemptions and the failure to obtain replacement financing; (6) the inability to complete the concurrent PIPE; (7) the failure to meet projected development and production targets; (8) the impact of COVID-19 pandemic on Enovix's business and/or the ability of the parties to complete the proposed business combination; (9) the inability to obtain or maintain the listing of Rodger's shares of common stock on Nasdaq following the proposed business combination; (10) the risk that the proposed business combination disrupts current plans and operations as a result of the announcement and consummation of the proposed business combination; (11) the ability to recognize the anticipated benefits of the proposed business combination, which may be affected by, among other things, competition, the ability of Enovix to grow and manage growth profitably, and retain its key employees; (12) costs related to the proposed business combination; (13) changes in applicable laws or regulations; (14) the possibility that Rodgers or Enovix may be adversely affected by other economic, business, and/or competitive factors; (15) risks relating to the uncertainty of the projected financial information with respect to Enovix; (16) risks related to the organic and inorganic growth of Enovix's business and the timing of expected business milestones; (17) the amount of redemption requests made by Rodgers' stockholders; and (18) other risks and uncertainties indicated from time to time in the final prospectus of Rodgers for its initial public offering dated December 1, 2020 filed with the SEC and the Registration Statement, including those under "Risk Factors" therein, and in Rodgers' other filings with the SEC. Rodgers cautions that the foregoing list of factors is not exclusive. Rodgers and Enovix caution readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Rodgers and Enovix do not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in their expectations or any change in events, conditions, or circumstances on which any such statement is based, whether as a result of new information, future events, or otherwise, except as may be required by applicable law. Neither Enovix nor Rodgers gives any assurance that either Enovix or Rodgers, or the combined company, will achieve its expectations.
SOURCE Enovix
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