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 14, 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 14, 2020, VivoPower International PLC (the “Company”) issued a press release announcing pricing of a $25.0 million underwritten public offering of its ordinary shares. 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 14, 2020

VivoPower International PLC

 

 

 

/s/ Kevin Chin

 

Kevin Chin

Executive Chairman

 

 

 

Exhibit 99.1

VivoPower Announces Pricing of $25.0 Million Underwritten Public Offering of Ordinary Shares

 

LONDON, October 14, 2020

 

VivoPower International PLC (NASDAQ: VVPR) (“VivoPower” or the “Company”), an international battery technology, electric vehicle, solar and critical power services company, today announced the pricing of an underwritten public offering of 2,941,176 of its ordinary shares at a price to the public of $8.50 per share. Gross proceeds, before underwriting discounts and commissions and estimated offering expenses, are expected to be approximately $25.0 million. Maxim Group LLC is acting as sole book-running manager for the offering.

 

In addition, VivoPower has granted the underwriters a 45-day option to purchase up to an additional 441,176 of its ordinary shares at the public offering price less underwriting discounts and commissions. The offering is expected to close on or about October 19, 2020, subject to the satisfaction of customary closing conditions.

 

VivoPower intends to use the net proceeds from the offering, together with its existing cash and cash equivalents, to fund working capital needs in connection with the expansion of its operations to the commercial electric vehicle segment, including $4.7 million to fund its acquisition of Tembo e-LV B.V., and for working capital and other general corporate purposes.

 

The offering is being conducted pursuant to the Company's registration statement on Form F-1 (File No. 333-248761) previously filed with and subsequently declared effective by the Securities and Exchange Commission ("SEC"). A prospectus relating to the offering will be filed with the SEC and will be available on the SEC's website at http://www.sec.gov. Electronic copies of the prospectus relating to this offering, when available, may be obtained from Maxim Group LLC, 405 Lexington Avenue, 2nd Floor, New York, NY 10174, at (212) 895-3745.

 

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

 

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, Canada, the United States, and the United Kingdom.

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, contained in this press release, including statements regarding the completion of the public offering, the satisfaction of customary closing conditions with respect to the public offering and the use of proceeds therefrom, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “plan,” “predict,” “project,” “target,” “potential,” “will,” “would,” “could,” “should,” “continue” or the negative of these terms or other comparable terminology, which are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make. Various factors may cause differences between our expectations and actual results as discussed in greater detail in our filings with the SEC, including without limitation, risks and uncertainties related to global economic or market conditions, volatility in the share price of our ordinary shares, changes in our operating plans or funding requirements and the risks and uncertainties described in the section entitled “Risk Factors” in our annual report on Form 20-F for the year ended June 30, 2020 that was filed with the SEC on September 8, 2020 and our subsequent periodic and current reports filed with the SEC. We do not assume any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 

Contact

 

Investor Relations

 

shareholders@vivopower.com