ZENN Motor Company

ZENN Motor Company

March 10, 2011 21:32 ET

ZENN Motor Company Announces Agreement to Change the Composition of Its Board of Directors Subsequent to the AGM

TORONTO, ONTARIO--(Marketwire - March 10, 2011) - ZENN Motor Company Inc. ("ZMC" or the "Company") (TSX VENTURE:ZNN) today announced that following discussions and arrangements with certain shareholders of the Company, the Company has agreed to support a change in the board of directors of the Company following the annual and special meeting of shareholders of the Company to be held on March 22, 2011 (the "Meeting"). Assuming shareholders elect the persons nominated for election by management as directors of ZMC as set out in the Company's management information circular dated February 10, 2011 (the "Circular"), the Company's Board of Directors has agreed that Brian Cott, Stephen Rodgers and John R. Wallace will resign from the Board immediately following the Meeting. Immediately thereafter, the Board will appoint James Kofman, Allan Gregg and Roger Hammock as directors of the Company (details of each individual are set out below).

Following the Meeting, Richard McGraw will continue to be the Chair of the Board of Directors of the Company and Ian Clifford will continue in his role of Founder and Vice-Chair of the Board of Directors of the Company. James Kofman will be appointed as Lead Director following the Meeting. Brian Cott will continue to be the President and CEO of the Company. Following the Meeting, the new Board of Directors of the Company will conduct a strategic review of the Company's business and operations.

Richard McGraw, Chairman of the Board, stated: "Following discussions with certain of our shareholders, and internal discussions with the Board and ZMC management, the Board determined that a reconfiguration of the Board was in the best interests of the Company and its shareholders."

Registered shareholders should send their completed proxies to the Company's registrar and transfer agent, Equity Financial Trust Company, Suite 400, 200 University Avenue, Toronto, Ontario, M5H 4H1, on or before the close of business on the last business day preceding the day of the Meeting or any adjournment thereof. Beneficial shareholders should send their voting instructions to their broker or Broadridge Financial Solutions Inc., as applicable. Proxies received by management will be voted in favour of those nominees to the Board as set out in the Circular.

The Company would like to thank Stephen Rodgers and John R. Wallace for their contribution, commitment and excellent service to the Company and its shareholders during their respective tenures as directors of the Company.

About James Kofman

James Kofman is President of JEK Capital Advice, a financial advisory firm. Mr. Kofman joined UBS Securities Canada Inc. in 1996 as Managing Director and Head of Mergers and Acquisitions. In 2002 Mr. Kofman assumed responsibility for the Investment Banking Department and in 2006, he was appointed Vice Chairman. Mr. Kofman left UBS in November 2009 to run JEK Capital Advice. Prior to his time at UBS, Mr. Kofman was a partner at the law firm of Osler, Hoskin & Harcourt LLP, focusing on international corporate finance and mergers and acquisitions. He has advised on many of the largest M&A transactions and financings in Canada. Mr. Kofman is a member of the Law Society of Upper Canada and the Law Society of England and Wales. He is also a director of Argonaut Gold Inc. Mr. Kofman is a frequent speaker and panelist on topics of markets, economy, financing and merger and acquisition activity. He has an LL.B and a B. Comm. (Honours) from Queens University in Kingston, Canada. Mr. Kofman is a resident of Toronto, Ontario, Canada.

About Allan Gregg

From 1979 through 1993 Mr. Gregg was known as the official pollster of the Progressive Conservative Party and participated in over 50 election campaigns on three continents. In 1995, he co-founded The Strategic Counsel, a research partnership he left in 2007. That year, he formed Allan Gregg Strategies, offering high-end, value added, research-based consulting and communications advice to private and public sector clients. At the same time, he assumed the position of Chairman of Harris/Decima. Mr. Gregg is a regular participant on CBC's "At Issue" panel on Thursday nights, and is the host of the TVO talk show – Allan Gregg In Conversation With. He contributes frequently to newspapers and magazines. Mr. Gregg was one of the founding shareholders of Canada's children's network, YTV, and is a past Chairman of Toronto Film Festival and of the Walrus Foundation, publisher of the award winning magazine, "The Walrus". Currently, he serves on General Motors of Canada's Advisory Board, the Bank of Montreal's Advisory Council on Retirement and the Board of Directors of the Public Policy Forum. Mr. Gregg is a resident of Toronto, Ontario, Canada.

About Roger Hammock

Mr. Hammock holds an MBA and a degree in Economics and has experience in management and operations of public and private companies, including turnaround situations. He founded two firms that sold highly technical products. He later served as a portfolio equity analyst evaluating investment candidates, mostly technology startups, for several private investment funds where he gained extensive experience on the "buy side" of the securities business and in accounting, management, disclosure, compliance and public company financing. Mr. Hammock has also served for three years as an independent director of a NASDAQ listed company. He beneficially owns, controls or exercises direction over, directly or indirectly, 1,061,967 common shares in the capital of the Company. Mr. Hammock is a resident of Pasadena, California, United States of America.

About ZENN Motor Company Inc.

ZENN Motor Company, Toronto, Canada, is dedicated to enabling emission-free, energy-efficient transportation through unique, yet widely applicable, technology offerings. Driven by quality, ingenuity and a philosophy of social responsibility, the ZMC team is redefining what is possible in the pursuit of zero emission transportation.

ZENNergy technologies and solutions, to be powered by EEStor's electrical energy storage units (EESU) are expected to enable OEM and Tier 1 partners to deliver advanced electric transportation solutions to their customers. The Company has a Technology Agreement with EEStor that provides certain exclusive and non-exclusive rights to purchase and deploy EEStor's EESU technology, which rights are detailed in the Company's AIF.

Forward-looking Statements

Certain statements in this release, other than statements of historical fact, may include forward-looking information that involves various risks and uncertainties that face the Company; such statements may contain such words as "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions, and may be based on management's current assumptions and expectations related to all aspects of the automotive industry, consumer demand for zero emission transportation solutions and the global economy. Risks and uncertainties that may face the Company include, but are not restricted to: the EEStor energy storage technology may not be successfully commercialized at all, in a manner providing the features and benefits expected while under development, or on a timely basis or the Company may not be able to successfully incorporate this technology into its current or proposed products; the Company could fail in its efforts to develop viable ZENNergy technologies and solutions or do so on a timely basis; steps taken by the Company to protect its proprietary rights may not be adequate or third parties may infringe or misappropriate the Company's proprietary rights; the Company has a history of losses from operations and may not be able to obtain financing, if and when required, to fund future expenditures for general administrative activities, including sales and marketing and research and development, expansion, strategic acquisitions or investment opportunities or to respond to competitive pressures; competitors may develop products which offer greater benefits to consumers, have greater market appeal or are more competitively priced than those offered by the Company; the Company may be exposed to product liability claims which exceed insurance policy limits; the Company is dependent on the ability and experience of a relatively small number of key personnel; new products introduced by the Company may not be accepted in the market or to the extent projected; new laws and regulations may be enacted or existing ones may be applied or governmental action may be taken in a manner which could limit or curtail the production or sale of the Company's products; and the Company may be negatively affected by reduced consumer spending due to the uncertainty of economic and geopolitical conditions.
These risks and uncertainties may cause actual results to differ from information contained in this release, when estimates and assumptions have been used to measure and report results. There can be no assurance that any statements of forward-looking information contained in this release will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. These and all subsequent written and oral statements containing forward-looking information are based on the estimates and opinions of management on the dates they are made and expressly qualified in their entirety by this notice. Except as required by applicable laws, the Company assumes no obligation to update forward-looking statements should circumstances or management's estimates or opinions change. Readers are cautioned not to place undue reliance on any statements of forward looking information that speak only as of the date of this release. Additional information identifying risks and uncertainties relating to the Company's business are contained under the heading "Risk Factors" in ZMC's current Annual Information Form and its other filings with the various Canadian securities regulators which are available online at www.sedar.com.

Information contained in this release relating to EEStor, Inc. or the energy storage technology being developed by EEStor has not been reviewed by EEStor and EEStor does not assume any responsibility for the accuracy or completeness of such information.

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