VivoPower PLC (VIVO) Registration Filing summary

Company overview and business model

• Operates as a global sustainable energy solutions B Corporation, focusing on electric vehicle (EV) solutions, battery and microgrids, solar, and critical power technology and services.

• Business is segmented into Electric Vehicles (Tembo), Solar Development (Caret), Sustainable Energy Solutions (SES), Critical Power Services (Aevitas), and Corporate Office.

• Recent strategic focus is on scaling Electric Vehicles and SES, with divestment of non-core assets such as Kenshaw Electrical.

• Tembo develops electric conversion kits for utility vehicles, targeting mining and ruggedized fleet applications, and has launched a fully electric OEM pickup utility vehicle.

• Solar Development segment is monetizing a U.S. project portfolio, with proceeds intended for redeployment into core business units.

Financial performance and metrics

• For the year ended June 30, 2023, total revenue was $15.1M, gross loss $2.3M, operating loss $15.3M, and net loss $22.4M.

• For the six months ended December 31, 2023, revenue was $5.9M, gross profit $0.53M, and operating loss $4.5M.

• Cash reserves as of December 31, 2023, were $0.6M, with total debt of $33.2M, resulting in a net debt position of $32.6M.

• Adjusted EBITDA for the year ended June 30, 2023, was a loss of $9.9M.

• Ongoing losses and negative cash flows raise material uncertainty about the ability to continue as a going concern without additional financing or asset sales.

Use of proceeds and capital allocation

• Net proceeds from the offering will be used to fund working capital for commercial EV expansion, reduce debt (including shareholder loans), and for general corporate purposes.

• Proceeds may also be used for potential acquisitions of complementary businesses or technologies.

• No minimum offering amount; actual proceeds may be significantly less than the maximum.