A total of approximately 13,065,941 warrants were exchanged for shares

Davis Polk advised the dealer manager and solicitation agent in connection with an offer to exchange outstanding warrants to purchase shares of shares of Class A ordinary shares of REE Automotive Ltd. for shares of Class A ordinary shares of the company and the solicitation of consents from holders of the warrants to amend the warrant agreement to permit the company to require that each warrant outstanding upon the closing of the exchange offer be converted into shares of Class A ordinary shares. A total of approximately 13,065,941 warrants were tendered, each for 0.20 shares of Class A ordinary shares. In addition, pursuant to the consent solicitation, the company received the approval of approximately 84% of the outstanding public warrants and approval of approximately 82% of the outstanding private placement warrants to the amendment to the warrant agreement governing the warrants. The settlement of the exchange offer occurred on October 4, 2022.

Based in Israel, REE Automotive Ltd. is an automotive technology company that allows companies to build any size or shape of electric vehicle on their modular platforms. With complete design freedom, vehicles powered by REE are equipped with the revolutionary REEcorner, which packs critical vehicle components (steering, braking, suspension, powertrain and control) into a single compact module positioned between the chassis and the wheel, enabling REE to build the industry’s flattest EV platforms with more room for passengers, cargo and batteries.

The Davis Polk corporate team included partner Derek Dostal and associates Michael Stromquist and Tomer Magid. The tax team included counsel Leslie J. Altus and associates Benjamin Helfgott and Michael Mirabella. Partner David R. Bauer and associates Joshua Shirley and Edwin P. Paillant provided intellectual property advice. All members of the Davis Polk team are based in the New York office.

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