NewHold
Investment Corp. and Evolv Technology Complete Business
Combination
- Evolv is the global leader in weapons detection security
screening, dedicated to making the world a safer place to work,
learn and play by helping to protect innocent people from mass
shootings and terrorist attacks. Evolv has screened over 60 million
people, second only to the TSA in screening people in the U.S.
- Combined company has a pro forma total enterprise value of
approximately $1.3 billion and total equity value of approximately
$1.7 billion
- Combined company received approximately $385 million in gross
proceeds, net of redemptions
- All current Evolv stockholders, including Cascade Asset
Management Company, DCVC, Finback Investment Partners, General
Catalyst, Lux Capital, Motorola Solutions, SineWave Ventures and
STANLEY Ventures, all retained their equity holdings through
closing
- Proceeds will fund rapid growth, expand international markets
and help accelerate adjacencies through partnerships and
acquisitions
- Evolv is the first company in the industry to introduce a
subscription Security as a Service (SaaS) Model with its customers,
including, Uber, Lincoln Center, L.L. Bean, and Six Flags
NewHold Investment Corp. (NASDAQ: NHIC, “NewHold”), a
publicly-traded special purpose acquisition company, and Evolv
Technologies, Inc. (“Evolv Technology” or “Evolv”), the global
leader in weapons detection security screening, today announced
that they have completed their business combination. The
transaction has been unanimously approved by the board of directors
of NewHold and was approved at a special meeting of NewHold
shareholders on July 15, 2021. The common stock of the combined
company will trade on the NASDAQ Stock Market under the symbol
“EVLV”, its warrants will trade under “EVLVW”, and its units will
trade under “EVLVU” beginning today, July 19, 2021. Peter George,
who has served as Chief Executive Officer of the Company since
January 2020, will continue to lead the business.
Evolv Technology – Leader with Unrivaled Technology and
Market Presence
Evolv is transforming the physical security industry, as the
first weapons detection security screening system in the market,
providing continuous detection improvements and a frictionless
visitor experience. The Evolv Express® system delivers up to a 70%
reduction in cost and is up to ten times faster than traditional
metal detectors, resulting in screening up to an unparalleled 3,600
people per hour, per system. The system allows for visitors to pass
through screening without breaking stride and continuing the pace
of life, improving security at the speed and scale required in this
post-pandemic, increasingly volatile world. Built on its Evolv
Cortex AI™ software platform, Evolv is continually improving the
security posture for customers through machine learning and
analytical insights on-demand, an industry first.
The world’s most iconic venues and companies place their trust
in Evolv to protect their employees and visitors, including Lincoln
Center for the Performing Arts, L.L. Bean, Six Flags and others. In
addition, Evolv signed a significant technology and go-to-market
partnership with Motorola Solutions, a global leader in land mobile
radio mission-critical communications, video security and
analytics, and command center software for enterprise and public
safety customers. Evolv expects this partnership to accelerate
growth and market presence going forward.
“Evolv’s new capital supports our rapid growth in transforming
security. The world is opening, visitors require a better
experience and piece of mind to gather safely.” said Peter George,
CEO. “We are energized by our market opportunity and driven to
fulfill our mission to make everywhere safer. And we are incredibly
thankful to all the customers, employees, investors, and partners
who have helped us establish a higher standard for physical
security.”
“Evolv is a category creating company, permanently changing the
physical security market with its weapons detection systems.
NewHold is proud to finalize our combination and partnership with
Evolv, in order to help accelerate the company’s growth and make
more people safer, sooner” said Kevin Charlton, CEO of NewHold
Investment Corp. “We could not be more excited about the future of
the company and expect Evolv Technology to generate value for
shareholders for years to come.”
In addition to CEO Peter George, Evolv will continue to be led
by its highly experienced management team including co-founders
Mike Ellenbogen (Chief Innovation Officer) and Anil Chitkara (Head
of Corporate Development), Chief Financial Officer Peter Faubert,
General Counsel Eric Pyenson, Chief Scientist Alec Rose, Chief
Marketing Officer Dana Loof, Chief Revenue Officer A.J. DeRosa and
Head of People Liza Knapp.
Peter George will also serve as a Director of the combined
company Board alongside Evolv’s Co-Founder Mike Ellenbogen.
Chairman of the former Evolv Board, Alan Cohen of DCVC, will
continue as Chairman of the combined company Board. NewHold
representatives, Kevin Charlton, CEO, and Neil Glat, a board member
of NewHold will also join the Board of the combined company
alongside David Orfao of General Catalyst, Bilal Zuberi of Lux
Capital, Mahesh Saptharishi of Motorola Solutions, Merline Saintil,
Mark Sullivan and Kimberly Sheehy.
In addition to a strong management team and board, Evolv
partners with a group of experienced industry advisors including
Juliette Kayyem, former DHS Assistant Secretary, Dan Coats, Former
Director of US National Intelligence, John Pistole, Former FBI
Deputy Director and TSA Administrator, General Tony Thomas, Former
Commander, US SOCOM, David Cohen, Former NYPD Deputy Commissioner,
and Jin Kim, Former FBI Active Shooter Expert.
Evolv Technology, which has over 100 employees worldwide, will
maintain its global headquarters in Waltham, Massachusetts, in
addition to offices in Singapore and London.
Transaction Overview
At the closing of the transaction, NewHold Investment Corp.’s
name changed to Evolv Technologies Holdings Inc. (NASDAQ:
EVLV).
The combined entity has a pro forma enterprise value of
approximately $1.3 billion. The upsized and oversubscribed $300
million PIPE, which closed concurrently with the closing of the
business combination, included investors such as Motorola
Solutions, Inc., Magnetar Capital, Eldridge, Senator Investment
Group and UBS O’Connor, in addition to investments from star
athletes, franchise owners and managers. Evolv’s existing
stockholders own approximately 75% of the fully diluted shares of
common stock of the combined company immediately following the
closing of the business combination.
The combined company received approximately $385 million in
gross proceeds from the trust account and PIPE investors, net of
redemptions from NewHold’s existing public shareholders.
A more detailed description of the transaction terms will be
included in a current report on Form 8-K to be filed by Evolv with
the U.S. Securities and Exchange Commission (“SEC”) at
www.sec.gov.
Advisors
Cowen acted as sole financial and capital markets advisor to
Evolv and as sole placement agent to NewHold in connection with the
$300 million PIPE. Stifel acted as sole financial and capital
markets advisor to NewHold. Latham & Watkins LLP acted as legal
counsel to Evolv and Loeb & Loeb LLP acted as legal counsel to
NewHold. Tarplin Consulting acted as Investor Relations advisor and
partner to NewHold.
About Evolv Technology
Evolv Technology is the world’s leading provider of weapons
detection security screening systems that enhance safety without
sacrificing the visitor, student and employee experience. Built on
top of its Evolv Cortex AI™ software platform, the company provides
an array of AI touchless screening technologies for weapons
detection, identity verification and health-related threats. Led by
a team of security industry leaders with a track record for
delivering first-to-market products, Evolv’s investors include
Cascade Asset Management Company, Florida Governor Jeb Bush’s firm,
Finback Investment Partners, DCVC, General Catalyst Partners, Lux
Capital, SineWave Ventures, Motorola Solutions and STANLEY
Ventures. The company’s strategic channel partners include Motorola
Solutions, STANLEY Security and Johnson Controls. Evolv Express®
has earned industry accolades such as the 2020 Edison Awards™, two
Campus Safety 2020 BEST Awards, Campus Security & Life Safety
magazine’s Secure Campus 2020 Awards and Best Places to Work by
Inc. Magazine and Built in Boston.
Evolv Technology, Evolv Express®, Evolv Insights™, and Evolv
Cortex AI™ are registered trademarks or trademarks of Evolv
Technologies, Inc. in the United States and other
jurisdictions.
For more information, visit https://evolvtechnology.com.
About NewHold Investment Corp.
NewHold Investment Corp. is a blank check company formed in 2020
for the purpose of effecting a merger, capital stock exchange,
asset acquisition, stock purchase, reorganization or similar
business combination with one or more businesses. While the Company
may pursue a business combination target in any business or
industry, it focuses on identifying businesses in the industrial
technology sector. NewHold Investment Corp. is led by an
experienced management team with Kevin Charlton as CEO, Charlie
Baynes-Reid as COO and Adam Deutsch as CFO, alongside a seasoned
Board of Directors. For more information visit
https://nhicspac.com.
IMPORTANT LEGAL INFORMATION
Forward-Looking Statements
This document contains certain forward-looking statements within
the meaning of the federal securities laws, including statements
regarding expected benefits of the transaction to Evolv and
adoption of Evolv’s technology and products. These forward-looking
statements generally are identified by the words “believe,”
“project,” “expect,” “anticipate,” “estimate,” “intend,”
“strategy,” “future,” “opportunity,” “plan,” “may,” “should,”
“will,” “would,” “will be,” “will continue,” “will likely result,”
and similar expressions. Forward-looking statements are
predictions, projections and other statements about future events
that are based on current expectations and assumptions and, as a
result, are subject to risks and uncertainties. Many factors could
cause actual future events to differ materially from the
forward-looking statements in this document, including Evolv’s
ability to implement business plans after the transaction and
changes and developments in the competitive security screening,
weapons detection and related industries. The foregoing list of
factors is not exhaustive. You should carefully consider the
foregoing factors and the other risks and uncertainties described
in the “Risk Factors” section of NewHold’s definitive proxy
statement/prospectus filed with the SEC on June 28, 2021, and other
documents filed by the company 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.
Forward-looking statements speak only as of the date they are made.
Readers are cautioned not to put undue reliance on forward-looking
statements, and the company assumes no obligation and do not intend
to update or revise these forward-looking statements, whether as a
result of new information, future events, or otherwise. The company
does not give any assurance that it will achieve its
expectations.
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version on businesswire.com: https://www.businesswire.com/news/home/20210719005246/en/
For Evolv Technology: Investors: Michael Bowen and Ryan
Gardella EvolvIR@icrinc.com
Media: Jed Hamilton EvolvPR@icrinc.com
For NewHold Investment Corp.: Investors & Media:
Amanda Tarplin amanda@tarplinconsulting.com
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