The Mintz Energy & Sustainability team served as legal counsel to XL Fleet (XL), a manufacturer and provider of vehicle electrification solutions for commercial and municipal fleets, in its recently announced merger agreement with Pivotal Investment Corporation II (NYSE: PIC), a special purpose acquisition company (SPAC). The combined company will be named XL Fleet and will be listed on the New York Stock Exchange. The merger values XL at $1 billion, and upon closing, the combined company expects to have approximately $350 million in net cash proceeds assuming no redemptions by Pivotal’s existing public stockholders. The merger agreement also includes a $150 million private investment in public equity (PIPE) offering, valued at $10 per share.
Boston-headquartered XL was founded (as XL Hybrids) in 2009 by Massachusetts Institute of Technology alumni and green energy veterans, and has developed a flexible proprietary electrification powertrain platform that transforms traditional fossil fuel-powered fleet vehicles into hybrid and plug-in hybrid electric vehicles as they are manufactured. A trusted brand for over 200 of the largest commercial and municipal fleets in North America, XL’s robust customer base includes FedEx, The Coca-Cola Company, Verizon, Harvard University, and others. In addition to its electric powertrain platform, XL provides real-time data monitoring and analytics, will expand its “Electrification-as-a Service” solution, and is developing all electric offerings.
The Mintz team that advised XL in the merger was led by Member and Chair of the firm’s Energy & Sustainability Practice Tom Burton, Member and Co-chair of the Energy & Sustainability Practice Sahir Surmeli, and Member Jeffrey Schultz. The team also included Members Judy Kwok and David Lagasse, Special Counsel Anne Bruno, and Associates Paula Valencia-Galbraith, Jenna Stewart, Michael Ginzburg, Garrett Galvin, Stephanie Leopold, and Natalie Groot.