Cepton Technologies, (“Cepton”), a Silicon Valley innovator focused on the mass-market commercialization of high performance, high quality lidar solutions, announced that it and Growth Capital Acquisition (“GCAC”) have entered into a committed investment agreement (“Purchase Agreement”) and related registration rights agreement for up to $100 million with Lincoln Park Capital Fund (“LPC”), a Chicago-based institutional investor, effective at the close of the business combination between Cepton and GCAC.
On August 4, 2021, Cepton, GCAC, and GCAC Merger Sub., a Delaware and a wholly-owned subsidiary of GCAC (“Merger Sub”) entered into a business combination agreement. Upon the close of the business combination, the combined company will be renamed to Cepton (“new Cepton”) and commence trading under the ticker “CPTN” on Nasdaq Capital Market.
Subject to the terms and conditions of the Purchase Agreement, the new Cepton will have the right, but not the obligation, to direct LPC to purchase up to an aggregate amount of $100 million of the new Cepton common stock over a 36-month period. Any sales of common stock to LPC will be subject to the filing and effectiveness of a related registration statement with the Securities and Exchange Commission which will not occur until after the close of the business combination. Thereafter, the new Cepton will control the timing and amount of any future sales to LPC and LPC is obligated to purchase such common stock at prevailing market prices. LPC has agreed not to cause or engage in any manner whatsoever any direct or indirect short selling or hedging of new Cepton’s shares of common stock. The Purchase Agreement does not contain any restrictions on the use of any of the proceeds and there are no financial covenants, participation rights, rights of first refusal, or penalties. There are no warrants or other derivative securities associated with the transaction. After the closing of the business combination, the Purchase Agreement may be terminated by GCAC or the new Cepton at any time, in its sole discretion, without any additional cost or penalty.
“We are thrilled to announce agreement with LPC, as the committed investment agreement is designed to further strengthen our liquidity position and provide additional flexibility in our ability to address growth opportunities in the Automotive and Smart Infrastructure end-markets,” commented Jun Pei, Chief Executive Officer of Cepton.
This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, nor will there be any sale of these securities in any jurisdiction in which such offer solicitation or sale are unlawful prior to registration or qualification under securities laws of any such jurisdiction. Additional information regarding the Purchase Agreement with LPC is available in GCAC’s Form 8-K filed with the Securities and Exchange Commission.
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