LeddarTech Inc. completed the acquisition of Prospector Capital Corp. in a reverse merger transaction.
The transaction is subject to the satisfaction of customary closing conditions, including the approval of LeddarTech?s and Prospector?s shareholders and the receipt of a final order of the Superior Court of Justice of Québec approving the transaction. The transaction has been unanimously approved by the board of directors of Prospector, as well as the board of directors of LeddarTech. On December 4, 2023, the U.S. Securities and Exchange Commission declared effective the registration statement on Form F-4, as amended, filed by LeddarTech Holdings. Prospector Capital Corp. Shareholders approved business combination with LeddarTech at the extraordinary general meeting held on December 13, 2023. Voters representing over 85% of the issued and outstanding ordinary shares of Prospector cast votes in favor of the proposal. The transaction is expected by the fourth quarter of 2023. The transaction was expected to close on December 15, 2023. As of December 20, 2021, transaction is expected to close on December 21, 2023.
TD Cowen is serving as financial advisor to Prospector, and Current Capital Securities LLC is serving as a financial advisor that provided a fairness opinion to Prospector?s board of directors. Stikeman Elliot LLP and Vedder Price LLP are representing LeddarTech as legal counsel. Shahir Guindi, Bastien Gauthier, Jeremy Brisset, Mark Brender, David Wilson and Étienne Massicotte of Osler, Hoskin and Harcourt LLP and Joel Rubinstein, Daniel Nussen, Maia Gez, Denise A. Cerasani, Tali Sealman and Scott Fryman of White & Case LLP are representing Prospector as legal counsels. Goodwin Procter LLP is serving as legal advisor to TD Cowen. Anne-Marie Naud of Fasken Martineau DuMoulin LLP acted as legal advisor to Investissement Québec, one of current investor in LeddarTech Inc. Davies Ward Phillips & Vineberg LLP acted as advisor to OSRAM, an investor in the LeddarTech Inc, in the transaction. Patrice Martin, Manoj Pundit, Patricia Galella and Jeff Talbot of Borden Ladner Gervais LLP acted as legal advisor to Desjardins Capital and BDC Captial, investors in the LeddarTech Inc. As on April 11, 2023, in connection with this transaction Prospector engaged a financial advisor and Prospector agreed to pay the advisor $3 million plus out-of pocket expenses. The total aggregate amount of transaction expenses expected to be paid or repaid by Prospector to TD Cowen upon consummation of the Business Combination is approximately $3 million. Prospector has agreed to pay Morrow Sodali LLC a fee of $15,000. Current Capital was entitled to receive $250,000 in fees for its services upon or prior to the delivery of its opinion.
LeddarTech Inc. completed the acquisition of Prospector Capital Corp. (NasdaqCM:PRSR) in a reverse merger transaction on December 21, 2023. on December 22, 2023, LeddarTech common shares and warrants to purchase common shares will be listed on the Nasdaq Global Market under the ticker symbols "LDTC" and "LDTCW," respectively.