Northern Genesis Acquisition Corp.
NGA · NYSE
NO ACTION REQUIRED
Nothing left to do
The purchase completed and the shares became shares in the company it bought. There is no deadline left to miss.
Cash at settlement
No cash-per-share figure was filed for this vehicle before it finished.
Last close
Daily close
No price history on file yet — daily closes accumulate from the market data feed.
Trust settled · There is no line to draw here. This vehicle has finished: the cash was paid back or spent closing the deal, so the last filed figure describes an account that no longer exists and would be a floor under nothing.
SpacBrain’s read
Trust settled
The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
In plain terms
- What it is
- A SPAC from Northern Genesis Sponsor LLC, listed on NYSE in August 2020.
- What it's doing now
- It agreed to buy The Lion Electric Company, an electric vehicle manufacturing company. That purchase completed, and it stopped being a SPAC — the shares became shares in the business it bought.
- What you should know
- This SPAC has finished. The purchase completed, and the shares became shares in the company it bought — anyone who wanted the cash instead asked for it at the vote, so there is no cash left here to claim and no deadline left to miss.
At a glance
- Where it stands
- Closed (deSPAC)
- The business it bought
- The Lion Electric Company
- Industry
- Consumer Discretionary — electric vehicle manufacturing
- Deal value
- not stated in the filings we hold
- Price vs cash at settlement
- no live price on file
- Cash in trust when it settled
- not yet extracted into a snapshot — the filings below may state it
- the last trust total filed while this was still a SPAC — the account has since been paid out or used to close the deal
- IPO
- 18 August 2020
- size not on file · 100.0% of each $10 unit into trust
- Headquarters
- 4801 MAIN STREET, KANSAS CITY, MO, 64112
- registered in Delaware
- Lead underwriter
- not extracted from the prospectus yet
- Key officers
- Hoffman Michael B (President) · Robertson Ian (Director) · Sparkes Brad (Director)
- Listed securities
- NGA common
This vehicle has finished, so there is no window to file a cash-per-share figure for and none will follow. No estimate is shown in its place.
Nothing dated is on file. That is an absence in the record, not a statement that nothing is coming.
Yield to redemption
Nothing left to redeem — no yield to compute.
This SPAC has finished — its trust was paid back or used to close the deal, so there is nothing left to redeem and no yield to compute. A yield to redemption is a claim that you can hand these shares back for the trust cash. That account is closed, so this page will not print a number here.
What happened to the cash
The reasoning behind the verdict above, in the order the filings establish it.
- The deal closed — SPAC shares became the target's shares, so there is no trust left to redeem (nobody missed a window; holders who wanted cash elected it at the vote).
What has happened, and what is coming
1 dated milestoneEvery dated step from the day it listed to the next date you may have to act on. Where you have to do something, the day your broker needs the instruction is marked too.
- 18 August 2020IPOpassed
IPO size not on file
The deal
terms as filedWhat it is buying, on what terms, and how much of the combined company new shares take from you.
- closedConsumer DiscretionarySEC primary
What The Lion Electric Company does — read from thelionelectric.com on 26 August 2026
The Lion Electric Company manufactures all-electric Type C and Type D school buses and provides EV services including energy consulting, charging solutions, grant monitoring, writing and maximization, technical support, vehicle assistance, and parts.
Electric VehiclesSchool TransportationFleet Services
The score
deterministic, from filed fieldsNGA is not in the scored universe, so no score is shown. A withheld score is a fact about the record, not a verdict about the company.
The score is only published for names that carry both a price and a filed cash-per-share figure — 295 of the tracked fleet today. The rest keep an empty dial rather than a modelled one, and fill in by themselves as the fields land.
The company
from SEC filingsRead the full profile
Northern Genesis Acquisition Corp. (NGA) was a blank-check company whose common stock was listed on the New York Stock Exchange under the ticker NGA. The company priced its initial public offering on August 18, 2020, as reflected in its 424B prospectus. On May 6, 2021, the ticker NGA appeared on the cover page of an 8-K filing, and the following day, May 7, 2021, a Form 25 was filed under 17 CFR 240.12d2-2(a)(3), indicating that the securities had come to evidence other securities in substitution therefor. The vehicle is closed, having completed a business combination and no longer filing with the SEC.
Material findings
from the full read of every filingEvery document this company files gets read whole — body and exhibits. These are the ones the read flagged as material, newest first, each citing its filing.
A second proposal is a Corrective Amendment to Article Sixth of NGA's certificate of incorporation, needed to permit NGA to issue warrants over up to 3,000,000 shares to Northern Genesis Sponsor, LLC immediately before the effective time to fund transaction expenses and working capital — so the sponsor is granted new securities in the same vote that approves the deal. Listing is not settled: Lion has applied to the NYSE and the TSX, neither has conditionally approved, and NGA's own securities are delisted from the NYSE at closing.
A deal is signed: the merger with Lion Electric, in which each share converts into one Lion Electric common share after a 4.1289 share split. Working capital is negative once the $1.09 million of accruals is set against $770,054 of current assets, which for a shell with a live transaction usually means deal costs are being accrued faster than cash. No going-concern language appears, and the outside deadline is a distant August 20, 2022. Trust is a bare $10.00 per public share with almost no interest accretion.
The sponsor is already a creditor for $510,914 within two months of the IPO, which is a third of the cash held outside the trust. Trust income of $32,984 was partly offset by an $8,375 unrealised loss, so the trust is not funding anything. The redeemable block is 30,445,790 of the 31,945,344 public shares - the balance is held in permanent equity to hold the $5,000,001 net-tangible-asset floor, which is the normal pre-2021 presentation and not a finding. Figures are as of September 30, 2020.
Sets the shell's size and warrant structure — one-half warrant per unit, non-redeemable and cashless-exercisable private warrants held by the sponsor. The filing states that following the over-allotment closing an aggregate of $319,453,440 will be placed in trust; that is the company's own forward statement about a sale expected on August 27, 2020, not a completed deposit as of this report.
The trust has two service providers, not one - Continental as trustee and Morgan Stanley as investment manager - so the party holding the cash and the party investing it are different, which matters for how trust income accrues. The $18.00 call test is explicitly adjustable both for ordinary corporate actions AND for certain issuances of common stock and equity-linked securities, resetting to 180% of the higher of the Market Value and the Newly Issued Price, so the trigger is a formula rather than the constant a term table would hold.
Filings
live EDGAR feedEverything this company has filed with the SEC recently, newest first, each with a plain summary of what changed and why it matters.
Show the other 10 filings
The sponsor
The people who set this company up, what they have done before, and the advisers around the deal.
Northern Genesis Sponsor LLCnamed as sponsor in this SPAC’s filings — but with no researched track record behind it yet.
A missing score, not a score of zero — why
A Sponsor Score is only published once the sponsor’s prior vehicles have been verified on EDGAR and their post-close outcomes priced. That record does not exist for this sponsor yet, so no number and no tier is shown. That is a missing score, not a score of zero — and not a neutral 50 either.
Coverage so far: 301 of 1280 tracked SPACs (24%) are attached to a scored sponsor. This card fills in by itself as the research lands.
The record
The reference detail — how the shares were structured at listing, how thinly they trade, and where the company is registered.
Show the reference detail
Unit structure
Unit: U = S + W/2 · 100.0% of the $10 unit
from 424B4 0001213900-20-022599
Trading & liquidity
Company profile
Directors & officers
- Hoffman Michael BPresident
- Robertson IanDirector
- Sparkes BradDirector
- Schaefer Robert IanDirector
- Manget KennethChief Financial Officer
- Dalglish PaulDirector
Institutional holders
from SC 13G/13DFunds that have declared a stake above 5%. Heavy ownership by arbitrage funds usually means heavy cash-outs at the next vote.
Show the declared stakes
3 filers with a stake on file · 0 re-affirmed in the last 12 months. A stake with no amendment since is the filer’s last word on it, not proof it is still held — and percentages filed in different years are percentages of different floats, because this vehicle’s share count collapses at every redemption.
- Magnetar Financial LLCwith 2 other reporting persons on the same schedule6.4% · SC 13GFeb 12, 2021 stale
- Alberta Investment Management Corp3.6% · SC 13G/AFeb 16, 2021 stale
- ADAGE CAPITAL PARTNERS GP, L.L.C.with 2 other reporting persons on the same schedule1.6% · SC 13G/AFeb 11, 2021 stale
One line per filer, not per reporting person: a joint schedule names the management company, its funds and often the individual who controls them, and all of them report the same shares. Click a name for that filer’s whole footprint across every SPAC it has declared a stake in.
Sources on file
harvested pages, kept in fullEvery public page we have read about this company, stored in full so a source can never go missing.
Show the sources
36 full SEC filing texts archived — searchable, never lost.
- Vault note — NGA (Northern Genesis Acquisition Corp.)
vault-note · /vault/tickers/NGA
- Vault deal note — The Lion Electric Company (NGA)
vault-note · /vault/deals/the-lion-electric-company
- Lion Electric Company - Wikipedia
news · en.wikipedia.org
- Home - Lion Electric
company-site · thelionelectric.com
In plain English
tap a term to open itEvery piece of jargon this page could have used, and what it actually means.
Open the plain-English guide
No floor / floorlessthe cash guarantee is gone — the price is unprotected
A SPAC's downside protection is not the cash in trust; it is your right to demand that cash. Once the redemption window closes, the cash stays with the company and the share can trade anywhere.
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Broker action datethe day your broker needs the instruction — earlier than the official date
Brokers batch redemption instructions to the transfer agent, so the practical cutoff is roughly two business days before the published deadline. This is the date that actually costs people the floor.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Trust discountbuying below the cash held for you
Only meaningful while a redemption right exists. On a floorless name the same arithmetic is not a discount, it is the market pricing distress, and this product will not call it a yield.
Dilutionhow much of the company new shares take from you
Sponsor promote, PIPE shares, warrants and rights all issue stock that did not pay $10 for it. The headline deal value is before that; the effective value is after.
Pro-forma equitywhat the company is valued at once the deal closes
The combined company's equity value assuming the announced terms and the redemptions that have actually happened.
ARShow much upside you get per unit of downside
SpacBrain's asymmetric-return score. It is deterministic — the same inputs always produce the same number — and it is capped, not zeroed, when the floor is gone.
De-SPACthe day the SPAC becomes the real company
The shares stop being a claim on a pot of cash and start being equity in an operating business. Roughly 80% of recent de-SPACs traded below $10 within a year.
Outside datethe contractual long-stop for closing the deal
A deadline between the SPAC and its target, not between the SPAC and you. It confers no right to cash, which is exactly why it must never be counted as a redemption window.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.
Accreted NAV (estimate)the last filed cash figure, plus the interest it should have earned since
A model, not a filing: last filed value compounded at the 3-month T-bill for the days elapsed. Always shown in italic with the word estimate, and never printed beside a filed number without it.
Ask the brain
from its filingsData provenance & audit trail5 internal entries
Written by SpacBrain’s data agents whenever a figure is captured, corrected or flagged, and kept verbatim so every number on this page can be traced back to the filing that states it. This is a running log, not the current record: an early entry may be superseded by a later correction — the panels above always hold the current values.
admitted from the HISTORICAL census (EDGAR's SIC 6770 registrant list, walked in full: 3,325 registrants, 1,167 of which ever priced an IPO). The live discovery job cannot reach this registrant — it reads the filing tape, and this one stopped filing. Admission rule: src/lib/universe-admit.ts. SIC 6770 (Blank Checks); 424B 0001213900-20-022599 priced 2020-08-18; common ticker NGA off 8-K 0001213900-21-024936 (2021-05-06); lifecycle EXITED. Ending PROVEN, not inferred: CLOSED per Form 25 0000876661-21-000686 (2021-05-07) — Form 25 filed under 17 CFR 240.12d2-2(a)(3) — the rule for securities that "have come to evidence other securities in substitution therefor", i.e. the shares became the successor's (class: Redeemable Warrants, each warrant exercisable for shares of common stock at an exercise price of $11.50 per share). ipoSizeM and deadline left NULL: gross-proceeds prose conflates the over-allotment with the offering, and a charter deadline belonging to a vehicle that has ended is a date nobody can act on. ipoDate is the 424B pricing date.
sponsor "Northern Genesis Sponsor LLC" sourced from prospectus definition (10-K/A) acc 0001213900-21-024252.
[CLOSED-2.01] SEC accession 0001213900-21-024936 (Form 8-K, item 2.01 Completion of Acquisition or Disposition of Assets); the cover's date of earliest event reported is 2021-05-06. That is the SEC's own date for this report and NOT necessarily the closing day — an 8-K may cover several events, and where the two differ the closing date is in the quoted sentence below. Target read STRUCTURALLY from the merger agreement's party list — the party that is neither the registrant (identified by the filing's own cover page) nor a merger sub (identified by the clause making it a subsidiary of another party) nor an accommodation party (identified by a "solely for purposes of" joinder), and it was the only one left. The sentence it was read from: "(" NGA ") with the Securities and Exchange Commission (the " SEC ") on November 30, 2020, NGA entered into a Business Combination Agreement and Plan of Reorganization (the " Business Combination Agreement ") with The Lion Electric Company, a corporation existing under the Business Corporations Act (Qu bec) (" Lion Electric "), and Lion Electric Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of Lion Electric (" Merger Sub " and together with NGA and Lion Electric, the " Parties ")." No deal value is set — an item-2.01 heading is not a figure. No date column is set: Deal has announcedAt, voteDate and expectedCloseAt and nowhere to record an actual close, so the SEC's date is kept here until that column exists.
entity created from the filed target name; no About paragraph on file, so every other field awaits a sourced read
OTHER -> BATTERY, on 8-K 0001213900-21-022894: "The Business Combination Agreement and Plan of Reorganization, dated as of November 30, 2020 (the “Business Combination Agreement”), among the Compa"