0001209191-20-064890.txt : 20201222 0001209191-20-064890.hdr.sgml : 20201222 20201222174336 ACCESSION NUMBER: 0001209191-20-064890 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20201221 FILED AS OF DATE: 20201222 DATE AS OF CHANGE: 20201222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ethridge Greg CENTRAL INDEX KEY: 0001699773 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38824 FILM NUMBER: 201409128 MAIL ADDRESS: STREET 1: 585 WEED STREET CITY: NEW CANAAN STATE: CT ZIP: 06840 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Canoo Inc. CENTRAL INDEX KEY: 0001750153 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 831476189 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 19951 MARINER AVENUE CITY: TORRANCE STATE: CA ZIP: 90503 BUSINESS PHONE: (424) 271-2144 MAIL ADDRESS: STREET 1: 19951 MARINER AVENUE CITY: TORRANCE STATE: CA ZIP: 90503 FORMER COMPANY: FORMER CONFORMED NAME: Hennessy Capital Acquisition Corp IV DATE OF NAME CHANGE: 20180814 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-12-21 0 0001750153 Canoo Inc. GOEV 0001699773 Ethridge Greg C/O CANOO INC. 19951 MARINER AVE. TORRANCE CA 90503 1 0 0 0 Common Stock 2020-12-21 4 A 0 25000 10.00 A 250000 D Common Stock 2020-12-21 4 A 0 104160 0.00 A 354160 D As previously disclosed, on August 17, 2020, the Issuer entered into subscription agreements (the "Subscription Agreements") with certain investors (the "PIPE investors") pursuant to which such investors agreed to purchase, immediately prior to the closing of the Business Combination, an aggregate of $323,250,000,000 of the Issuer's shares of Common Stock at a price of $10.00 per share, or an aggregate of 32,325,000 shares of Common Stock. The Reporting Person is among the PIPE Investors. Represents shares of Common Stock sent in a pro rata distribution by Hennessy Capital Partners IV LLC (the "Sponsor") to certain of its members in connection with the Business Combination. On December 31, 2020 (the "Closing Date"), Hennessy Capital Acquisition Corp. IV ("Hennessy Capital") consummated its previously announced acquisition of Canoo Holdings Ltd. ("Legacy Canoo") pursuant to the Merger Agreement and Plan of Reorganization, dated as of August 17, 2020 (the "Merger Agreement"), by and among Hennessy Capital, HCAC IV First Merger Sub, Ltd., a direct, wholly-owned subsidiary of Hennessy Capital ("First Merger Sub"), HCAC IV Second Merger Sub, LLC, a direct, wholly-owned subsidiary of Hennessy Capital ("Second Merger Sub"), and Legacy Canoo. Through a series of mergers between Legacy Canoo, First Merger Sub, and Second Merger Sub, Legacy Canoo became a direct, wholly-owned subsidiary of Hennessy Capital, which subsequently changed its name to Canoo Inc. (the "Issuer"). The transactions contemplated by the Merger Agreement are referred to herein as the "Business Combination." /s/ Greg Ethridge 2020-12-22 EX-24.4_951553 2 poa.txt POA DOCUMENT POWER OF ATTORNEY Date: December 21, 2020 Know all by these presents, that the undersigned hereby constitutes and appoints Paul Balciunas, Andrew Wolstan, Michael Fielkow and Ron Metzger, or any of them signing singly, and with full power of substitution, the undersigned's true and lawful attorney-in-fact to: 1. execute for and on behalf of the undersigned with respect to Canoo Inc. (the "Company"), Schedules 13D and 13G and Forms 3, 4, and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; 2. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Schedules 13D or 13G or Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission (the "SEC") and any stock exchange or similar authority; and 3. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming any of the undersigned's responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date first written above. /s/ Greg Ethridge _______________ Greg Ethridge