Envirotech Vehicles, Inc. (NASDAQ:EVTV) said it has signed an amended and restated letter of intent (LOI) outlining a potential acquisition of AZIO AI Corporation, a move that could significantly reshape the company’s long-term strategy and leadership direction.
Under the non-binding LOI, Envirotech Vehicles, Inc. would acquire 100% of the outstanding equity of AZIO AI Corporation through a statutory merger. If completed, AZIO AI would survive the merger as a wholly owned subsidiary of EVTV.
Transaction framework and valuation
The parties have discussed a preliminary transaction framework that assumes an enterprise value of $480 million for AZIO AI, using a reference price of $3.00 per share of EVTV common stock. EVTV’s board has approved the LOI based on that reference value, subject to confirmation through an independent third-party valuation.
Consideration for AZIO AI shareholders would be paid entirely in EVTV equity, with final terms—including structure, exchange ratios, and treatment of outstanding options or warrants—to be determined in a definitive agreement. Any equity-linked instruments at AZIO AI would be converted into EVTV securities under customary adjustment mechanisms.
Conditions and next steps
The LOI is non-binding and reflects only preliminary understandings. Completion of the proposed transaction remains subject to due diligence, negotiation and execution of a definitive merger agreement, regulatory approvals, and approval by the boards of directors and shareholders of both companies. There is no assurance that a final agreement will be reached or that the transaction will close.
As part of the agreement, EVTV has agreed to customary exclusivity and no-shop provisions, pausing discussions with other potential acquisition targets during the due diligence period.
Leadership and strategic shift
If the merger is completed, AZIO AI Chief Executive Officer Chris Young is expected to be appointed CEO of EVTV at closing. Management characterized the transaction as a potential strategic turning point, repositioning EVTV toward artificial intelligence infrastructure and high-performance computing.
“This LOI reflects a disciplined and deliberate approach to advancing EVTV’s strategic evolution,” said Elgin Tracy, Chief Operating Officer of EVTV. “If completed, the contemplated transaction would align EVTV with a scaled AI infrastructure platform, an experienced technology leadership team, and a governance framework designed to support long-term execution and shareholder value creation.”
More about Envirotech Vehicles, Inc.
Envirotech Vehicles, Inc. is a technology-focused company pursuing initiatives aimed at long-term shareholder value creation through platform transformation, operational realignment, and selective strategic acquisitions.
More about AZIO AI Corporation
AZIO AI Corporation is a high-performance computing and artificial intelligence infrastructure company focused on developing scalable AI compute platforms for advanced AI workloads, data-intensive applications, and enterprise-scale computing environments.