Harley-Davidson announced that LiveWire has entered into a definitive business combination agreement with sustainability-focused AEA-Bridges Impact Corp. to create a separate public company. Following the close of the transaction, LiveWire will become the first publicly traded EV motorcycle company in the US. Its common stock is expected to be listed on the New York Stock Exchange under the symbol "LVW”.
"Today's announcement is a historic milestone with LiveWire set to become the first publicly traded EV motorcycle company in the U.S.,” says Jochen Zeitz, Chairman, President and CEO of Harley-Davidson. “By building on Harley-Davidson's 118-year lineage, LiveWire's mission is to be the most desirable electric motorcycle brand in the world, leading the electrification of the sport. This transaction will give LiveWire the freedom to fund new product development and accelerate its go-to-market model.”
Together, Harley-Davidson, ABIC and KYMCO, believe in the future of LiveWire as a dedicated electric brand with the ability to lead, grow and revolutionize the electric motorcycle industry and beyond. The strategic rationale being posited to Wall Street is that LiveWire will leverage Harley-Davidson and KYMCO's engineering expertise, manufacturing footprint, distribution, supply chain infrastructure and global logistics capabilities. “LiveWire will be able to operate as an agile and innovative public company while benefiting from the at-scale manufacturing and distribution capabilities of its strategic partners, Harley-Davidson and KYMCO,” adds Zeitz.
Transaction Overview:
* The transaction will be financed by ABIC's $400 million cash held in trust, a $100 million investment from Harley-Davidson, and a $100 million investment from KYMCO, through a PIPE (private investment in public equity).
* The combined company is expected to have an enterprise value of approximately $1.77 billion and post-money equity value of approximately $2.31 billion at closing.
* Jochen Zeitz, Chairman, President and CEO of Harley-Davidson, will be Chairman and serve as Acting CEO of LiveWire for up to two years following completion of the transaction. Ryan Morrissey will serve as President of LiveWire
* LiveWire's Board of Directors will include independent directors in addition to representation from Harley-Davidson and ABIC.
^ The net cash proceeds will be used to fund LiveWire's strategic plan to accelerate its go-to-market strategy, invest in new product development, and enhance its global manufacturing and distribution capabilities.
* Upon closing of the transaction, Harley-Davidson will retain an equity interest in the Company of approximately 74%, ABIC's shareholders will own approximately 17%, and ABIC's founders and KYMCO will own approximately 4% each.
* As the majority shareholder in LiveWire following the transaction, Harley-Davidson will continue to consolidate LiveWire's results of operations for GAAP financial reporting purposes. LiveWire will be reported as a separate segment within Harley-Davidson's financials with GAAP disclosures recognizing amounts attributable to the non-controlling interests.
* The transaction, which has been approved by the boards of directors of both Harley-Davidson and ABIC, is expected to close in the first half of 2022, and is subject to the approval of ABIC shareholders and other customary closing conditions.
"We are at the confluence of two seminal shifts impacting the industry – vehicle electrification and sustainability,” explains John Garcia, Chairman and Co-CEO of AEA-Bridges Impact Corp. “LiveWire is well-positioned to become the premier sustainable electric motorcycle brand and redefine the industry by leveraging the manufacturing and distribution expertise of Harley-Davidson and KYMCO. We're excited to partner with Harley-Davidson and the LiveWire team to help define the future of electric motorcycles as the industry continues its rapid transformation."
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