Item 7.01 Regulation FD Disclosure.
As previously disclosed, Collective Growth Corporation ("Collective Growth")
entered into a Business Combination Agreement on December 10, 2020 ("Business
Combination Agreement") with Innoviz Technologies Ltd. ("Innoviz") and the other
parties thereto. On February 24, 2021, Innoviz management held a live video
presentation and question and answer session in connection with the proposed
business combination between Innoviz and Collective Growth. A transcript of the
presentation and question and answer session is included as Exhibit 99.1 to this
Current Report on Form 8-K.
The information set forth under this Item 7.01 is intended to be furnished and
shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended ("Exchange Act") or otherwise subject to the
liabilities of that section, nor shall it be deemed incorporated by reference in
any filing under the Securities Act of 1933, as amended ("Securities Act") or
the Exchange Act, except as expressly set forth by specific reference in such
filing.
Forward Looking Statements
This Current Report on Form 8-K and the exhibit hereto contain certain
forward-looking statements within the meaning of the federal securities laws
with respect to the proposed transaction between Innoviz Technologies Ltd.
("Innoviz") and Collective Growth Corporation ("Collective Growth"). These
forward-looking statements generally are identified by the words "believe,"
"project," "expect," "anticipate," "estimate," "intend," "strategy," "future,"
"opportunity," "plan," "may," "should," "will," "would," "will be," "will
continue," "will likely result," and similar expressions. Forward-looking
statements are predictions, projections and other statements about future events
that are based on current expectations and assumptions and, as a result, are
subject to risks and uncertainties. Many factors could cause actual future
events to differ materially from the forward-looking statements in this
document, including but 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 Collective Growth's securities, (ii) the risk that the transaction may
not be completed by Collective Growth's business combination deadline and the
potential failure to obtain an extension of the business combination deadline if
sought by Collective Growth, (iii) the failure to satisfy the conditions to the
consummation of the transaction, including the adoption of the business
combination agreement by the shareholders of Collective Growth and Innoviz, the
satisfaction of the minimum trust account amount following redemptions by
Collective Growth's public shareholders and the receipt of certain governmental
and regulatory approvals, (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 business combination agreement, (vi) the effect of the
announcement or pendency of the transaction on Innoviz's business relationships,
performance, and business generally, (vii) risks that the proposed transaction
disrupts current plans of Innoviz and potential difficulties in Innoviz employee
retention as a result of the proposed transaction, (viii) the outcome of any
legal proceedings that may be instituted against Innoviz or against Collective
Growth related to the business combination agreement or the proposed
transaction, (ix) the ability of Innoviz to list its ordinary shares on the
Nasdaq, (x) the price of Innoviz's securities may be volatile due to a variety
of factors, including changes in the competitive and highly regulated industries
in which Innoviz plans to operate, variations in performance across competitors,
changes in laws and regulations affecting Innoviz's business and changes in the
combined capital structure, and (xi) the ability to implement business plans,
forecasts, and other expectations after the completion of the proposed
transaction, and identify and realize additional opportunities. The foregoing
list of factors is not exhaustive. You should carefully consider the foregoing
factors and the other risks and uncertainties described in the "Risk Factors"
section of Collective Growth's Annual Reports on Form 10-K, Quarterly Reports on
Form 10-Q, and other documents filed by Collective Growth from time to time with
the U.S. Securities and Exchange Commission (the "SEC") and the registration
statement on Form F-4 and proxy statement/prospectus discussed below. These
filings identify and address other important risks and uncertainties that could
cause actual events and results to differ materially from those contained in the
forward-looking statements. Forward-looking statements speak only as of the date
they are made. Readers are cautioned not to put undue reliance on
forward-looking statements, and Innoviz and Collective Growth assume no
obligation and do not intend to update or revise these forward-looking
statements, whether as a result of new information, future events, or otherwise.
Neither Innoviz nor Collective Growth gives any assurance that either Innoviz or
Collective Growth will achieve its expectations.
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Additional Information
COLLECTIVE GROWTH INTENDS TO HOLD PRESENTATIONS FOR CERTAIN OF ITS STOCKHOLDERS,
AS WELL AS OTHER PERSONS WHO MIGHT BE INTERESTED IN PURCHASING COLLECTIVE
GROWTH'S SECURITIES, IN CONNECTION WITH THE PROPOSED TRANSACTIONS WITH INNOVIZ,
AS DESCRIBED IN THIS CURRENT REPORT ON FORM 8-K. THIS CURRENT REPORT ON
FORM 8-K, INCLUDING THE EXHIBIT HERETO, MAY BE DISTRIBUTED TO PARTICIPANTS AT
SUCH PRESENTATIONS.
COLLECTIVE GROWTH AND INNOVIZ AND THEIR RESPECTIVE DIRECTORS AND EXECUTIVE
OFFICERS, UNDER SEC RULES, MAY BE DEEMED TO BE PARTICIPANTS IN THE SOLICITATION
OF PROXIES OF COLLECTIVE GROWTH'S STOCKHOLDERS IN CONNECTION WITH THE PROPOSED
TRANSACTIONS. INVESTORS AND SECURITY HOLDERS MAY OBTAIN MORE DETAILED
INFORMATION REGARDING THE NAMES AND INTERESTS IN THE PROPOSED TRANSACTIONS OF
COLLECTIVE GROWTH'S DIRECTORS AND OFFICERS IN COLLECTIVE GROWTH'S FILINGS WITH
THE SEC. INFORMATION REGARDING THE PERSONS WHO MAY, UNDER SEC RULES, BE DEEMED
PARTICIPANTS IN THE SOLICITATION OF PROXIES TO COLLECTIVE GROWTH'S STOCKHOLDERS
IN CONNECTION WITH THE PROPOSED TRANSACTIONS IS SET FORTH IN THE REGISTRATION
STATEMENT FOR THE PROPOSED TRANSACTIONS THAT INNOVIZ HAS FILED WITH THE SEC,
WHICH INCLUDES A PRELIMINARY PROXY STATEMENT AND PROSPECTUS FOR THE
TRANSACTIONS. THE REGISTRATION STATEMENT ALSO INCLUDES ADDITIONAL INFORMATION
REGARDING THE INTERESTS OF PARTICIPANTS IN THE SOLICITATION OF PROXIES IN
CONNECTION WITH THE PROPOSED TRANSACTIONS.
INVESTORS AND SECURITY HOLDERS OF COLLECTIVE GROWTH AND INNOVIZ ARE URGED TO
READ THE PRELIMINARY PROXY STATEMENT/PROSPECTUS FILED BY INNOVIZ, AND THE
DEFINITIVE PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS THAT WILL BE
FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTIONS.
INVESTORS AND SECURITY HOLDERS CAN OBTAIN FREE COPIES OF THE PROXY
STATEMENT/PROSPECTUS AND OTHER DOCUMENTS CONTAINING IMPORTANT INFORMATION ABOUT
COLLECTIVE GROWTH AND INNOVIZ THROUGH THE WEBSITE MAINTAINED BY THE SEC AT
WWW.SEC.GOV. COPIES OF THE DOCUMENTS FILED WITH THE SEC BY COLLECTIVE GROWTH
WHEN AND IF AVAILABLE, CAN BE OBTAINED FREE OF CHARGE ON COLLECTIVE GROWTH'S
WEBSITE AT WWW.COLLECTIVE GROWTHCORP.COM OR BY DIRECTING A WRITTEN REQUEST TO
COLLECTIVE GROWTH CORPORATION 1805 WEST AVENUE, AUSTIN, TX 78701.
THIS CURRENT REPORT AND THE EXHIBIT HERETO ARE NOT A PROXY STATEMENT OR
SOLICITATION OF A PROXY, CONSENT OR AUTHORIZATION WITH RESPECT TO ANY SECURITIES
OR IN RESPECT OF THE PROPOSED TRANSACTIONS AND SHALL NOT CONSTITUTE AN OFFER TO
SELL OR A SOLICITATION OF AN OFFER TO BUY THE SECURITIES OF COLLECTIVE GROWTH OR
INNOVIZ, NOR SHALL THERE BE ANY SALE OF ANY SUCH SECURITIES IN ANY STATE OR
JURISDICTION IN WHICH SUCH OFFER, SOLICITATION, OR SALE WOULD BE UNLAWFUL PRIOR
TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF SUCH STATE OR
JURISDICTION.
THIS REPORT AND THE EXHIBIT HERETO ARE NOT INTENDED TO BE ALL-INCLUSIVE OR TO
CONTAIN ALL THE INFORMATION THAT A PERSON MAY DESIRE IN CONSIDERING AN
INVESTMENT IN COLLECTIVE GROWTH AND IS NOT INTENDED TO FORM THE BASIS OF ANY
INVESTMENT DECISION IN COLLECTIVE GROWTH OR INNOVIZ.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit Description
99.1 Transcript of SPACInsider presentation.
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