SEV Sono Group NV

Sevcon, Inc. (Nasdaq:SEV), a world leader in the design and manufacture of controls and battery chargers for zero emission electric and hybrid vehicles, today announced that its stockholders overwhelmingly approved the proposed acquisition of Sevcon by BorgWarner Inc. at the Special Meeting of Stockholders held on September 22, 2017. 

Holders of more than 99% of Sevcon’s common stock present at the meeting voted in favor of approving and adopting the merger agreement, and holders of more than 95% of each of Sevcon’s common stock and Series A convertible preferred stock present at the meeting voted in favor of a charter amendment to confirm the consideration to be paid to preferred stockholders in the merger.

Subject to satisfaction or waiver of all other conditions, the closing of the acquisition is expected to occur on or about September 27, 2017. Upon the closing, BorgWarner would acquire all of the outstanding shares of Sevcon’s common stock for $22.00 per share in cash and all of the outstanding shares of Sevcon’s Series A convertible preferred stock for a price per share on an as-converted basis equal to the common stock ($66.00), together with payment of accrued and unpaid dividends. 

“The merger with BorgWarner provides substantial value to our stockholders and the chance for us to maximize previous growth investments and capitalize on greater opportunities as a part of a much larger organization with significant market presence,” said Sevcon President and CEO Matt Boyle.

About SevconSevcon is a global supplier of control and power solutions for zero-emission, electric and hybrid vehicles. Its products control on- and off-road vehicle speed and movement, integrate specialized functions, optimize energy consumption and help reduce air pollution. Sevcon’s Bassi Division produces battery chargers for electric vehicles; power management and uninterrupted power source systems for industrial, medical and telecom applications; and electronic instrumentation for battery laboratories. The company supplies customers from its operations in the U.S., U.K., France, Germany, Italy, China and the Asia Pacific region, as well as through an international dealer network. Learn more about Sevcon at www.sevcon.com.

About BorgWarnerBorgWarner Inc. (NYSE:BWA) is a global product leader in clean and efficient technology solutions for combustion, hybrid and electric vehicles. With manufacturing and technical facilities in 62 locations in 17 countries, the company employs approximately 27,000 worldwide. For more information, please visit borgwarner.com.

Contact:                                             

Matt Boyle                                                                  President and CEO                                                                             +1 (508) 733 3655 (US)                                  matt.boyle@sevcon.com

Cautionary Statement Regarding Forward Looking StatementsThis document includes “forward-looking statements” within the meaning of the securities laws. The words “will,” “expect,” “believe,” “future” and similar expressions are intended to identify information that is not historical in nature.

This document contains forward-looking statements relating to the proposed transaction between Sevcon and BorgWarner. All statements, other than historical facts, including statements regarding the expected timing of the closing of the transaction; the ability of the parties to complete the transaction considering the various closing conditions; the competitive ability and position of BorgWarner following completion of the proposed transaction; and any assumptions underlying any of the foregoing, are forward-looking statements. Such statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. You should not place undue reliance on such statements. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, that one or more closing conditions to the transaction may not be satisfied or waived, on a timely basis or at all, the transaction may involve unexpected costs, liabilities or delays, and that the expected benefits of the merger may not be realized.