UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

under the Securities Exchange Act of 1934

 

October 9, 2020

 

Commission File Number 001-37974

 

VIVOPOWER INTERNATIONAL PLC

(Translation of registrant’s name into English)

 

 

The Scalpel, 18th Floor, 52 Lime Street

London EC3M 7AF

United Kingdom

+44-794-116-6696

(Address of principal executive office)

 


 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:

 

Form 20- F ☒   Form 40-F ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

 

 

On October 9, 2020, VivoPower International PLC (the “Company”) issued a press release announcing that it has signed a definitive agreement to acquire a 51% shareholding in a Light Electric Vehicle Company, Tembo e-LV B.V. The related press release is attached hereto as Exhibit 99.1.

 

The information in this Report on Form 6-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

 

 

EXHIBIT INDEX

 

Exhibit 99.1 — Press Release

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Date: October 9, 2020

VivoPower International PLC

 

 

 

 

 

/s/ Kevin Chin

 

 

Kevin Chin

Executive Chairman

 

 

 

 

Exhibit 99.1

 

VivoPower International PLC Executes Definitive Agreement to Acquire 51% of a Light Electric Vehicle Company, Tembo e-LV

 

LONDON, October 9, 2020

 

VivoPower International PLC (Nasdaq: VVPR) (“VivoPower”) – an international battery technology, electric vehicle, solar and critical power services company is pleased to announce that it has signed a definitive agreement to acquire a 51% shareholding in Tembo e-LV B.V. (“Tembo”).

 

Tembo is a Netherlands-based specialist battery-electric and off-road vehicle company with global sales and distribution channels across four continents. It services a diverse range of sectors – from mining, infrastructure and utilities to government services, game safaris and humanitarian aid – by providing customized light electric vehicles, often for rugged applications.

 

The purchase consideration will be USD$4.7 million, and VivoPower will have the option to acquire the remaining 49% of Tembo in the future. The transaction is subject to customary closing conditions including capital structuring and funding mix requirements.

 

Tembo generated USD$2.3 million in revenue (unaudited) for its fiscal year ended December 31, 2019.

 

Based on an analysis of publicly available industry data, the Company estimates that the potential global addressable market for commercial fleet electric vehicles could be at least USD$36 billion within the markets in which Tembo is currently active (which presently do not include the United States, Asia or South America).

 

“We look forward to working even more closely with the Tembo team in scaling up its capacity to deliver customized and/or ruggedized commercial fleet electrification solutions. Furthermore, this acquisition will enable VivoPower to accelerate the roll out of our sustainable energy solutions offering, with an initial focus on the mining, infrastructure and utilities sectors globally,” said Kevin Chin, VivoPower’s Executive Chairman and CEO.

 

VivoPower and Tembo have over 700 active customers combined, many of which are in the mining, infrastructure and utilities sectors.

 

“VivoPower’s investment will allow Tembo to build additional capacity to meet pent up demand from our customers and improve efficiencies of scale. Given that the Tembo and VivoPower teams have already started working together on customer-initiated requests for proposals, we believe that this will translate into a growing order book,” said Tembo founder and CEO, Frank Daams.

 

About VivoPower

 

VivoPower is an international battery technology, electric vehicle, solar and critical power services company whose core purpose is to deliver sustainable energy solutions to its customers. VivoPower is a certified B Corporation and has operations in Australia, the United States, Canada and the United Kingdom.

 

 

Forward-Looking Statements

This communication includes certain statements that may constitute “forward-looking statements” for purposes of the United States federal securities laws. Forward-looking statements include, but are not limited to, statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements may include, for example, statements about the completion of the Tembo acquisition, the anticipated benefits of the Tembo acquisition, and the related potential global addressable market. These statements are based on VivoPower’s management’s current expectations or beliefs and are subject to risk, uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements herein due to changes in economic, business, competitive and/or regulatory factors, and other risks and uncertainties affecting the operation of VivoPower’s business. These risks, uncertainties and contingencies include changes in business conditions, fluctuations in customer demand, changes in accounting interpretations, management of rapid growth, intensity of competition from other providers of products and services, changes in general economic conditions, geopolitical events and regulatory changes and other factors set forth in VivoPower’s filings with the United States Securities and Exchange Commission. The information set forth herein should be read in light of such risks. VivoPower is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements whether as a result of new information, future events, changes in assumptions or otherwise.

 

Contact

 

Investor Relations

shareholders@vivopower.com