Ouster to Combine With Colonnade Acquisition

Ouster, a Leading Provider of High-Performance Digital Lidar Sensors, to Combine With Colonnade Acquisition Corp. to Accelerate Digital Lidar Adoption in Industrial, Smart Infrastructure, Robotics, and Automotive Markets

Ouster’s disruptive digital technology delivers superior lidar capability to the industrial, infrastructure, automotive, and robotics industries

Transaction proceeds to be used to support acceleration of product roadmap, increase in software development investment, and build-out of Ouster’s worldwide sales and marketing efforts

Transaction expected to provide up to $300 million in gross proceeds, comprised of Colonnade Acquisition Corp.’s $200 million of cash held in trust (assuming no redemptions) and a $100 million fully committed common stock PIPE at $10.00 per share, including from Ouster’s existing investors, Cox Enterprises, Fontinalis Partners, and WWJr Enterprises.

Pro forma implied enterprise value of ~$1.6 billion and fully diluted pro forma equity value of ~$1.9 billion

Ouster shareholders will roll 100% of their equity holdings into the combined company

December 22, 2020 07:00 AM Eastern Standard Time

SAN FRANCISCO & WEST PALM BEACH, Florida–(BUSINESS WIRE)–Ouster, Inc. (“Ouster”) a leading provider of high-resolution digital lidar sensors for the industrial automation, smart infrastructure, robotics, and automotive industries, and Colonnade Acquisition Corp. (NYSE: CLA) (“Colonnade”), a special purpose acquisition company, today announced their entry into a definitive merger agreement (the “Merger Agreement”). Upon closing of the business combination, the combined company will operate as Ouster, Inc., and is expected to remain listed on the NYSE under the ticker symbol “OUST”.

The capital from the business combination, combined with Colonnade’s expertise, is expected to be used to advance the development and manufacturing of Ouster’s high-performance digital lidar sensors to accelerate digital lidar’s adoption and rapid scale across key end markets. Ouster’s substantial customer base, proven track record across several industry use cases, and established manufacturing footprint and supply chain position the company for rapid expansion.

Ouster Co-Founder and Chief Executive Officer Angus Pacala said, “Ouster is powering the vision for an autonomous future where lidar-powered solutions are ubiquitous and built into every part of the industrial economy. We have established a strong business with a disruptive digital lidar technology, a diversified customer base, and global manufacturing and supply chain capabilities that are scaling toward high volume production. We believe the combination with Colonnade will enable us to further accelerate the adoption of our proven technology across multiple end markets and realize a safer, smarter, more efficient future.”

Colonnade Chief Executive Officer Remy W. Trafelet said, “We are excited to partner with Ouster to drive the next phase of its growth. As an innovation-driven lidar company, Ouster is led by an experienced management team with deep technical knowledge and strong business momentum. Since inventing their digital lidar in 2015, Ouster has revolutionized lidar technology, creating a digital solution that we believe is capable of disrupting the existing analog solutions in the market. Ouster is well-positioned for significant growth opportunities given its proven business model, flexible suite of products, and rapidly expanding target markets. We expect that the combination will allow us to drive significant value creation by participating in such a dynamic and high-demand sector.”

Simple is Elegant. Digital is Powerful.

Ouster is a leading provider of high-resolution digital lidar sensors that give advanced 3D vision to robots, vehicles, and fixed infrastructure assets, allowing each to understand and visualize the surrounding world, and enabling safe autonomy. With its patented digital lidar technology, Ouster designs and manufactures sensors that it believes are the highest performing, lowest cost lidar solution available today across each of its four target markets: 1) industrial automation; 2) smart infrastructure; 3) robotics; and 4) automotive.

Angus Pacala and Mark Frichtl founded Ouster with a vision that, with the right combination of lower prices and higher performance, lidar would become ubiquitous and make the world smarter, safer, and more efficient, like other sensor technologies before it. This vision required rethinking the architecture behind high-performance lidar with an explicit focus on manufacturability and affordability. Their work resulted in the invention of Ouster’s high-performance digital lidar, based on custom-designed semiconductors and optical innovations, which they brought to market in 2018.

Ouster’s digital lidar now allows for low-cost customization that enables broad industry applications while maintaining a streamlined manufacturing process designed for scalability. With over 75 combinations of range, field of view, and resolution configurations, Ouster has one of the most complete lineups of lidar sensors on the market today. Its sensors are currently used by hundreds of customers globally, providing vision to autonomous vehicles and robots in applications ranging from mining and construction to cars and trucks, to smart city infrastructure.

Transaction Overview

The business combination values Ouster at an approximately $1.6 billion pro forma post-money enterprise value at a share price of $10.00, assuming no redemptions by Colonnade shareholders and no purchase price adjustments. All current Ouster stockholders will roll the entirety of their existing equity holdings into the combined company. The $100 million fully committed common stock PIPE includes investments from existing investors, Cox Enterprises, Fontinalis Partners, and WWJr Enterprises. The boards of directors of both Ouster and Colonnade have unanimously approved the proposed business combination, which is expected to be completed in the first half of 2021, subject to, among other things, the approval by Colonnade’s shareholders and Ouster’s shareholders, satisfaction of the minimum cash condition, which is equal to the $100 million committed common stock PIPE investment at $10.00 per share obtained in connection with the entry into the Merger Agreement, and certain other customary closing conditions stated in the Merger Agreement.

Following completion of the business combination, Ouster will retain its experienced management team. Co-Founder Angus Pacala will continue to serve as CEO, co-founder Mark Frichtl will continue as CTO, and Anna Brunelle will continue to serve as CFO. Remy Trafelet will join the Ouster board of directors upon closing of the business combination.

Additional information about the proposed business combination, including a copy of the Merger Agreement and an investor presentation, will be provided in a Current Report on Form 8-K to be filed by Colonnade with the U.S. Securities and Exchange Commission (the “SEC’) and will be available on the Ouster investor relations page at www.ouster.com/investors and at www.sec.gov.

Advisors

Citi is serving as financial advisor and Latham & Watkins LLP is serving as legal advisor to Ouster. Barclays and BTIG, LLC are serving as Financial and Capital Markets Advisors to Colonnade, White & Case LLP is serving as Legal Advisor, and Barclays and BTIG, LLC also acted as placement agents to Colonnade in connection with the PIPE offering.

Conference Call Information

Colonnade Acquisition Corp. and Ouster will host a pre-recorded joint investor conference call to discuss the proposed business combination Tuesday, December 22, 2020 at 8:30 am EST.

To access the call please dial (888) 753-4238 from the United States, or (574) 941-1785 from outside the U.S. The conference call I.D. number is 6732749. Participants should dial in 5 to 10 minutes before the scheduled time.

The live call and replay will also be available as a webcast, which can be accessed at Ouster’s Investor site at https://ouster.com/company/investors.

 

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