0001123292-20-001064.txt : 20200828 0001123292-20-001064.hdr.sgml : 20200828 20200828093353 ACCESSION NUMBER: 0001123292-20-001064 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200828 DATE AS OF CHANGE: 20200828 GROUP MEMBERS: ALBERTA INVESTMENT MANAGEMENT CORP. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Northern Genesis Acquisition Corp. CENTRAL INDEX KEY: 0001815495 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-91639 FILM NUMBER: 201145173 BUSINESS ADDRESS: STREET 1: 4801 MAIN STREET STREET 2: SUITE 1000 CITY: KANSAS CITY STATE: MO ZIP: 64112 BUSINESS PHONE: (816) 983-8000 MAIL ADDRESS: STREET 1: 4801 MAIN STREET STREET 2: SUITE 1000 CITY: KANSAS CITY STATE: MO ZIP: 64112 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Alberta Investment Management Corp CENTRAL INDEX KEY: 0001463559 IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1600-10250 101 STREET NW CITY: EDMONTON STATE: A0 ZIP: T5J 3P4 BUSINESS PHONE: 780-392-3955 MAIL ADDRESS: STREET 1: 1600-10250 101 STREET NW CITY: EDMONTON STATE: A0 ZIP: T5J 3P4 FORMER COMPANY: FORMER CONFORMED NAME: Her Majesty the Queen in Right of the Province of Alberta as represented by Alberta Investment Management Corp DATE OF NAME CHANGE: 20090506 SC 13G 1 albertagenesis13g_08272020.htm
 
 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.   )
 
NORTHERN GENESIS AQUISITION CORP.
(Name of Issuer)
Common Stock, par value $0.0001 per share
(Title of Class of Securities)
66516T203
(CUSIP Number)
August 20, 2020
(Date of Event Which Requires Filing of this Statement)
 
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
 
☐
Rule 13d-1(b)
 
 
☒
Rule 13d-1(c)
 
 
 ☐
Rule 13d-1(d)
 

*
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




CUSIP NO.
66516T203
Schedule 13G
 
 
 
1
NAMES OF REPORTING PERSONS
 
 
 
 
 
Alberta Investment Management Corporation
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
  
 
 
(a)
☐
(b)
☐
3
SEC USE ONLY
 
 
 
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Alberta, Canada
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
 
2,750,000
 
 
 
 
6
SHARED VOTING POWER
 
 
-0-
 
 
 
 
7
SOLE DISPOSITIVE POWER
 
 
2,750,000
 
 
 
 
8
SHARED DISPOSITIVE POWER
 
 
-0-
 
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,750,000
 
 
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
 
7.1%(1)
 
 
 
 
12
TYPE OF REPORTING PERSON*
 
 
FI
 
 
 
 
    
 (1)  
Based on 38,624,640 shares of common stock outstanding as of August 20, 2020, as reported in the Issuer’s Current Report on Form 8-K filed on August 26, 2020.
   
   

 
2 of 4

Item 1 (a)
Name of Issuer:
 
 
 
Northern Genesis Acquisition Corp.
 
 
Item 1 (b)
Address of Issuer's Principal Executive Offices:
 
 
 
4801 Main Street, Suite 1000, Kansas City, MO 64112
 
 
Item 2 (a)
Name of Person Filing:
 
 
 
Alberta Investment Management Corporation (the “Reporting Person”)
 
 
(b)
Address of Principal Business Office or, if none, Residence:
 
 
 
1600 - 10250 101 Street NW
Edmonton, Alberta T5J 3P4
Canada
 
 
(c)
Citizenship:
   
 
The Reporting Person is organized under the laws of Alberta, Canada.
   
(d)
Title of Class of Securities:
 
 
 
 Common stock, par value $0.0001 per share (the “common stock”).
 
 
 (e)
CUSIP No.:
 
 
 
66516T203
 
 
Item 3
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:
 
 
 
Not Applicable
 
Item 4 (a)
Ownership

Item 4 (a)
Amount Beneficially Owned: 2,750,000 shares

 
Reflects 2,750,000 shares of Class A common stock of the Issuer held by the Reporting Person. These shares underlie an equal amount of units of the Issuer held by the Reporting Person. Each unit consists of one share of the Issuer’s common stock and one-half of one redeemable warrant. Each whole warrant entitles the holder to purchase one share of common stock. The Issuer’s warrants will become exercisable on the later of 30 days after the completion of the Issuer’s initial business combination or 12 months from the closing of the Issuer’s initial public offering. The warrants are not presently exercisable.

Item 4 (b)
Percent of class: 7.1%

 
Based on 38,624,640 shares of common stock outstanding as of August 20, 2020, as reported in the Issuer’s Current Report on Form 8-K filed on August 26, 2020.
3 of 4
 
Item 4(c)
Number of Shares as to which the person has:

 
 Alberta Investment Management Corporation

(i) Sole power to vote or to direct the vote: 2,750,000
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 2,750,000
(iv) Shared power to dispose or to direct the disposition of: 0

Item 5
Ownership of Five Percent or Less of a Class:
 
 
 
If this statement is being filed to report the fact that as of the date hereof each of the Reporting Persons has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following [ ].
 
 
Item 6
Ownership of More Than Five Percent on Behalf of Another Person:
 
 
 
Pursuant to the Alberta Investment Management Corporation Act, SA 2007 c A-26.5, AIMCo provides investment management services for a diverse group of Alberta public sector clients, including Alberta public sector pension plans and provincial endowment funds.
 
 
Item 7
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
 
 
 
Not applicable.
 
 
Item 8
Identification and Classification of Members of the Group:
 
 
 
Not applicable.
 
 
Item 9
Notice of Dissolution of Group:
 
 
 
Not applicable.
 
 
Item 10
Certification:
 
 
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
 
 
 
4 of 4

SIGNATURE
After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.
Date: August 28, 2020
 
 
ALBERTA INVESTMENT MANAGEMENT CORPORATION
 
 
 
 
 
 
 

By:
/s/ Colleen Cebuliak
 
 
Name:
Colleen Cebuliak
 
 
 
Title:
Chief Compliance Officer