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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2020
Fee File Quantity 001-39476
GreenPower Motor Firm Inc.
(Translation of registrant’s title into English)
#240 – 209 Carrall Road, Vancouver, British Columbia V6B 2J2
(Tackle of principal government workplace)
Point out by test mark whether or not the registrant recordsdata or will file annual experiences underneath cowl of Type 20-F or Type 40-F.
Type 20-F [X] Type 40-F [ ]
Point out by test mark if the registrant is submitting the Type 6-Okay in paper as permitted by Regulation S-T Rule 101(b)(1) [ ]
Point out by test mark if the registrant is submitting the Type 6-Okay in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Pursuant to the necessities of the Securities Change Act of 1934, the registrant has duly triggered this report back to be signed on its behalf by the undersigned, thereunto duly approved.
GreenPower Motors Inc.
/s/ Michael Sieffert
Michael Sieffert, Chief Monetary Officer
Date: August 28, 2020
GreenPower Broadcasts Pricing of its Upsized U.S. Preliminary Public Providing
Nasdaq approves itemizing with buying and selling anticipated to start immediately underneath the image “GP”
Vancouver, Canada August 28, 2020 – GreenPower Motor Firm Inc. (TSXV: GPV) (OTCQB: GPVRF) (the “Firm” or “GreenPower”) immediately introduced that resulting from sturdy demand it’s upsizing its U.S. preliminary public providing (the “Providing“) to 1,860,000 post-consolidation frequent shares of the Firm (every, a “Share“) at a worth to the general public of US$20.00 per Share. As well as, the Firm has granted the underwriters a 30-day choice to buy as much as a further 279,000 Shares on the preliminary public providing worth, much less the underwriting reductions and commissions.
The Firm has obtained approval to checklist its Shares on the Nasdaq Capital Market, with buying and selling anticipated to start on August 28, 2020 underneath the image “GP.”
Previous to the Providing, the frequent shares of the Firm have traded on the OTCQB, operated by the OTC Market Group Inc. (the “OTCQB”), and as of August 28, 2020 will now not be quoted for buying and selling on the OTCQB. The Shares will proceed to be listed for buying and selling on the TSX Enterprise Change, operated by the TMX Group Restricted.
As beforehand introduced, the Firm will full a consolidation of its frequent shares on the premise of seven (7) pre-consolidation frequent shares for one (1) post-consolidation frequent share which can turn out to be efficient on the opening of the market on August 28, 2020.
The gross proceeds from the Providing, earlier than deducting underwriting reductions and commissions and estimated providing bills payable by the Firm, are anticipated to be roughly US$37.2 million, excluding any train of the underwriters’ choice to buy further frequent shares. The Providing is predicted to shut on September 1, 2020, topic to the satisfaction of customary closing situations. The Firm intends to make use of the online proceeds from this providing for the manufacturing of all-electric automobiles, together with EV Stars, EV Star plus, EV Star cab and chassis, and B.E.A.S.T. faculty buses, EV250 thirty foot low flooring transit model buses, product improvement and geographic growth with the rest, if any, for working capital.
Concurrently with the closing of the Providing, in a separate personal placement pursuant to Regulation S underneath the Securities Act of 1933, the Firm’s government chairman and chief government officer, Fraser Atkinson, has agreed to buy from the Firm frequent shares for proceeds of US$500,000 on the worth per share equal to the value to the general public, and with out fee by the Firm of any underwriting low cost or fee.
B. Riley FBR is serving because the lead book-running supervisor within the providing. Roth Capital Companions can be serving as a book-running supervisor within the providing. ThinkEquity, a division of Fordham Monetary Administration, Inc., Maxim Group LLC and PI Monetary (US) Corp. are serving as co-managers within the providing.
The underwriters won’t, straight or not directly, solicit gives to buy or promote the Firm’s Shares in Canada.
A registration assertion on Type F-1, together with a prospectus, referring to the providing has been filed with the Securities and Change Fee and have become efficient on August 27, 2020. The providing is made solely by the use of a prospectus, copies of which can be obtained when obtainable, from: B. Riley FBR, Consideration: Prospectus Division, 1300 17th St. North, Ste. 1300, Arlington, VA 22209, or by e-mail at [email protected], or by phone at (703) 312-9580 or from Roth Capital Companions, LLC, 888 San Clemente, Newport Seaside, CA 92660, Attn: Prospectus Division, phone: 800-678-9147.
This press launch shall not represent a suggestion to promote or a solicitation of a suggestion to purchase these securities, nor shall there be any sale of those securities in any state during which such provide, solicitation or sale could be illegal previous to registration or qualification underneath the securities legal guidelines of any such state or jurisdiction.
About GreenPower Motor Firm Inc.
GreenPower designs, builds and distributes a full suite of high-floor and low-floor automobiles, together with transit buses, faculty buses, shuttles, and a double decker. GreenPower employs a clean-sheet design to fabricate all-electric buses which might be goal constructed to be battery powered with zero emissions.
This press launch incorporates forward-looking statements. Ahead-looking statements should not primarily based on historic information, however relatively on present expectations and projections about future occasions, and are due to this fact topic to dangers and uncertainties which might trigger precise outcomes to vary materially from the longer term outcomes expressed or implied by the forward-looking statements. These statements typically might be recognized by way of forward-looking phrases reminiscent of “might”, “ought to”, “will”, “might”, “intend”, “estimate”, “plan”, “anticipate”, “anticipate”, “imagine” or “proceed”, or the destructive thereof or related variations. The Ahead-looking statements on this press launch embrace statements referring to the Firm’s expectations concerning the closing of the Providing and the meant use of the online proceeds from the Providing, and its plan to promote frequent shares to Fraser Atkinson. These statements contain dangers, estimates, assumptions and uncertainties that might trigger precise outcomes to vary materially from these expressed in these statements, together with, amongst others, dangers and uncertainties related to market situations and the satisfaction of customary closing situations associated to the proposed providing, in addition to dangers and uncertainties related to the Firm’s enterprise and funds generally. As a result of the dangers, estimates, assumptions and uncertainties referred to above might trigger precise outcomes or outcomes to vary materially from these expressed in any forward-looking statements, readers are cautioned to not place undue reliance on any forward-looking statements, which converse solely as of the date on which they’re made. The Firm undertakes no obligation to replace or revise any forward-looking statements for any motive, besides as required by legislation, together with the securities legal guidelines of america and Canada.
Neither the TSX Enterprise Change nor its Regulation Providers Supplier (as that time period is outlined within the insurance policies of the TSX Enterprise Change) accepts accountability for the adequacy or accuracy of this press launch.
MATERIAL CHANGE REPORT
Merchandise 1 Identify and Tackle of Firm
GreenPower Motor Firm Inc. (the “Firm“)
#240 – 209 Carrall Road
Vancouver, BC V6B 2J2
Merchandise 2 Date of Materials Change
August 28, 2020
Merchandise 3 Information Launch
The information launch dated August 28, 2020 was disseminated by way of CNW.
Merchandise 4 Abstract of Materials Change
On August 28, 2020, the Firm introduced pricing of its upsized preliminary public providing in america.
Merchandise 5 Full Description of Materials Change
5.1 Full Description of Materials Change
On August 28, 2020, the Firm introduced pricing of its upsized preliminary public providing in america. A full description of the fabric change is described within the hooked up information launch which was filed on SEDAR on August 28, 2020.
5.1 Disclosure for Restructuring Transactions
Merchandise 6 Reliance on subsection 7.1(2) or (3) of Nationwide Instrument 51-102
Merchandise 7 Omitted Info
Merchandise 8 Govt Officer
Fraser Atkinson, Chairman and Director, (604) 220-8048
Merchandise 9 Date of Report
August 28, 2020