EV Energy Tech Co. Announces Shareholder Approval of $323M Merger

Combination intended to create significant shareholder value in pursuit of a sustainable future

inbusinessPHX.com

Tempe-based Nxu, Inc., a domestic technology company focused on energy storage and charging solutions for the infrastructure we need to power our electrified future, and Verde Bioresins, Inc., a leader in sustainable product innovation and full-service bioplastics production, announced the approval of the merger by Nxu stockholders after completing a stockholder vote on February 11th, 2025.

Verde pioneered PolyEarthylene™, an innovative and proprietary bioresin that has the potential to replace traditional petroleum-based plastics and disrupt the plastics industry. It is an economically feasible alternative that is intended to be dropped into existing plastics manufacturing processes, and Verde is one of the first scalable full-service bio-resin market solutions intended to meet most of the environmental, application, manufacturing, and cost requirements of the industry. Verde’s current polyethylene and polypropylene replacement applications are designed to address nearly half of the approximate $600 billion total addressable global plastics market.

“We are thrilled to merge with Nxu, a company at the forefront of sustainable solutions in transportation,” said Brian Gordon, Co-founder and President of Verde. “Verde is poised for significant growth in 2025, and the business combination with Nxu is a critical milestone toward achieving that.”

“The merger with Verde is an exciting opportunity for long-term value creation,” said Nxu Founder, Chairman and CEO Mark Hanchett. “Verde’s PolyEarthylene resins are generating interest across the plastics market, and the potential for disruption is inspiring.”

Upon the closing of the Merger, assuming Nxu’s aggregate enterprise value is approximately $16.2 million, pre-Merger Verde stockholders will own approximately 95% of the combined company and pre-Merger Nxu stockholders will own approximately 5% of the combined company, in each case, on a fully-diluted and as-converted basis. For purposes of determining the exchange ratio in the transaction, Verde has been ascribed an aggregate enterprise value of approximately $306.9 million, and Nxu’s aggregate enterprise value will be an amount equal to approximately $16.2 million less an amount equal to the excess of certain lease payments remaining unpaid at closing over Nxu’s cash balance at closing.

The transaction is subject to certain closing conditions, including approval of the combined company’s common stock for listing on the Nasdaq Capital Market. Upon closing of the Merger, the board of directors of the combined company is expected to consist of six members, five of whom will be appointed by Verde and one of whom will be appointed by Nxu; and the Verde management team will manage the business of the combined company. The Merger is currently expected to be completed in March 2025, assuming satisfaction of the closing conditions to completion of the Merger.

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