M&A: Nxu, Inc.

Form Type: 8-K

Filing Date: 2024-12-27

Corporate Action: Acquisition

Type: New

Accession Number: 000121390024112875

Comments: On December 26, 2024, Nxu, Inc. entered into a Securities Purchase Agreement with investors to sell 6,800,000 shares of Class A Common Stock and warrants for a total of approximately $3,000,000. The proceeds will support a merger with Verde Bioresins, Inc., outlined in a prior Merger Agreement dated October 23, 2024. The Private Placement includes pre-funded and series warrants with specific exercises terms and conditions, contingent upon stockholder consent. The filing also included a Registration Rights Agreement, assuring investors that securities will be registered for resale, and established deadlines for filing registration statements. Furthermore, there are lock-up agreements preventing certain executives from selling shares in the immediate future. The company must navigate regulatory deadlines and potential liquidated damages if agreed timelines are not met. Investors have been classified as accredited investors under securities regulations, ensuring compliance with federal securities laws.

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Form Type: DEFA14A

Filing Date: 2024-12-27

Corporate Action: Acquisition

Type: New

Accession Number: 000121390024112876

Comments: On December 26, 2024, Nxu, Inc. entered into a Securities Purchase Agreement with various investors, involving the sale of 6,800,000 shares of Class A Common Stock and various warrants. The transaction, part of a Private Placement, raised approximately $3,000,000. The company is also preparing for a merger with Verde Bioresins, Inc. and has outlined steps for stockholder approval related to the warrants. The agreement includes provisions for a Registration Rights Agreement to facilitate the resale of the shares and additional warrants. Both Series A and Series B Warrants, with an exercise price of $0.50 and adjustable by reset mechanisms, might see significant share increases after a predetermined Reset Date. The firm also agreed to compensatory measures in case of any delays in the registration process.

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