VivoPower Receives Revised US$200 Million Enterprise Value Non-Binding Proposal from Energi Holdings For 51% Direct Acquisition of Tembo e-LV
Rhea-AI Summary
VivoPower (NASDAQ: VVPR) has received a revised non-binding proposal from Energi Holdings to acquire a 51% controlling stake in its subsidiary, Tembo e-LV. The proposal values Tembo at a total enterprise value of US$200 million, an increase from the previous offer of US$180 million for 80% of VivoPower's non-affiliated shares.
Energi supports Tembo's planned business combination with Cactus Acquisition Corp 1 Limited (CCTS) at an equity valuation of US$838 million. If the deal proceeds, Energi would roll its 51% stake into the combined entity, while VivoPower would retain a significant shareholding. The company plans to use net proceeds primarily for debt retirement, with potential surplus funds being returned to shareholders.
The proposal remains subject to due diligence, definitive legal documentation, board approval, and shareholder approvals.Positive
- Increased enterprise value offer of US$200M for 51% stake versus previous US$180M for 80%
- Energi's support for Tembo's business combination with CCTS at US$838M equity valuation
- VivoPower to retain significant shareholding post-transaction
- Proceeds to be used for debt retirement, potentially improving company's financial position
Negative
- Proposal is non-binding and subject to multiple conditions
- VivoPower would lose majority control of Tembo subsidiary
- Final purchase price subject to net debt and other adjustments at closing
News Market Reaction
On the day this news was published, VVPR declined 37.74%, reflecting a significant negative market reaction.
Data tracked by StockTitan Argus on the day of publication.
Revised enterprise value of US
Energi will support Tembo’s business combination with Cactus Acquisition Corp 1 Limited at an equity valuation of US
LONDON, May 29, 2025 (GLOBE NEWSWIRE) -- VivoPower International PLC (NASDAQ: VVPR) (“VivoPower” or the “Company”) today announced it has received a revised non-binding proposal from Energi Holdings Limited (“Energi”) for a direct strategic acquisition of VivoPower’s subsidiary, Tembo e-LV B.V. (“Tembo”). This follows the announcement by VivoPower on 28 May 2025 in relation to its strategic capital raising and digital asset treasury strategy.
The revised proposal from Energi outlines an intention to acquire a
Energi has expressed its continued support for Tembo’s planned business combination with Cactus Acquisition Corp. 1 Limited (“CCTS”). Energi has indicated its preparedness to work constructively with VivoPower and Tembo to structure its investment to facilitate the successful completion of the business combination, envisioning rolling its
The Company is committed to optimizing its capital structure and delivering value to its shareholders. In line with this commitment, net proceeds received from strategic transactions, such as the potential partial sale of its interest in Tembo as contemplated by the Energi proposal, would be prioritized for uses including the retirement of debt. The VivoPower board of directors will continuously evaluate the best use of capital, including the potential return of any surplus funds thereafter to shareholders.
The revised proposal from Energi is non-binding and indicative. VivoPower is evaluating the proposal. It is subject to several conditions, including the satisfactory completion of due diligence by Energi, the negotiation and execution of mutually acceptable definitive legal documentation, approval from the VivoPower board of directors and any required VivoPower shareholder approvals.
There can be no assurance that any definitive agreement will be reached with Energi or that the proposed transaction will be consummated on the terms described, or at all. VivoPower does not intend to make any further announcements regarding this proposal unless and until it determines that further disclosure is appropriate or required.
About VivoPower International PLC
VivoPower International PLC (NASDAQ: VVPR) is undergoing a strategic transformation into the world’s first XRP-focused digital asset enterprise. The Company’s new direction centers on the acquisition, management, and long-term holding of XRP digital assets as part of a diversified digital treasury strategy. Through this shift, VivoPower aims to contribute to the growth and utility of the XRP Ledger (XRPL) by supporting decentralized finance (DeFi) infrastructure and real-world blockchain applications.
Originally founded in 2014 and listed on Nasdaq since 2016, VivoPower operates with a global footprint spanning the United Kingdom, Australia, North America, Europe, the Middle East, and Southeast Asia. An award-winning global sustainable energy solutions B Corporation, VivoPower has two business units, Tembo and Caret Digital. Tembo is focused on electric solutions for off-road and on-road customized and ruggedized fleet applications as well as ancillary financing, charging, battery and microgrids solutions. Caret Digital is a power-to-x business focused on the highest and best use cases for renewable power, including digital asset mining.
About Tembo e-LV B.V.
Tembo e-LV B.V. ("Tembo") is a subsidiary of VivoPower. Tembo is a specialist battery-electric and off-road vehicle company that designs and delivers ruggedized light electric vehicle solutions for fleet owners across various industrial sectors, including mining, agriculture, energy utilities, defense, police, government, and humanitarian aid. Tembo’s core purpose is to provide safe and reliable electrification solutions for utility vehicle fleet owners globally.
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding the Company’s evaluation of the revised proposal from Energi, the potential terms and consummation of such a transaction, the Company's strategic initiatives, including the Tembo SPAC merger and the transformation into an XRP-focused digital asset treasury, the potential use of proceeds from strategic transactions, and the potential return of surplus funds to shareholders. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s Annual Report on Form 20-F filed with the Securities and Exchange Commission (the “SEC”) and its subsequent SEC filings, as amended or supplemented from time to time. Copies of these documents are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Contact
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FAQ
What is the new offer value for VivoPower's Tembo subsidiary from Energi Holdings?
How does the new VVPR acquisition offer compare to the previous one?
What is the planned business combination value for Tembo and CCTS?
How will VivoPower use the proceeds from the potential Tembo sale?
What conditions must be met for the VVPR-Energi deal to close?
