NewHold Investment Corp. Announces Registration Assertion on Type S-4

NEW YORK–(Business WIRE)–NewHold Expenditure Corp. (“NewHold”) (NASDAQ: NHIC), a distinctive reason acquisition firm (“SPAC”), introduced nowadays that it has filed with the U.S. Securities and Exchange Fee (“SEC”) a registration statement on Sort S-4 (the “Registration Statement”), which involves a preliminary proxy assertion/prospectus, in connection with its not long ago-announced proposed enterprise combination with Evolv Technological know-how (“Evolv”), the chief in AI touchless stability screening. The Registration Assertion involves audited financials for the comprehensive a long time 2019 & 2020, with a financial year conclude of December 31.

On March 8, 2021, NewHold announced they have entered into a definitive agreement for a small business blend that will consequence in Evolv getting a publicly traded firm. NewHold’s frequent stock is at the moment traded on the NASDAQ less than the image “NHIC.” In relationship with the closing of the transaction, NewHold intends to modify its name to Evolv Technologies Holdings, Inc. and will stay shown on the NASDAQ exchange below the new image “EVLV.” The closing of the transaction, which is envisioned in the second quarter of 2021, is topic to customary closing problems including SEC assessment and the acceptance of shareholders from both equally entities.

A connection to the submitting is available less than the “SEC Filings” segment of the NHIC site at https://nhicspac.com/. The submitting can also be considered on the SEC’s website at www.sec.gov.

About Evolv Technological know-how

Evolv Technological innovation is the world’s leading service provider of AI touchless safety screening methods that greatly enhance basic safety with out sacrificing the visitor, scholar and personnel practical experience. Developed on top rated of its Evolv Cortex AI^™ computer software system, the organization gives an array of AI touchless screening systems for weapons detection, identification verification and health-relevant threats.

Led by a workforce of security marketplace leaders with a keep track of report for delivering first-to-current market goods, Evolv’s buyers include Invoice Gates, Florida Governor Jeb Bush’s agency, Finback Expense Partners, DCVC, Basic Catalyst Companions, Lux Cash, SineWave Ventures, Motorola Solutions and STANLEY Ventures. The company’s partners include Motorola Answers, STANLEY Security and Johnson Controls. Evolv Express® has earned business accolades these types of as the 2020 Edison Awards™, two Campus Protection 2020 Finest Awards, Campus Safety & Life Security magazine’s Safe Campus 2020 Awards and Very best Locations to Perform by Inc. Journal and Designed in Boston.

Evolv Know-how, Evolv Express®, Evolv TempCheck, and Evolv Cortex AI™ are registered logos or trademarks of Evolv Systems, Inc. in the United States and other jurisdictions.

For much more info, stop by https://evolvtechnology.com.

About NewHold Expenditure Corp.

NewHold Expenditure Corp. is a blank check out organization fashioned in 2020 for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock acquire, reorganization or equivalent small business mixture with a single or extra organizations. Though the Enterprise may perhaps go after a small business mixture focus on in any business enterprise or business, it focuses on pinpointing firms in the industrial technologies sector. For a lot more information pay a visit to https://nhicspac.com.

Ahead-Looking Statements

This document has sure forward-seeking statements within the indicating of the federal securities legal guidelines with respect to the proposed transaction among NewHold Expense Corp. (“NewHold”) and Evolv Systems, Inc. (“Evolv”). These ahead-hunting statements commonly are determined by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will proceed,” “will possible outcome,” and similar expressions. Forward-searching statements are predictions, projections and other statements about future situations that are dependent on present-day anticipations and assumptions and, as a final result, are matter to dangers and uncertainties. Quite a few components could cause precise long term activities to vary materially from the forward-on the lookout statements in this doc, like but not minimal to: (i) the risk that the transaction may well not be completed in a timely manner or at all, which may possibly adversely have an impact on the value of NewHold’s securities, (ii) the failure to satisfy the problems to the consummation of the transaction, together with the adoption of the Arrangement and Program of Merger, dated as of March 5, 2021 (the “Merger Agreement”), by and amid NewHold, Evolv and NHIC Merger Sub Inc., a Delaware company and a direct wholly owned subsidiary of NewHold, by the stockholders of NewHold, the satisfaction of the minimum believe in account total next redemptions by NewHold’s public stockholders and the receipt of specific governmental and regulatory approvals, (iii) the deficiency of a 3rd bash valuation in pinpointing whether or not or not to pursue the transaction, (iv) the incapability to full the PIPE expenditure in relationship with the transaction, (v) the incidence of any celebration, alter or other circumstance that could give rise to the termination of the Merger Arrangement, (vi) the impact of the announcement or pendency of the transaction on Evolv Aviation’s enterprise relationships, running success and organization generally, (vii) hazards that the proposed transaction disrupts existing options and functions of Evolv and potential challenges in Evolv personnel retention as a final result of the transaction, (viii) the consequence of any authorized proceedings that may well be instituted from Evolv or in opposition to NewHold similar to the Merger Agreement or the transaction, (ix) the skill to maintain the listing of NewHold’s securities on a countrywide securities trade, (x) the price of NewHold’s securities may possibly be unstable due to a variety of things, like alterations in the aggressive and highly controlled industries in which NewHold plans to work or Evolv operates, versions in running effectiveness across rivals, alterations in rules and restrictions impacting NewHold’s or Evolv’s small business and variations in the mixed funds construction, (xi) the potential to implement business options, forecasts, and other anticipations following the completion of the transaction, and discover and realize added chances, and (xii) the risk of downturns and a altering regulatory landscape in Evolv’s highly competitive business. The foregoing list of elements is not exhaustive. You should carefully look at the foregoing things and the other dangers and uncertainties described in the “Risk Factors” part of NewHold’s registration on Type S-1 (File No. 333-239822), the registration statement on Sort S-4 reviewed earlier mentioned and other documents submitted by NewHold from time to time with the SEC. These filings establish and deal with other essential dangers and uncertainties that could result in precise gatherings and results to vary materially from people contained in the ahead-searching statements. Ahead-hunting statements discuss only as of the day they are built. Readers are cautioned not to put undue reliance on ahead-hunting statements, and except as essential by law NewHold and Evolv assume no obligation and do not intend to update or revise these ahead-wanting statements, whether as a consequence of new facts, upcoming activities, or in any other case. Neither NewHold nor Evolv provides any assurance that possibly NewHold or Evolv or the combined organization will obtain its expectations.

Any monetary projections in this conversation are ahead-looking statements that are based on assumptions that are inherently issue to sizeable uncertainties and contingencies, a lot of of which are over and above NewHold’s and Evolv’s command. Although all projections are essentially speculative, NewHold and Evolv imagine that the preparation of prospective economic details requires significantly higher stages of uncertainty the further out the projection extends from the date of preparation. The assumptions and estimates underlying the projected benefits are inherently uncertain and are subject matter to a broad wide variety of significant small business, financial and competitive risks and uncertainties that could lead to actual benefits to vary materially from those people contained in the projections. The inclusion of projections in this conversation really should not be regarded as an indicator that NewHold and Evolv, or their reps, considered or take into consideration the projections to be a responsible prediction of long run activities.

Critical Facts for Investors and Stockholders

This document relates to a proposed transaction in between NewHold and Evolv. This document does not represent an supply to offer or exchange, or the solicitation of an provide to obtain or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which this kind of supply, sale or trade would be unlawful prior to registration or qualification underneath the securities guidelines of any this kind of jurisdiction. NewHold has filed a preliminary registration statement on Variety S-4 with the SEC, which includes a document that serves as a prospectus and proxy assertion of NewHold, referred to as a proxy assertion/prospectus. When last, a proxy assertion/prospectus will be despatched to all NewHold stockholders. NewHold also will file other documents regarding the proposed transaction with the SEC. Prior to creating any voting choice, investors and safety holders of NewHold are urged to browse the registration statement, the proxy assertion/prospectus and all other applicable documents filed or that will be submitted with the SEC in relationship with the proposed transaction as they grow to be obtainable for the reason that they will incorporate crucial data about the proposed transaction.

Buyers and security holders will be ready to attain totally free copies of the registration statement, the proxy statement/prospectus and all other applicable documents submitted or that will be submitted with the SEC by NewHold via the internet site preserved by the SEC at www.sec.gov. Alternatively, these paperwork, when readily available, can be received no cost of charge from NewHold upon prepared ask for to NewHold Investment Corp., c/o NewHold Enterprises, LLC, 52 Vanderbilt Avenue, Suite 2005, New York, New York 10017, Attn: Charlie Baynes-Reid, or by calling (212) 653-0153, or by e-mail at [email protected].

Members in the Solicitation

NewHold and Evolv and their respective directors and govt officers may perhaps be deemed to be members in the solicitation of proxies from NewHold’s stockholders in relationship with the proposed transaction. A checklist of the names of the directors and government officers of NewHold and information with regards to their pursuits in the business enterprise combination will be contained in the proxy assertion/prospectus. You may obtain free copies of these files as described in the preceding paragraph.

This interaction does not constitute an offer to sell or the solicitation of an offer to acquire any securities or a solicitation of any vote or acceptance, nor shall there be any sale of any securities in any point out or jurisdiction in which this sort of offer you, solicitation, or sale would be unlawful prior to registration or qualification below the securities legislation of these other jurisdiction.