Origin Materials Contact Information
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Investors: |
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Media: |
OriginIR@icrinc.com |
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OriginPR@icrinc.com |
Cautionary Note on Forward-Looking Statements
This communication contains “forward-looking statements” within the
meaning of the federal securities laws, including Section 27A
of the Securities Act, and Section 21E of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”). In this
context, forward-looking statements often address expected future
business and financial performance and financial condition, and
often contain words such as “expect,” “anticipate,” “intend,”
“plan,” “believe,” “seek,” “see,” “will,” “would,” “target,”
similar expressions, and variations or negatives of these words.
Forward-looking statements by their nature address matters that
are, to different degrees, uncertain, such as statements about the
proposed transaction, the expected timetable for completing the
proposed transaction, the benefits and synergies of the proposed
transaction, future opportunities for the combined company and
products and any other statements regarding Artius’s and Origin’s
future operations, anticipated growth, financial or operating
results, capital allocation, market opportunities, strategies,
anticipated business levels, future earnings, planned activities,
dividend policy, debt ratio, competitions, and other expectations
and targets for future periods. There are several factors which
could cause actual plans and results to differ materially from
those expressed or implied in forward-looking statements. Such
factors include, but are not limited to, (i) the risk that the
transaction may not be completed in a timely manner or at all,
which may adversely affect the price of Artius’s securities,
(ii) the risk that the transaction may not be completed by
Artius’s business combination deadline, (iii) the failure to
satisfy the conditions to the consummation of the transaction,
including the adoption of the Agreement and Plan of Merger and
Reorganization, by and between Artius Acquisition Inc., Zero Carbon
Merger Sub Inc. and Micromidas, Inc., dated as of February 16,
2021 (the “Merger Agreement”) by the shareholders of Artius, and
the satisfaction of the minimum trust account amount following
redemptions by Artius’s public shareholders, (iv) the lack of
a third party valuation in determining whether or not to pursue the
proposed transaction, (v) the occurrence of any event, change
or other circumstance that could give rise to the termination of
the Merger Agreement, (vi) the effect of the announcement or
pendency of the transaction on Origin’s business relationships,
operating results, and business generally, (vii) risks that
the proposed transaction disrupts current plans and operations of
Origin and potential difficulties in Origin employee retention as a
result of the transaction, (viii) the outcome of any legal
proceedings that may be instituted against Origin or against Artius
related to the Merger Agreement or the proposed transaction,
(ix) the ability to maintain the listing of Artius’s
securities on a national securities exchange, (x) the price of
Artius’s securities may be volatile due to a variety of factors,
including the uncertainty of demand in the market that Artius plans
to operate or Origin operates, variations in operating performance
across competitors, changes in laws and regulations affecting the
business and changes in the combined capital structure,
(xi) the ability to implement business plans, forecasts, and
other expectations after the completion of the proposed
transaction, and identify and realize additional opportunities,
(xii) the ability to manage rapid growth effectively,
including completion of construction of facilities and beginning
production in commercial quantities, (xiii) the maintenance,
expansion and refurbishment of Origin’s facilities, the
construction of new facilities and the development and
implementation of new manufacturing processes, which may have an
adverse effect on the combined company’s results of operations and
financial condition, (xiv) the ability to discover, develop
and protect new technologies and to protect and enforce Origin’s or
Artius’s intellectual