M&A - Envirotech Vehicles, Inc.

Form Type: 10-K

Filing Date: 2025-04-15

Corporate Action: Acquisition

Type: Update

Accession Number: 000143774925012095

Filing Summary: Envirotech Vehicles, Inc. reported its acquisition of Maddox Industries, LLC, which was finalized on December 18, 2024. As part of the agreement, Envirotech acquired all membership interests in Maddox Industries for a total consideration of 3,100,000 shares of its common stock and potential earnout payments of up to $1 million based on Maddox's revenue performance. This acquisition aligns with Envirotech's strategy of expanding its zero-emission vehicle offerings and enhancing its market position in the greening of commercial fleet transportation. The report outlines financial losses of $8.8 million for the year ended December 31, 2024, attributed to various operational costs and ongoing investments in growth while acknowledging a decrease in losses from the previous year. The document also discusses the company's focus on meeting increasing demand for electric vehicles under the framework of evolving environmental regulations, including California's upcoming regulations impacting the adoption of zero-emission vehicles. Moreover, regulatory shifts at the federal level may impact the vehicle market landscape, particularly concerning government incentives for electric vehicle infrastructure. The company emphasizes its commitment to future growth despite these challenges.

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Form Type: CORRESP

Filing Date: 2024-11-26

Corporate Action: Acquisition

Type: Update

Accession Number: 000143774924036276

Filing Summary: Envirotech Vehicles, Inc. is addressing comments from the SEC regarding its previous filings. The company confirmed that it is acquiring Maddox Industries, LLC for $102.5 million worth of shares and a promissory note of approximately $11.4 million. This acquisition is distinct from a prior potential merger with Maddox Defense, as the company clarified that no further merger with Maddox Defense is expected after the completion of the Maddox Industries Acquisition. The company will issue 3,100,000 shares of common stock to Jason Maddox, the sole member of Maddox Industries, and may pay up to $1 million based on Maddox Industries' revenue post-acquisition. Additionally, the document outlines the company's accounting considerations, asserting that the acquisition does not constitute a common control reorganization or a reverse merger, and concludes that Envirotech will be the accounting acquirer based on possession of a control interest and size relative to Maddox Industries.

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