NEW YORK and DUBAI, UAE, Aug. 19,
2021 /PRNewswire/ -- Swvl Inc. ("Swvl" or the "Company"), a
Dubai-based provider of
transformative mass transit and shared mobility solutions, today
announced a definitive agreement to acquire a controlling interest
in Shotl, a mass transit platform that partners with municipalities
and corporations to provide on-demand bus and van services across
Europe, LATAM and APAC –
optimizing public transport systems and decreasing dependence on
costly private options. Central to both companies' missions is the
belief that providing accessible and equitable mobility solutions
is a gateway to social and economic empowerment through access to
better jobs, healthcare and education.
With a presence across 22 cities in 10 countries including
Brazil, Japan and pan-European footprint1,
over 350,000 bookings to date, more than 10% market share in
Europe and rapid adoption, Shotl
is solving challenges posed by transportation voids in suburbs,
cities and campuses with an on-demand platform that is simple to
use, flexible, and sustainable. Shotl partners with governments,
municipalities and companies to reach populations living or working
in low-density areas that are largely underserved by existing mass
transit and ride sharing options, including senior citizens, and
people with reduced mobility, who often lack equitable access to
transportation. Shotl will now be able to leverage Swvl's
proprietary technologies to further optimize routes and maximize
vehicle load, all the while reducing traffic congestion.
"Our two companies share the view that there is an urgent need
to transform traditional public transportation to make it more
accessible, convenient and sustainable," said Mostafa Kandil, Swvl Founder and CEO.
"Shotl's vision for the future of mobility, with an emphasis on
electrification, the reduction of congestion and emissions, and
affordability – is exactly what Swvl has already achieved in ten
emerging market megacities and the reinvented model for public
transit systems across the world. With Shotl's strategic
relationships, rapidly growing user base and deep knowledge of its
market landscapes, Swvl is meaningfully expanding its core markets,
in line with our publicly stated growth objectives."
Transaction Highlights
- Based in Barcelona and present
across 20 cities in 8 countries in Europe including Spain, Germany, France, UK, Italy, Switzerland, Portugal and Finland, Shotl will serve as Swvl's European
hub and platform for further significant expansion.
- Shotl's on-demand SaaS platform complements Swvl's
pre-scheduled dynamic routing and TaaS offering.
- Addition of Shotl to the Swvl portfolio creates a strong
foothold in Europe, a full year
ahead of Swvl's expansion projections – and more than doubles
Swvl's geographic footprint with the addition of 22 cities across
10 countries taking the total Swvl portfolio to 32 cities in 16
countries.
- Brings strong, existing relationships with industry-leading
OEMs.
- Blue-chip municipalities and corporates client base including
Barcelona City Council, Munich Airport and Rimini City
Council.
- Demand-response transit (DRT) capabilities enhance the Swvl
platform by allowing transit providers to cut costs and emissions
while controlling compliance with COVID-19 measures, making it the
ideal method for the transition to sustainable mobility leveraging
electrification and alternative power.
- Swvl to leverage Shotl's instant KPI measurements for
continuous experience enhancement, while providing data-driven
insights to municipalities, transport companies, mobility planners
and consulting firms for sustainable and modernized transportation
planning.
- Shotl provides Swvl with predictable, flexible and highly
localized routes in European markets, enabling electrified van
fleets to plan charging stops better than private car platforms,
making it easier for public transit to comply with new energy
mandates around the world.
- Provides Swvl with a compelling entry point into autonomous
driving projects, primarily through Shotl's participation in
programs such as the FABULOS program, a project led by the European
Commission with the goal of demonstrating the impact of
self-driving minibuses on future public transport networks.
- Entry into Brazil more than 6
months ahead of schedule with a roadmap to complement Shotl's SaaS
offering with a full consumer offering.
- Expansion into APAC is upside to the current business plan
reinforcing Swvl's access to significant value creation
opportunities beyond its current financial projections.
"We are very pleased to be joining the Swvl team, working in
concert to realize our shared vision of building more equitable and
accessible mass transit systems worldwide," said Gerard Martret, CEO and co-founder of
Shotl. "In just a few years, Swvl has established itself as a
market leader, with rapid growth and unparalleled tech-enabled
offerings. Swvl is ideally situated for expansion into European
markets and will immediately capitalize on our local partnerships
and brand value. As a company that has made significant strides in
advancing sustainable mass transit over the past several years, we
are confident that Shotl's market-leading technology and expertise
will greatly contribute to the Swvl platform, advancing our mission
to provide superior transportation alternatives for all."
"We are very excited to welcome Shotl to the Swvl family as our
first acquisition and new market expansion after entering a
definitive agreement for a business combination with Queen's Gambit
Growth Capital only a couple of weeks ago," said Youssef Salem, Swvl CFO. "This
partnership reinforces Swvl's role as the leading mass transit
technology platform globally. Our vision is to back local and
regional champions in the space to achieve our mission of
delivering safe, reliable and affordable mass transit to the entire
globe. Shotl brings significant value to this ecosystem with its
pan-European, LATAM and APAC presence, on-demand SaaS technology,
B2G and OEM relationships and electrification and autonomous
initiatives. With this partnership putting us significantly ahead
of plan in these areas, we will continue to rapidly pursue
strategic initiatives to further enhance shareholder value."
The transaction is expected to close in the fourth calendar
quarter of 2021, subject to customary closing conditions.
About Swvl
Swvl is a global tech startup based in Dubai that provides a semi-private alternative
to public transportation for individuals who cannot afford or
access private options. The Company has built a parallel mass
transit system offering intercity, intracity, B2B and B2G
transportation in 10 megacities across Africa, Asia,
and the Middle East.
Swvl's tech-enabled offerings make mobility safer, more
efficient and environmentally friendly, while still ensuring that
it is accessible and affordable for everyone. Customers can book
their rides on an easy-to-use app with varied payment options and
access high-quality private buses and vans that operate according
to fixed routes, stations, times, and prices.
For additional information about Swvl, please visit
www.swvl.com.
About Shotl
Shotl provides technology and resources to help cities test and
deploy new demand responsive bus services. The Shotl platform helps
transport operators and cities make a better use of its bus system
by replacing low-ridership routes with on-demand shuttles. The
Company partners with municipalities and transport companies as
well as mobility planners and consulting firms.
For additional information about Shotl, please visit
Shotl.com.
Additional Information
In connection with the business combination, Pivotal Holdings
Corp ("Holdings") intends to file with the U.S. Securities and
Exchange Commission (the "SEC") a registration statement on Form
F-4, which will include a preliminary prospectus and preliminary
proxy statement and, after the registration statement is declared
effective, Queen's Gambit Growth Capital ("Queen's Gambit") will
mail a definitive proxy statement/prospectus and other relevant
documents relating to the business combination to its shareholders.
This communication is not a substitute for the registration
statement, the definitive proxy statement/prospectus or any other
document that Queen's Gambit will send to its shareholders in
connection with the business combination.
INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ, WHEN
AVAILABLE, THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS
AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND
IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY
WILL CONTAIN IMPORTANT INFORMATION ABOUT THE BUSINESS COMBINATION
AND THE PARTIES TO THE BUSINESS COMBINATION. Investors and
security holders will be able to obtain copies of these documents
(if and when available) and other documents filed with the SEC free
of charge at www.sec.gov. The definitive proxy statement/final
prospectus (if and when available) will be mailed to shareholders
of Queen's Gambit as of a record date to be established for voting
on the business combination. Shareholders of Queen's Gambit will
also be able to obtain copies of the proxy statement/prospectus
without charge, once available, at the SEC's website at
www.sec.gov, or by directing a request to: Queen's Gambit Growth
Capital, 55 Hudson Yards, 44th Floor, New
York, New York, 10001.
Forward-Looking Statements
Certain statements made herein are not historical facts but are
forward-looking statements. Forward-looking statements generally
are accompanied by words such as "believe," "may," "will,"
"estimate," "continue," "anticipate," "intend," "expect," "should,"
"would," "plan," "predict," "potential," "seem," "seek," "future,"
"outlook" and similar expressions that predict or indicate future
events or trends or that are not statements of historical matters.
These forward-looking statements include, but are not limited to,
statements regarding future events, the proposed business
combination between Swvl and Queen's Gambit, the estimated or
anticipated future results and benefits of the combined company
following the business combination, including the likelihood and
ability of the parties to successfully consummate the business
combination, future opportunities for the combined company and
other statements that are not historical facts.
These statements are based on the current expectations of Swvl
and/or Queen's Gambit's management and are not predictions of
actual performance. These forward-looking statements are provided
for illustrative purposes only and are not intended to serve as,
and must not be relied on, by any investor as a guarantee, an
assurance, a prediction or a definitive statement of fact or
probability. Actual events and circumstances are difficult or
impossible to predict and will differ from assumptions. Many actual
events and circumstances are beyond the control of Swvl and Queen's
Gambit. These statements are subject to a number of risks and
uncertainties regarding Swvl's business and the business
combination, and actual results may differ materially. These risks
and uncertainties include, but are not limited to: general
economic, political and business conditions, including but not
limited to the economic and operational disruptions and other
effects of the COVID-19 pandemic; the inability of the parties to
consummate the business combination or the occurrence of any event,
change or other circumstances that could give rise to the
termination of the business combination agreement; the number of
redemption requests made by Queen's Gambit's shareholders in
connection with the business combination; the outcome of any legal
proceedings that may be instituted against the parties following
the announcement of the business combination; the risk that the
approval of the shareholders of Swvl or Queen's Gambit for the
potential transaction is not obtained; failure to realize the
anticipated benefits of the business combination, including as a
result of a delay in consummating the potential transaction or
additional information that may later arise in connection with
preparation of the registration statement on Form F-4 and proxy
materials, or after the consummation of the business combination as
a result of the limited time SPAC had to conduct due diligence; the
risk that the business combination disrupts current plans and
operations as a result of the announcement and consummation of the
business combination; the ability of the combined company to
execute its growth strategy, manage growth profitably and retain
its key employees; competition with other companies in the mobility
industry; Swvl's limited operating history and lack of experience
as a public company; the lack of, or recent implementation of,
certain policies and procedures to ensure compliance with
applicable laws and regulations, including with respect to
anti-bribery, anti-corruption, and cyber protection; the risk that
Swvl is not able to execute its growth plan, which depends on
rapid, international expansion; the risk that Swvl is unable to
attract and retain consumers and qualified drivers and other high
quality personnel; the risk that Swvl is unable to protect and
enforce its intellectual property rights; the risk that Swvl is
unable to determine rider demand to develop new offerings on its
platform; the difficulty of obtaining required registrations,
licenses, permits or approvals in jurisdictions in which Swvl
currently operates or may in the future operate; the fact that Swvl
currently operates in and intends to expand into jurisdictions that
are, or have been, characterized by political instability, may have
inadequate or limited regulatory and legal frameworks and may have
limited, if any, treaties or other arrangements in place to protect
foreign investment or involvement; the risk that Swvl's drivers
could be classified as employees, workers or quasi-employees in the
jurisdictions they operate; the fact that Swvl has operations in
countries known to experience high levels of corruption and is
subject to territorial anti-corruption laws in these jurisdictions;
the ability of Holdings to obtain or maintain the listing of its
securities on a U.S. national securities exchange following the
business combination; costs related to the business combination;
and other risks that will be detailed from time to time in filings
with the SEC. The foregoing list of risk factors is not exhaustive.
There may be additional risks that Swvl presently does not know or
that Swvl currently believes are immaterial that could also cause
actual results to differ from those contained in forward-looking
statements. In addition, forward-looking statements provide Swvl's
expectations, plans or forecasts of future events and views as of
the date of this communication. Swvl anticipates that subsequent
events and developments will cause Swvl's assessments and
projections to change. However, while Swvl may elect to update
these forward-looking statements in the future, Swvl specifically
disclaims any obligation to do so. These forward-looking statements
should not be relied upon as representing Swvl's assessments as of
any date subsequent to the date of this communication. Accordingly,
undue reliance should not be placed upon the forward-looking
statements.
Participants in the Solicitation
Holdings, Swvl, Queen's Gambit and their respective directors,
executive officers, other members of management, and employees,
under SEC rules, may be deemed participants in the solicitation of
proxies of Queen's Gambit's shareholders in connection with the
business combination. Investors and security holders may obtain
more detailed information regarding the names and interests in the
business combination of the directors and officers of Holdings,
Swvl and Queen's Gambit in the registration statement on Form F-4
to be filed with the SEC by Holdings, which will include the proxy
statement of Queen's Gambit for the business combination.
Information about Queen's Gambit's directors and executive officers
is also available in Queen's Gambit's Annual Form 10-K for the
fiscal year ended December 31, 2020
and other relevant materials filed with the SEC.
No Offer or Solicitation
This news release is for informational purposes only and is not
a "solicitation" as defined in Section 14 of the Securities
Exchange Act of 1934, as amended. This news release is neither an
offer to purchase, nor a solicitation of an offer to sell,
subscribe for or buy any securities or the solicitation of any vote
in any jurisdiction pursuant to the business combination or
otherwise, nor shall there be any sale, issuance or transfer of
securities in any jurisdiction in contravention of applicable law.
No offer of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act of 1933, as amended.
Media Contact
Daniel Yunger
Kekst CNC
kekst-swvl@kekstcnc.com
917-574-8582
Investor Contact
Youssef Salem
Swvl CFO
Investor.relations@swvl.com
1 Certain operations currently interrupted due to
COVID-19
SOURCE Swvl Inc.