AZIO AI Provides Additional Details on Letter of Intent with NASDAQ-Listed Envirotech Vehicles

Rhea-AI Summary

AZIO AI and NASDAQ-listed Envirotech Vehicles (EVTV) outlined a letter of intent dated Dec 18, 2025 for a potential business combination under which EVTV would acquire 100% of AZIO AI equity, subject to due diligence, definitive agreements, shareholder and regulatory approvals.

The proposed framework references an independent third-party valuation of AZIO AI at approximately $480 million, would position AZIO AI as the primary operating entity and refocus EVTV on AI infrastructure and applied AI systems. Planned next steps include a Form S-4 filing, PCAOB-compliant audits of AZIO AI, and an EVTV shareholder vote.

Positive

• Independent valuation of AZIO AI at $480 million
• Proposed 100% acquisition positions AZIO AI as primary operating entity
• Planned PCAOB-compliant audits and Form S-4 signal intent for a regulated transaction

Negative

• Transaction is conditional on due diligence, definitive agreements, and approvals
• Completion requires EVTV shareholder vote and regulatory reviews, creating closing risk

Key Figures

AZIO AI valuation $480 million Independent third-party valuation informing transaction framework

Equity acquired 100 percent EVTV would acquire 100% of AZIO AI equity under the LOI

CoreWeave market cap $32 billion Referenced as a peer AI infrastructure company’s market capitalization

Market Reality Check

$0.8001 Last Close

Volume Volume 148,181 vs 20-day average 106,940 (relative volume 1.39x) shows elevated trading ahead of this LOI update. normal

Technical Price $0.8001 is trading below the 200-day MA $1.95, reflecting a pre-existing downtrend into this AI pivot.

Peers on Argus

EVTV’s -15.6% move contrasted with mixed peer action: several auto/EV peers down (e.g., LOBO -7.08%, CENN -5%) but AYRO up 7.35%, pointing to stock-specific dynamics around the AZIO AI combination rather than a unified sector move.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 17	AI valuation update	Positive	-15.6%	Independent valuation set AZIO AI enterprise value near $480M with upside scenarios.
Dec 16	AI expansion framework	Positive	-15.4%	Exclusive framework for EVTV to acquire 100% of AZIO AI and expand into AI infrastructure.
Nov 13	Drone program progress	Positive	-1.7%	AG Drone moved into production and certification with deposits for 80 heavy drones.
Nov 10	Drone deposits secured	Positive	+4.9%	Deposits for 80 heavy-capacity drones and ambitious U.S. production and revenue targets.
Nov 06	European drone LOI	Positive	-6.6%	LOI to deploy heavy-lift drones in Italian vineyards with large addressable market estimates.

Pattern Detected

Across recent largely positive operational and AI expansion headlines, EVTV has more often traded down than up, especially around AI-related announcements tied to AZIO AI.

Recent Company History

Over the last few months, EVTV has announced multiple strategic pivots. Drone-focused releases in November 2025 highlighted deposits for 80 heavy-capacity drones, targeted production ramps, and a projected drone-division revenue of $150M+. In mid-December, EVTV unveiled an AI infrastructure framework and a third-party valuation of AZIO AI at ~$480M, both tagged AI and followed by mid-teens percentage declines. Today’s LOI details extend that AI-infrastructure strategy, positioning AZIO AI as the primary operating business if completed.

Regulatory & Risk Context

Active S-3 Shelf Registration 2025-08-18

EVTV has an active S-3/A shelf registration dated 2025-08-18 with an expiration on 2028-08-18. The filing is marked as not yet effective and shows 0 recorded usages so far, indicating available but unused registered capital capacity as of the latest data.

Market Pulse Summary

This announcement deepens EVTV’s AI pivot by detailing an LOI under which it would acquire 100% of AZIO AI, guided by a third-party valuation of about $480M. Earlier AI-tagged releases outlined the framework and valuation; today clarifies governance roles and the path to definitive agreements, S-4 filing, and PCAOB-compliant audits. Investors may watch for progress on approvals, closing conditions, and how this shift interacts with EVTV’s existing drone and mobility initiatives.

Key Terms

letter of intent regulatory

"details regarding the previously announced letter of intent ("LOI") outlining"

A letter of intent is a document that shows an agreement in principle between parties to work towards a future deal or transaction. It outlines their intentions and key terms, acting like a roadmap before a formal contract is signed. For investors, it signals serious interest and helps clarify expectations early in the process.

registration statement regulatory

"EVTV filing of a registration statement on Form S-4 with the U.S."

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

form s-4 regulatory

"EVTV filing of a registration statement on Form S-4 with the U.S."

A Form S-4 is a legal document that companies file with the government to announce and explain a major business move, such as a merger or acquisition. It provides detailed information to help investors understand how the deal might affect the company's value and future prospects, similar to a detailed blueprint that clarifies the impact of a significant change.

ticker symbol financial

"applications related to a potential corporate name and ticker symbol change."

A ticker symbol is a short, unique code of letters or characters that identifies a publicly traded security on an exchange — like a car’s license plate or a person’s nickname for the market. Investors use ticker symbols to look up live prices, place trades, and follow news; using the correct symbol makes sure you’re tracking or buying the intended stock, bond, or fund and helps avoid costly mix-ups.

gpu technical

"through enterprise-grade GPU systems, modular data-center deployments,"

A GPU (graphics processing unit) is a specialized computer chip designed to handle many calculations at once, originally for rendering images and video but now widely used for tasks like artificial intelligence, data analysis and high-performance computing. Investors watch GPU demand and prices because strong sales often signal growth for chip makers and their customers, affect profit margins and capital spending, and can forecast wider trends in gaming, AI adoption and cloud services.

AI-generated analysis. Not financial advice.

Transaction Framework Informed by Independent Third-Party Valuation of Approximately $480 Million

LOS ANGELES, Dec. 18, 2025 /PRNewswire/ -- AZIO AI Corporation ("AZIO AI"), a rapidly scaling AI infrastructure company delivering high-performance compute, modular data-center solutions, and applied AI platforms for governments, institutions, and enterprises worldwide, today provided additional details regarding the previously announced letter of intent ("LOI") outlining a potential business combination with Envirotech Vehicles, Inc. (NASDAQ: EVTV) ("EVTV").

The LOI outlines a transaction framework under which the parties are working toward a potential business combination to which EVTV would acquire 100 percent of the outstanding equity of AZIO AI, subject to the completion of due diligence, the negotiation and execution of definitive agreements, and receipt of all required shareholder and regulatory approvals.

Transaction Framework

Under the framework outlined in the LOI, the proposed transaction is informed by an independent third-party valuation of AZIO AI of approximately $480 million. If completed, AZIO AI is expected to serve as the primary operating entity, repositioning EVTV's long-term strategy to focus on AI infrastructure and applied artificial intelligence systems.

Subject to definitive agreements, AZIO AI's executive leadership team and board of directors, led by Chief Executive Officer Chris Young, are expected to play a central role in guiding the strategic direction of the combined organization. EVTV's existing leadership is expected to continue supporting the Company in executive, board, or advisory capacities to provide continuity, governance oversight, and an orderly transition.

Strategic Rationale

The transaction framework provides support and scalability for AZIO AI's strategic focus on establishing AI infrastructure globally, with particular emphasis on sovereign growth economies in Asia. Global demand for artificial intelligence increasingly centers on access to scalable, capital-efficient compute infrastructure capable of supporting training, inference, and sovereign data requirements.

AZIO AI was built to address this demand through enterprise-grade GPU systems, modular data-center deployments, and flexible AI infrastructure designed to scale across government, institutional, and enterprise environments.

Within this framework, EVTV's drone operations are expected to function as an application-level platform that leverages AI infrastructure rather than defining it. Drone systems generate large volumes of image and sensor data requiring substantial backend compute for processing, analytics, and AI model deployment, providing real-world validation of infrastructure demand.

Executive Commentary

"This proposed combination represents a significant opportunity to scale AZIO AI's infrastructure platform while leveraging EVTV's public-market presence," said Chris Young, Chief Executive Officer of AZIO AI. "The rapid growth of publicly traded AI infrastructure companies such as CoreWeave, which has achieved an approximately $32 billion market capitalization, underscores the scale of demand for dedicated, enterprise-grade AI compute infrastructure. We believe there is a substantial opportunity to build a competitive, publicly traded, infrastructure-first AI company by delivering scalable GPU compute, modular data-center deployments, and flexible, capital-efficient solutions for governments, institutions, and enterprises."

Path Forward

AZIO AI intends to continue advancing diligence and transaction planning in accordance with the framework outlined in the LOI. If definitive agreements are executed, anticipated next steps would include completion of EVTV shareholder vote to approve the transaction, EVTV filing of a registration statement on Form S-4 with the U.S. Securities and Exchange Commission, completion of PCAOB-compliant audits of AZIO AI, and submission of applications related to a potential corporate name and ticker symbol change.

FORWARD-LOOKING STATEMENTS

This press release contains certain "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995, including statements regarding valuation, strategic transactions, future growth, and market opportunities. These statements are based on current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially. AZIO AI undertakes no obligation to update any forward-looking statements, except as required by law.

MEDIA CONTACT
Phoenix Management Consulting
Press@PhoenixMGMTConsulting.com
888-228-0122

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SOURCE Azio AI Corporation

FAQ

What does the Dec 18, 2025 LOI mean for EVTV (NASDAQ:EVTV) shareholders?

The LOI contemplates EVTV acquiring 100% of AZIO AI, subject to due diligence and an EVTV shareholder vote before closing.

How was AZIO AI valued in the potential EVTV transaction?

An independent third-party valuation cited in the LOI values AZIO AI at approximately $480 million.

What regulatory and audit steps are required for the EVTV–AZIO AI deal to proceed?

Next steps include a Form S-4 filing with the SEC and completion of PCAOB-compliant audits of AZIO AI.

Will EVTV change its business focus if the combination closes?

If completed, EVTV is expected to reposition its long-term strategy to focus on AI infrastructure and applied AI systems.

Who will lead the combined company after the proposed EVTV and AZIO AI transaction?

Subject to definitive agreements, AZIO AI's executive team and board, led by CEO Chris Young, are expected to guide the combined organization.