Firm has spent greater than a decade creating piloted, all-electric, vertical takeoff and touchdown passenger plane, with over 1,00zero check flights carried out so far
Intends to function clear, quiet and reasonably priced air taxi service beginning in 2024
First firm to agree certification foundation for an eVTOL plane with FAA
First firm to be granted airworthiness approval for an eVTOL plane by U.S. Air Power
Firm has strategic partnership with Toyota for manufacturing and just lately acquired Uber Elevate
Transaction values mixed firm at $6.6 billion post-money fairness worth, and is anticipated to supply roughly $1.6 billion in gross proceeds
Contains $910 million of totally dedicated funding (inclusive of an $835 million totally dedicated PIPE) anchored by strategic companions and institutional buyers together with Uber Applied sciences, Inc., The Baupost Group, funds and accounts managed by BlackRock, Constancy Administration & Analysis LLC and Baillie Gifford
As much as five-year lock-up settlement and price-based vesting on sure sponsor shares ensures unprecedented long-term alignment, with some shares not vesting till Firm achieves $30 billion market capitalization
Proceeds are anticipated to fund Firm by begin of passenger service launch, together with certification of plane and growth of producing amenities
Reid Hoffman of Reinvent to affix Firm Board of Administrators
SANTA CRUZ, CA, February 24, 2021 Joby Aviation (“Joby” or the “Firm”), a transportation firm creating an all-electric, vertical take-off and touchdown plane that it intends to function as a business passenger plane starting in 2024, has entered right into a definitive enterprise mixture settlement with Reinvent Expertise Companions (“Reinvent” or “RTP”) (NYSE:RTP), a particular function acquisition firm that takes a “enterprise capital at scale” method to partnering with daring leaders and firms. Upon the closing of the transaction, the mixed firm will likely be named Joby Aviation, and develop into publicly traded, with its widespread inventory anticipated to be listed on the New York Inventory Alternate.
With greater than 1,00zero check flights accomplished over the past 10 years, Joby Aviation has secured a considerable first-mover benefit within the aerial ridesharing industry. In 2020, the Firm grew to become the primary to conform to a certification foundation for an electrical vertical takeoff and touchdown (“eVTOL”) plane with the Federal Aviation Administration (“FAA”) and in the identical 12 months obtained the U.S. Air Power’s first ever airworthiness approval for an eVTOL plane.
The Firm intends to revolutionize how individuals transfer by unlocking the likelihood to leapfrog sustainably over the gridlock beneath in its piloted, four-passenger, emissions free plane, which may journey as much as 150 miles at speeds as much as 200 miles per hour.
The proceeds from this transaction are anticipated to fund the enterprise by the beginning of business operations, together with certification of the plane and growth of producing amenities.
JoeBen Bevirt, Founder and CEO of Joby Aviation, mentioned:
“For the final decade, we now have been laser-focused on one job – creating the absolute best expertise for this market.
“However our long-term imaginative and prescient has all the time been to construct a world passenger service, serving to a billion individuals to avoid wasting an hour each day, whereas contributing to the safety of our valuable planet.
“At present’s transaction lets us sit up for the following decade and gives us with the assets we have to deliver our imaginative and prescient to life.
“Since our very first assembly it was clear that Reinvent shared our basic want to have a optimistic, long-term influence on the world and we couldn’t be extra excited to welcome them onboard.”
Paul Sciarra, Govt Chairman of Joby Aviation, mentioned:
“Whereas touring is central to human existence, it’s typically painfully inefficient and is simply getting worse.
“By rethinking how air journey is delivered, we will open up new methods of shifting round congested cities and under-served rural communities, serving to to deal with congestion and local weather change on the identical time.
“Aerial ridesharing will drive a generational shift in how we journey this century, simply because the railroad and the jet plane did in earlier centuries.”
Reid Hoffman, LinkedIn Co-Founder and Co-Lead Director of Reinvent Expertise Companions, who will be a part of the mixed firm Board of Administrators, mentioned:
“Reinvent invests in world-class founders and groups who’re creating industry-leading services and products which have the potential to influence thousands and thousands of lives.
“In Joby we see a outstanding founder-led workforce that has quietly delivered essentially the most superior expertise we’ve seen on this sector.
“With invaluable strategic partnerships together with Toyota and Uber, a compelling enterprise mannequin and an unparalleled track-record of executing in opposition to its targets, we imagine Joby is well-positioned to create a transformative new human-centered mobility community.
“Via our enterprise capital at scale method, we’re dedicated to Joby’s long-term success because it continues on its journey to revolutionize commutes and drive many years of innovation in human motion.”
Delivering the Way forward for Sustainable Transport
Joby Aviation plans to launch business operations in america in 2024, earlier than scaling its service globally. Air taxi networks could be scaled quickly and effectively utilizing current heliport or airport infrastructure, with the variety of routes in a community rising exponentially as new vertiports are launched.
Joby’s plane has been particularly designed to attain cost-effective manufacturing and operations, permitting the Firm to supply reasonably priced flights at scale, democratizing air journey and reworking human networks. The market alternative for aerial mobility has been estimated at $500+ billion for america, whereas the full addressable international market is anticipated to exceed $1 trillion.
In 2020, Toyota Motor Company led Joby’s $620 million Collection C spherical, forming a strategic partnership that sees Toyota engineers working shoulder-to-shoulder with Joby on initiatives similar to manufacturing unit format and manufacturing course of growth.
Joby Aviation additionally just lately finalized the phrases of an enhanced relationship with Uber Applied sciences, Inc. that units Joby aside when it comes to business readiness. Beneath the settlement, the businesses will combine their respective providers into one another’s apps, enabling future prospects to get pleasure from seamless multi-modal journey. Joby additionally acquired Uber Elevate, a division of Uber centered on the aerial ridesharing market. The acquisition included key personnel and a set of software program instruments centered on multi-modal operations administration and demand simulation, fed by Uber’s knowledge.
In December 2020, the U.S. Air Power granted Joby Aviation its first ever airworthiness approval for an eVTOL plane as a part of its Agility Prime program, designed to speed up the business adoption of electrical aviation.
Earlier this month, Joby introduced that it had agreed to a “G-1” certification foundation for its plane with the Federal Aviation Administration. Formalized in 2020, the settlement specifies the necessities that must be met by Joby’s plane for it to be licensed for business operations. Joby is the primary eVTOL plane to have achieved this milestone, marking a watershed second for the industry and offering a clearly outlined path for the certification of its plane.
Building is anticipated to start on a 450,00zero sq. foot manufacturing facility, designed together with Toyota, later this 12 months.
The professional forma implied market capitalization of the mixed firm is $6.6 billion, on the $10.00 per share PIPE subscription value and assuming no public shareholders of Reinvent train their redemption rights. The Firm will obtain on the time of transaction shut as much as $690 million in proceeds from Reinvent’s money in belief and an $835 million personal placement of widespread inventory at a $10.00 per share worth and also will convert a $75 million convertible observe into widespread inventory at a $10.00 per share worth. The personal placement is led by strategic and institutional buyers together with The Baupost Group, funds and accounts managed by BlackRock, Constancy Administration & Analysis LLC and Baillie Gifford. Current Joby shareholders have agreed to roll 100% of their fairness into the brand new firm and can stay majority homeowners of the mixed firm at closing. All references to money on the stability sheet, obtainable money from the belief account and retained transaction proceeds are topic to any redemptions by the general public shareholders of RTP and cost of transaction bills.
Joby and Reinvent have developed an unprecedented construction offering for important long-term alignment. Each events have agreed to a long-term lock-up on founder shares for as much as 5 years, and a strong earnout construction with full vesting not realized till the share value reaches $50 per share (implying over a $30 billion market capitalization). Main stockholders and key executives of Joby have agreed to enter into separate lockup agreements as properly.
The boards of administrators of each Reinvent and Joby have unanimously permitted the transaction, which is anticipated to shut by the top of the second quarter of 2021. The transaction stays topic to Reinvent shareholder approval and different customary closing situations.
Extra details about the proposed transaction will likely be offered in a Present Report on Type Eight-Okay to be filed by Reinvent right now with the Securities and Alternate Fee and obtainable at www.sec.gov.
A extra detailed description of the transaction phrases and copies of the important thing transaction agreements will likely be included in a present report on Type Eight-Okay to be filed by Reinvent with the SEC.
Skadden, Arps, Slate, Meagher & Flom LLP, served as authorized advisor to Reinvent. Morgan Stanley & Co. LLC and Allen & Firm LLC served as placement brokers on the PIPE transaction. Latham & Watkins LLP served as authorized advisor and Morgan Stanley & Co. LLC and Allen & Firm LLC served as monetary advisors to Joby.
Convention Name, Webcast and Presentation Info
Administration of Joby and RTP will host an investor name on February 24, 2021 at Eight:00 A.M. ET to debate the proposed transaction. The convention name will likely be accompanied by an in depth investor presentation.
A dwell webcast of the decision will likely be obtainable right here, and may also be accessed on the Joby web site right here and RTP’s web site right here. For many who want to take part by phone, please dial 1-877-407-3982 (U.S.) or 1-201-493-6780 (Worldwide) and reference the Convention ID 13716595. A replay of the decision will even be obtainable by way of webcast right here and on the Joby web site right here.
As well as, RTP will file an investor presentation with the SEC as an exhibit to a Present Report on Type Eight-Okay previous to the decision, which will likely be obtainable on the SEC’s web site at www.sec.gov.
All supplies may also be discovered on the Joby web site at jobyaviation.com/investor-relations/ and at https://a.reinventtechnologypartners.com/investor-relations.
About Joby Aviation
Joby Aviation is a California headquartered transportation firm creating an all-electric vertical takeoff and touchdown plane which it intends to function as a quick, quiet, and reasonably priced air taxi service starting in 2024. The zero emissions plane, which is quiet at takeoff and close to silent when flying overhead, can transport 4 passengers and a pilot as much as 150 miles on a single cost and may cruise at 200 mph. It’s designed to assist cut back city congestion and speed up the shift to sustainable modes of transit. Based in 2009, Joby employs greater than 700 individuals, with places of work in Santa Cruz, San Carlos, and Marina, California, in addition to Washington D.C. and Munich, Germany. To be taught extra, go to www.jobyaviation.com
About Reinvent Expertise Companions
Reinvent Expertise Companions is a newly fashioned particular function acquisition firm led by Reid Hoffman, Mark Pincus and Michael Thompson, that takes a “enterprise capital at scale” method to partnering with daring leaders and firms. RTP will assist a expertise enterprise to innovate and obtain entrepreneurship at scale by leveraging its workforce’s working experience as founders of iconic expertise firms, their expertise constructing firms as advisors and board members, and the capital raised in its preliminary public providing.
Necessary Info for Traders and Stockholders
This Press Launch pertains to a proposed transaction between RTP and Joby Aviation. This Press Launch doesn’t represent a suggestion to promote or trade, or the solicitation of a suggestion to purchase or trade, any securities, nor shall there be any sale of securities in any jurisdiction by which such provide, sale or trade could be illegal previous to registration or qualification underneath the securities legal guidelines of any such jurisdiction. RTP intends to file a registration assertion on Type S-Four with the SEC, which can embody a doc that serves as a prospectus and proxy assertion of RTP, known as a proxy assertion/prospectus. A proxy assertion/prospectus will likely be despatched to all RTP shareholders. RTP additionally will file different paperwork relating to the proposed transaction with the SEC. Earlier than making any voting resolution, buyers and safety holders of RTP are urged to learn the registration assertion, the proxy assertion/prospectus and all different related paperwork filed or that will likely be filed with the SEC in reference to the proposed transaction as they develop into obtainable as a result of they are going to include essential details about the proposed transaction.
Traders and safety holders will be capable of receive free copies of the registration assertion, the proxy assertion/prospectus and all different related paperwork filed or that will likely be filed with the SEC by RTP by the web site maintained by the SEC at www.sec.gov.
The paperwork filed by RTP with the SEC additionally could also be obtained freed from cost at RTP’s web site at https://www.reinventtechnologypartners.com or upon written request to 215 Park Avenue, Flooring 11 New York, NY.
Contributors within the Solicitation
RTP and Joby Aviation and their respective administrators and govt officers could also be deemed to be individuals within the solicitation of proxies from RTP’s shareholders in reference to the proposed transaction. An inventory of the names of the administrators and govt officers of RTP and data relating to their pursuits within the enterprise mixture will likely be contained within the proxy assertion/prospectus when obtainable. You might receive free copies of those paperwork as described within the previous paragraph.
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