Qellu = 1C + 1/3W


Prospectus 10/1/20

Trust $10.00 - 379.5 million if over-allotment option in full

24 months

​1W + $11.50. Call 18. And redemption $10-18 follows schedule, $9.20 pipe provision.

next-generation mobility, transportation or sustainable industrial technology sectors

PIMCO   non-managing members of our sponsor  Quell

JP Morgan - Barclays

Our management team (in addition to our director nominees discussed below) is led by Barry Engle, our Chief Executive Officer, and Sam Gabbita, our Chief Financial Officer. The two have significant operational and transactional experience, primarily in the automotive, commercial vehicle and alternative energy industries. Mr. Engle and Mr. Gabbita collaborated extensively during their involvement with Agility Fuel Systems, a Tier 1 supplier of clean fuel solutions for medium- and heavy-duty commercial vehicles. They significantly grew and professionalized the business prior to selling the company to Hexagon Composites. We believe this shared history and their demonstrated success working together provide a strong foundation to deliver results in this latest undertaking. We also believe our management team has complementary skills and experience relevant to our target markets that will foster the development of creative solutions for complex challenges and business opportunities, which we believe represent a clear and sustainable competitive advantage. Supplementing this differentiated experience is management’s vast network of relationships, extending from the leadership of the largest industrial conglomerates and global automotive OEMs to entrepreneurs at early-stage technology ventures across our target markets as well as consultants, private equity and venture capital firms, and more.

Barry Engle serves as our Chief Executive Officer. Mr. Engle has experience in operational, financial and managerial roles within the international automotive sector, as well as growth-oriented companies across various industries. He has spent the past five years serving in senior executive roles at General Motors Company (“GM”). From April 2019 through August 2020, Mr. Engle served as President of GM North America, which is GM’s largest segment with $100+ billion in 2019 revenue. Under his leadership, GM frequently beat Wall Street research analysts’ consensus operating income expectations, including during the unprecedented COVID-19 pandemic. During his tenure, GM also achieved significant retail market share gains in the important full-size pickup segment. In addition to his responsibilities for GM North America, Mr. Engle was Global Head of Chevrolet and served on the board of GM’s China joint venture. Before this, Mr. Engle served as the President of GM International, where he significantly restructured its Asian operations, including driving a rapid turnaround in its Korean business by working with unions, the government and suppliers. Mr. Engle joined GM in September 2015 as President of GM South America, leading the business unit through the region’s economic recession and achieving market leadership in Brazil, the region’s largest market, for 50+ consecutive months while reorganizing the business to improve its profitability. Prior to joining GM, Mr. Engle spent time leading high growth, private equity and venture capital-backed companies, serving as Chief Executive Officer of Agility Fuel Solutions and of European electric vehicle manufacturer Think EV. Before joining Think EV, Mr. Engle spent two years as President and CEO of New Holland Agricultural Equipment in Turin, Italy. Mr. Engle also spent a number of years with Ford Motor Company where he served as President & CEO of Ford Canada, President of Ford Brazil, and led U.S. Marketing for the Ford brand. During his early career with Ford, Mr. Engle also spent time living and working in Mexico and Japan, where he was responsible for Mazda’s global brand strategy. Finally, Mr. Engle has previously led an entrepreneurial endeavor of his own. During the period 1997-2000, he sourced and executed an acquisition, purchasing and operating a retail automotive dealership in the Salt Lake City metro area, Barry Engle Chrysler-Plymouth-Jeep. Mr. Engle holds a BA in Economics, with a minor in Spanish, from Brigham Young University as well as an MBA from The Wharton School at the University of Pennsylvania. Mr. Engle has also served on the National Advisory Council for the Marriott School of Business at Brigham Young University since 2006.
We believe Mr. Engle’s long track-record of success and broad experience leading organizations both large and small around the world, in addition to his network of OEM, commercial vehicle and technology leaders provide us with a differentiated perspective in both sourcing targets and ultimately, creating value in the company we endeavor to acquire.
Sam Gabbita serves as our Chief Financial Officer and has agreed to serve as a director following the completion of this offering. Mr. Gabbita has held a variety of positions across financial and managerial functions within the financial services industry. From January 2020 through September 2020, Mr. Gabbita led OGCI Climate Investments’ (“CI”) San Francisco office. CI is a $1 billion dollar fund that invests in solutions to decarbonize pollutant sectors such as energy, industrials and commercial transportation. Prior to that, from September 2006 to December 2016, Mr. Gabbita served as Managing Director at Element Partners (‘‘Element’’), a sustainability focused private investment fund that managed $850 million of capital and over 25 portfolio companies. He also served as Operating Partner at Element from January 2017 to June 2019. While at Element, he made venture and growth investments in sustainable technology companies in the clean transportation arena, including Agility Fuel Solutions (“Agility”), where he and Mr. Engle worked together on various strategic and value enhancing initiatives. Mr. Gabbita also served as Chairman of the board of directors at Agility after its sale to Hexagon Composites, from March 2018 to December 2019. In addition, he has served on boards of several high growth companies including XL Fleet, Qnergy, Kairos Aerospace, Soleras Advanced Coatings and others. Mr. Gabbita spent the early part of his career working at various financial services firms: at Lazard Freres as an associate focusing on financial restructuring; at Nautic Partners, a private equity firm, as an associate focusing on growth, buyout and venture investments; and at Salomon Brothers, as a financial analyst covering firms in the industrial sector. Mr. Gabbita graduated Magna Cum Laude with a BA in Economics from the University of California at Los Angeles, and earned an MBA from The Wharton School at the University of Pennsylvania.
We see Mr. Gabbita as a complementary addition to the management team with a long track-record and significant experience in a variety of financial and managerial positions and in operating growth companies and executing transactions within large financial institutions.
Kathleen Ligocki, who has agreed to serve as a director following the completion of this offering, is a serial CEO having led four innovative early to growth stage venture capital backed companies (Agility Fuel Solutions, Harvest Power, Next Autoworks, GS Motors) and one Fortune 1000 public company (Tower Automotive). Ms. Ligocki also served as an Operating Partner at Kleiner Perkins Caufield & Byers, one of Silicon Valley’s top venture capital providers, working with the firm’s sustainable industrial technology ventures on strategic challenges, scaling operations and commercialization. She brings 40 years of experience including Ford, United Technologies and GM where she led operations in the Americas, Europe, Africa, Middle East, Russia, India and China. Ms. Ligocki currently serves as an Independent Director on three public boards (Lear Corporation, PPG, and Carpenter Technology) one private board (Farmers Business Network) and the Indiana University Foundation. Ms. Ligocki earned a BA with highest distinction from Indiana University Kokomo and holds an MBA from The Wharton School at the University of Pennsylvania where she was a GM Fellow. She has also been awarded honorary doctorate degrees from Indiana University Kokomo and Central Michigan University
Joseph Walker, who has agreed to serve as a director following the completion of this offering, was an investment banker and a Vice Chairman and Managing Director with JP Morgan Chase & Co. (“JP Morgan”) before his