LOUISVILLE, Colo.
and MENLO PARK, Calif., June 15,
2021 /PRNewswire/ -- Solid Power, Inc. ("Solid Power"), an
industry-leading producer of all-solid-state batteries for electric
vehicles, and Decarbonization Plus Acquisition Corporation III
("DCRC") (NASDAQ: DCRC) today announced a definitive agreement for
a business combination that would result in Solid Power becoming a
publicly listed company. Upon closing of the transaction, the
combined company will be named "Solid Power, Inc." and its common
stock and warrants are expected to trade on NASDAQ under the new
ticker symbol "SLDP" and "SLDP WS," respectively. Upon closing,
Solid Power is expected to have a nine-person board composed of a
majority of independent directors and will continue to be led by
Solid Power's existing management team, which brings deep
technological and manufacturing experience.
With eight years of technology development and three years of
manufacturing development, Solid Power has been working to deliver
on one objective – produce better performing all-solid-state
batteries using low-cost, industry standard processes. Solid Power
manufactures its batteries on the company's pilot production line,
which essentially mirrors lithium-ion manufacturing processes,
while eliminating certain expensive and timely steps. Solid Power's
all-solid-state batteries could provide a near 500-mile vehicle
range on a single charge, which is 50 to 75 percent greater than
any commercially available lithium-ion battery today. The safety
profile of Solid Power's batteries is also improved over
traditional lithium-ion as a result of its truly all-solid cell
architecture. Solid Power's partners Ford and BMW expect to
integrate the company's batteries in future electric vehicles.
Doug Campbell, Co-Founder and
Chief Executive Officer of Solid Power, said, "Today marks an
important milestone of commercializing Solid Power's next
generation of all-solid-state batteries that can alleviate the two
largest passenger EV pain points: range anxiety and cost. In
addition to our existing partners, Ford and BMW, we are now excited
to partner with the DCRC team that shares our vision of powering a
cleaner, safer and cost-effective electric future."
Robert Tichio, Chairman of the
Board of DCRC and Partner at Riverstone Holdings LLC, added,
"Solid-state batteries have long been the elusive technology
breakthrough in the battery category for the better part of a
decade. Countless labs, scientists, ventures and corporates
have claimed progress towards scalable solid-state batteries, with
an emphasis on claims. No other known company has made the
type of commercialization achievements in all-solid-state batteries
that Solid Power has, and Solid Power's technology is built around
a manufacturing process that would be indistinguishable to
lithium-ion batteries, putting this Company in a league of its
own. We are extremely grateful to both the Company's existing
investors – which includes a leading roster of automotive,
industrial and financial investors such as Ford, BMW, Hyundai,
Samsung and Volta Energy Technologies – and this management team
for their partnership and look forward to bringing Solid Power to
the public markets."
"With nearly a $220 billion total
addressable market, Solid Power is well-positioned for significant
growth for years to come. Through the vision and leadership of
Doug Campbell, they have built an
incredible team, developed an all-solid-state battery technology
platform that is expected to outperform lithium-ion and future
next-generation battery technologies, and attracted a collection of
world-class investors and partners," Mr. Tichio concluded.
Solid Power recently announced an approximately $135 million Series B investment round led by the
BMW Group, Ford Motor Company and Volta Energy Technologies. Ford
and the BMW Group also expanded existing joint development
agreements with Solid Power to secure all-solid-state batteries for
future electric vehicles.
Transaction Overview
The business combination values
Solid Power at an implied $1.2
billion pro forma enterprise value. Upon closing of the
transaction and assuming no redemptions by DCRC public
stockholders, Solid Power is expected to have approximately
$600 million in cash, including a
$165 million fully committed PIPE
transaction anchored by investors Koch Strategic Platforms,
Riverstone Energy Limited, Neuberger Berman funds and Van Eck
Associates Corporation. Cash proceeds to Solid Power will be used
to fund operations and support Solid Power's growth.
The boards of directors of both Solid Power and DCRC have
approved the proposed transaction, which is expected to be
completed in the fourth quarter of 2021, subject to, among other
things, the approval by DCRC's stockholders and satisfaction or
waiver of the other conditions stated in the definitive
documentation.
Additional information about the proposed transaction, including
a copy of the business combination agreement and investor
presentation, will be provided in a Current Report on Form 8-K to
be filed by DCRC with the Securities and Exchange Commission, which
can be accessed at www.sec.gov.
Advisors
Stifel, Nicolaus & Company, Incorporated
acted as financial advisor to Solid Power. Citigroup Global Markets
Inc. and J.P. Morgan Securities LLC acted as financial advisors to
DCRC. J.P. Morgan Securities LLC, Citigroup Global Markets Inc. and
Stifel, Nicolaus & Company, Incorporated acted as PIPE
placement agents to DCRC. Wilson Sonsini
Goodrich & Rosati, P.C. is acting as the legal advisor
to Solid Power, Vinson & Elkins L.L.P. is acting as the legal
advisor to DCRC, Cleary Gottlieb
Steen & Hamilton LLP acted as the legal advisor to the
M&A advisors and Mayer Brown LLP is acting as legal advisor to
the placement agents on the PIPE transaction.
Webcast and Conference Call Information
Solid Power
and DCRC will host a joint webcast and investor conference call to
discuss the proposed transaction today, June
15, 2021, at 8:00 am ET. A
live webcast and replay will be available here and at
investors.solidpowerbattery.com.
To listen to the prepared remarks via telephone from the U.S.,
dial 1-877-407-3982 and an operator will assist you. International
investors may listen to the call by dialing 1-201-493-6780. A
telephone replay will be available by dialing 1-844-512-2921 if in
the U.S, and by dialing 1-412-317-6671 from outside the U.S. The
PIN for access to the replay is 13720509. The replay will be
available through Tuesday, June 29,
2021, 11:59 PM ET.
About Solid Power
Solid Power is an industry-leading
producer of all-solid-state rechargeable batteries for electric
vehicles and mobile power markets. Solid Power replaces the
flammable liquid electrolyte in a conventional lithium-ion battery
with a proprietary sulfide solid electrolyte. As a result, Solid
Power's all-solid-state batteries are safer and more stable across
a broad temperature range, can provide a 50-75% increase in energy
density compared to the best available rechargeable batteries,
enable cheaper, more energy-dense battery pack designs and are
compatible with traditional lithium-ion manufacturing processes.
For more information, visit http://www.solidpowerbattery.com/.
About Decarbonization Plus Acquisition Corporation
III
Decarbonization Plus Acquisition Corporation III is a
blank check company formed for the purpose of effecting a merger,
capital stock exchange, asset acquisition, stock purchase,
reorganization or similar business combination with a target whose
principal effort is developing and advancing a platform that
decarbonizes the most carbon-intensive sectors. These include the
energy and agriculture, industrials, transportation and commercial
and residential sectors. DCRC is sponsored by an affiliate of
Riverstone Holdings LLC and represents a further expansion of
Riverstone's 15-year franchise in low-carbon investments, having
established industry leading, scaled companies with more
than $5 billion of equity invested in renewables.
About Riverstone
Riverstone is an energy and
power-focused private investment firm founded in 2000 by David
M. Leuschen and Pierre F. Lapeyre, Jr. with
over $42 billion of equity capital raised to date.
Riverstone conducts buyout, growth capital, and credit investments
in the exploration & production, midstream, oilfield services,
power and renewable sectors of the energy industry. With offices
in New York, London, Houston, Menlo
Park, Mexico City and Amsterdam, the firm has
committed approximately $43 billion to more than 200
investments in North America, South
America, Europe, Africa, Asia,
and Australia.
Important Information and Where to Find It
In connection with the proposed business combination, DCRC will
file a registration statement on Form S-4 (the "Registration
Statement") with the Securities and Exchange Commission (the
"SEC"). The Registration Statement will include a proxy
statement/prospectus of DCRC. Additionally, DCRC will file
other relevant materials with the SEC in connection with the
business combination. Copies may be obtained free of charge at the
SEC's web site at www.sec.gov. Security holders of DCRC are urged
to read the proxy statement/prospectus and the other relevant
materials when they become available before making any voting
decision with respect to the proposed business combination because
they will contain important information about the business
combination and the parties to the business combination. The
information contained on, or that may be accessed through, the
websites referenced in this press release is not incorporated by
reference into, and is not a part of, this press release.
Participants in the Solicitation
DCRC and its
directors and officers may be deemed participants in the
solicitation of proxies of DCRC's stockholders in connection with
the proposed business combination. Security holders may obtain more
detailed information regarding the names, affiliations and
interests of certain of DCRC's executive officers and directors in
the solicitation by reading DCRC's final prospectus for its initial
public offering filed with the SEC on March
25, 2021, and the proxy statement/prospectus and other
relevant materials filed with the SEC in connection with the
business combination when they become available. Information
concerning the interests of DCRC's participants in the
solicitation, which may, in some cases, be different than those of
their stockholders generally, will be set forth in the proxy
statement/prospectus relating to the business combination when it
becomes available.
No Offer or Solicitation
This communication does not
constitute an offer to sell or the solicitation of an offer to buy
any securities or constitute a solicitation of any vote or
approval.
Forward Looking Statements
The information in 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 presentation, regarding DCRC's proposed
acquisition of Solid Power, DCRC's ability to consummate the
transaction, the benefits of the transaction and the combined
company's future financial performance, as well as the combined
company's strategy, future operations, estimated financial
position, estimated revenues and losses, projected costs,
prospects, plans and objectives of management 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, DCRC and Solid Power disclaim 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. DCRC and Solid
Power caution 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 either DCRC or
Solid Power. In addition, DCRC cautions you that the
forward-looking statements contained in this press release are
subject to the following factors: (i) the occurrence of any event,
change or other circumstances that could delay the business
combination or give rise to the termination of the agreements
related thereto; (ii) the outcome of any legal proceedings that may
be instituted against DCRC or Solid Power following announcement of
the transactions; (iii) the inability to complete the business
combination due to the failure to obtain approval of the
shareholders of DCRC, or other conditions to closing in the
transaction agreement; (iv) the risk that the proposed business
combination disrupts DCRC's or Solid Power's current plans and
operations as a result of the announcement of the transactions; (v)
Solid Power's ability to realize the anticipated benefits of the
business combination, which may be affected by, among other things,
competition and the ability of Solid Power to grow and manage
growth profitably following the business combination; (vi) costs
related to the business combination; (vii) changes in applicable
laws or regulations; (viii) rollout of Solid Power's business
and the timing of expected business milestones, (ix) the effects of
competition on Solid Power's business, (x) supply shortages in the
materials necessary for the production of Solid Power's products,
(xi) risks related to original equipment manufacturers and other
partners being unable or unwilling to initiate or continue business
partnerships on favorable terms, (xii) the termination or reduction
of government clean energy and electric vehicle incentives, (xiii)
delays in the construction and operation of production facilities,
(xiv) the amount of redemption requests made by DCRC's public
stockholders, (xv) changes in domestic and foreign business,
market, financial, political and legal conditions, and (xvi) the
possibility that Solid Power may be adversely affected by other
economic, business, and/or competitive factors. Should one or more
of the risks or uncertainties described in this press release, or
should underlying assumptions prove incorrect, actual results and
plans could different materially from those expressed in any
forward-looking statements. Additional information concerning these
and other factors that may impact the operations and projections
discussed herein can be found in DCRC's periodic filings with the
SEC, including DCRC's final prospectus for its initial public
offering filed with the SEC on March 25,
2021. DCRC's SEC filings are available publicly on the SEC's
website at www.sec.gov.
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SOURCE Solid Power Inc.
