VivoPower International plc (VVPR) announced on Tuesday its strategic heads of agreement to merge with Future Automotive Solutions and Technologies, Inc. (FAST), a Canadian hydrogen technology company. The agreement reflects an equity valuation of $556 million for VivoPower and $578 million for FAST.
The heads of agreement is exclusive for 90 days and remains non-binding until definitive transaction documents are executed. The target completion date for the merger is December 31, 2024, contingent upon several conditions. These include the consummation of the previously announced business combination between Tembo and Cactus Acquisition Corp. Ltd., the satisfactory completion of a third-party fairness opinion, minimum net cash of $20 million at closing, and the fulfillment of customary regulatory and merger requirements.
As part of the proposed merger, 5.72 million restricted new shares in VivoPower will be issued to FAST shareholders. Upon closing, VivoPower shareholders are anticipated to own 49% of the pro forma combined entity. Based on the $538 million merger equity value, the implied value of VivoPower's current outstanding shares approximates $101 per share.
