Wallbox to go public via merger with Kensington-backed SPAC

Wallbox, a provider of electric vehicle charging solutions, has agreed to go public via a merger with Kensington Capital Acquisition Corp, a blank check company backed by Kensington Capital Partners.

Wallbox, a provider of electric vehicle charging solutions, has agreed to go public via a merger with Kensington Capital Acquisition Corp, a blank check company backed by Kensington Capital Partners. When the deal closes, the newly combined company will operate as Wallbox and trade on the New York Stock Exchange under the ticker symbol “WBX.” The transaction puts Wallbox at a $1.5 billion valuation.

PRESS RELEASE

BARCELONA, Spain and WESTBURY, N.Y., June 9, 2021 /PRNewswire/ — Wall Box Chargers SL (“Wallbox”), a leading provider of electric vehicle (EV) charging solutions, and Kensington Capital Acquisition Corp. II (“Kensington”), a special purpose acquisition company, today announced a definitive agreement for a business combination that would result in Wallbox becoming a publicly listed company. Upon closing of the transaction, the combined company will be named Wallbox and listed on the NYSE and trade under the new ticker symbol “WBX”.

Founded in 2015, Wallbox creates smart charging and energy management solutions that combine innovative technology with outstanding design, facilitating the adoption of electric vehicles today to make more sustainable use of energy tomorrow.

Wallbox designs, manufactures and distributes EV charging solutions for residential, semi-public and public use, and its products are sold in 67 countries. Its smart charging product lineup includes Level 2 AC chargers (“Pulsar Plus”, “Commander 2” and “Copper SB”) for home and business applications, and DC fast chargers (“Supernova”) for public applications. The company also offers the world’s first bidirectional DC charger for the home (“Quasar”), which allows users to both charge their electric vehicle and use the energy from the car’s battery to power their home, business or send it back to the grid. Powering all these devices is the company’s proprietary residential and business software (“myWallbox”) that can be used for real-time charger management, fleet and energy management.

Wallbox’s largest institutional investor, Iberdrola, recently announced the acquisition of the first 1,000 Wallbox Supernova fast chargers as part of its five-year sustainable mobility plan to deploy more than 150,000 chargers in homes, businesses and public road networks.

Wallbox has nine offices across three continents and has sold over 100,000 units since its founding in 2015. Through its vertically integrated model, the company keeps development cycles short, enabling an accelerated time to market. Its products are currently manufactured in Spain and China, with plans to add a U.S. manufacturing facility in 2022.

Enric Asunción, Co-Founder and Chief Executive Officer of Wallbox, commented, “Today marks a big step in the evolution of our global company. Mass market adoption of electric vehicles is here, and with this comes a need for significant expansion of charging infrastructure, starting at the home. At Wallbox, we believe that ubiquitous access to affordable, efficient, and optimized EV charging is a critical part of the transition to electric vehicles. This transaction with Kensington will allow us to significantly increase our product development and manufacturing capacity as we expand sales globally to enhance the global transition to EVs.”

Justin Mirro, Chairman and Chief Executive Officer of Kensington, added, “We are incredibly excited to announce our business combination with Wallbox and to provide the company with significant capital and automotive industry experience to accelerate its global business plan. Our commitment to sustainable technologies and partnering with industry leaders is steadfast, and we are impressed with Enric’s vision of creating world-class products that make EV charging and energy management easier and more cost-efficient.”

Transaction Overview
The business combination values Wallbox at an implied $1.5 billion pro forma enterprise value. The boards of directors of both Kensington and Wallbox have approved the proposed transaction, which is expected to be completed in the third quarter of 2021, subject to, among other things, the approval by Kensington’s stockholders and satisfaction or waiver of other conditions stated in the definitive documentation.

The transaction will result in proceeds of approximately $330 million to Wallbox, including a $100 million fully committed PIPE, anchored by Janus Henderson Investors, Luxor Capital, Cathay Innovation and Kensington Capital Partners.

Additional information about the proposed transaction, including a copy of the merger agreement and investor presentation, will be provided in a Current Report on Form 8-K to be filed by Kensington with the Securities and Exchange Commission and available at https://www.sec.gov/.

Advisors
Hughes Hubbard & Reed LLP, Cuatrecasas, Gonçalves Pereira, S.L.P. and Houthoff are serving as legal advisors and UBS Investment Bank is serving as financial advisor to Kensington. UBS and Barclays are serving as joint placement agents on the PIPE offering. Barclays and Drake Star Partners are serving as M&A advisors to Wallbox. Latham & Watkins LLP and Loyens & Loeff are serving as legal advisors and KPMG and BDO are serving as auditors to Wallbox.

Investor Conference Call Information
Wallbox and Kensington will host a joint investor conference call at 8:30 AM ET today, June 9, 2021, to discuss the proposed transaction. To listen to the prepared remarks via telephone dial 1-877-407-9716 (U.S.) or 1-201-493-6779 (International) and an operator will assist you. A telephone replay will be available at 1-844-512-2921 (U.S.) or 1-412-317-6671 (International), passcode: 13720335 through Wednesday, June 23, 2021 at 11:59 PM ET.

A transcript of this conference call can also be found on Wallbox’s Investor page and will be filed by Kensington with the SEC.

About Wallbox
Wallbox is a global company, dedicated to changing the way the world uses energy in the electric vehicle industry. Wallbox creates smart charging systems that combine innovative technology with outstanding design and manage the communication between vehicle, grid, building and charger. Wallbox offers a complete portfolio of charging and energy management solutions for residential, semi-public and public use in more than 60 countries.

Founded in 2015, with headquarters in Barcelona, Wallbox’s mission is to facilitate the adoption of electric vehicles today to make more sustainable use of energy tomorrow. The company employs over 500 people in Europe, Asia, and the Americas.
For additional information, please visit www.wallbox.com.

About Kensington
Kensington Capital Acquisition Corp. II (NYSE: KCAC) is a special purpose acquisition company formed for the purpose of effecting a merger, stock purchase or similar business combination with a business in the automotive and automotive-related sector. The company is sponsored by Kensington Capital Partners (“KCP”) and the management team of Justin Mirro, Bob Remenar, Simon Boag and Dan Huber. The company is also supported by a board of independent directors including Tom LaSorda, Nicole Nason, Anders Pettersson, Mitch Quain, Don Runkle and Matt Simoncini. The Kensington team has completed over 70 automotive transactions and has over 300 years of combined experience leading some of the largest automotive companies in the world.

For additional information, please visit www.autospac.com.