MIAMI, Aug. 05, 2020 (GLOBE NEWSWIRE) -- via NetworkWire -- Net Element, Inc. (NASDAQ: NETE) (“Net Element” or the “Company”) today announced the execution of a definitive agreement to merge with privately-held Mullen Technologies, Inc. (“Mullen”), a Southern California-based electric vehicle company, in a stock-for-stock reverse merger in which Mullen’s stockholders will receive a majority of the outstanding stock in the post-merger Company.
Highlighted Terms of the Definitive Merger Agreement:
Under the terms of the agreement, Net Element’s wholly owned, newly formed subsidiary will acquire all the outstanding shares of Mullen. Upon completion of the merger, Net Element shareholders will own 15% and Mullen shareholders will own 85% of the issued and outstanding shares of the combined Company. Net Element has the right to acquire up to an additional 6.7% of the combined Company depending on the amount of loans from Net Element to Mullen prior to closing.
Immediately prior to completion of the merger, Net Element will, subject to Net Element's stockholders' approval, divest itself of its payments-processing business and portfolio. The completion of the merger is subject to shareholder and NASDAQ approval, as well as other conditions referenced in the merger agreement. Upon closing of the merger, Net Element’s current management team and board of directors will resign and be replaced by a management team led by David Michery, Mullen’s founder, chairman and chief executive officer and the Mullen-nominated board of directors. The Company has obtained a fairness opinion satisfactory to its board of directors, and each company’s board of directors has approved the execution of the merger agreement. Mullen’s shareholders have approved the execution of the merger agreement and the transactions contemplated in such agreement.
Additional details regarding the merger, including the complete merger agreement, may be found in Net Element's report on Form 8-K, which was filed with the Securities and Exchange Commission (SEC) today, August 5th, 2020, and may be obtained from the SEC website at https://sec.report/CIK/0001499961.
“Our team at Mullen Technologies is very proud to take the next step in completing this acquisition of Net Element," stated David Michery, CEO and Founder of Mullen Technologies,Inc. "Mullen is dedicated to the development of environmentally friendly, affordable technology that will bring energy solutions to consumer products and communities in the near future. This acquisition provides the resources that Mullen can utilize to execute on its business model to integrate state-of-the-art, clean-battery technology into personal and commercial vehicles, and eventually sustainable, reusable battery technology into everyday consumer products.”
Founded in 2014, Mullen, through ICI (Independent Commercial Importers), expects to launch the Dragonfly K50, a luxury sports car, in the first half of 2021. Mullen currently operates seven retail locations throughout California, as well as one in Arizona. Several national and local events, from the Los Angeles Auto Show to the New York International Auto Show, have showcased Mullen automobiles and concept cars. Mullen’s Dragonfly K50 won the Governor’s Choice Award at the 2019 Balboa Bay Club’s Classic Auto Show.
“We are excited to move forward with the proposed merger with Mullen Technologies. We are confident that this transaction will increase shareholder value in the long term,” commented Oleg Firer, executive chairman of Net Element.
About Mullen Technologies:
Mullen Technologies is a Southern California-based licensed electric vehicle manufacturer with international distribution that operates in various verticals of businesses focusing in the automotive industry: Mullen Automotive, Mullen Energy, Mullen Auto Sales, Mullen Funding Corp., and CarHub. Each of these divisions provide Mullen with diversity of different products and services within the automotive industry.
For more information, please visit: www.MullenUSA.com.
About Net Element
Net Element, Inc. (NASDAQ: NETE) operates a payments-as-a-service transactional and value-added services platform for small to medium enterprise ("SME") in the U.S. and selected emerging markets. In the U.S., the Company aims to grow transactional revenue by innovating SME productivity services using blockchain technology solutions and Aptito, its cloud-based, restaurant and retail point-of-sale solution. Internationally, Net Element's strategy is to leverage its omni-channel platform to deliver flexible offerings to emerging markets with diverse banking, regulatory and demographic conditions. Net Element was ranked as one of the fastest growing companies in North America on Deloitte's 2017 Technology Fast 500™. In 2017, Net Element was recognized by South Florida Business Journal as one of 2016's fastest-growing technology companies.
For more information, please visit: www.NetElement.com.
Forward-Looking Statements
Securities Exchange Act of 1934, as amended. Any statements contained in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as "continue," "will," "may," "could," "should," "expect," "expected," "plans," "intend," "anticipate," "believe," "estimate," "predict," "potential," and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Net Element and are difficult to predict. Examples of such risks and uncertainties include but are not limited to whether shareholders of the Company will vote to approve the merger and other transactions contemplated in the merger agreement that require Net Element’s shareholders’ approval, whether regulatory approvals to the contemplated transaction will be received and whether all other conditions precedent to the transaction referenced in the merger agreement will materialize. Additional examples of such risks and uncertainties include, but are not limited to (i) Net Element's ability (or inability) to obtain additional financing in sufficient amounts or on acceptable terms when needed, including as required in one of the closing conditions of the merger agreement, and the risk of dilution to Net Element’s shareholders as a result of the transactions (including obtaining additional financing) contemplated in the merger agreement; (ii) Net Element's ability to maintain existing, and secure additional, contracts with users of its payment processing services; (iii) Net Element's ability to successfully expand in existing markets and enter new markets; (iv) Net Element's ability to successfully manage and integrate any acquisitions of businesses, solutions or technologies; (v) unanticipated operating costs, transaction costs and actual or contingent liabilities; (vi) the ability to attract and retain qualified employees and key personnel; (vii) adverse effects of increased competition on Net Element's business; (viii) changes in government licensing and regulation that may adversely affect Net Element's business; (ix) the risk that changes in consumer behavior could adversely affect Net Element's business; (x) Net Element's ability to protect its intellectual property; (xi) local, industry and general business and economic conditions; and (xii) adverse effects of potentially deteriorating U.S.-Russia relations, including, without limitation, over a conflict related to Ukraine, including a risk of further U.S. government sanctions or other legal restrictions on U.S. businesses doing business in Russia. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the most recent annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K filed by Net Element with the Securities and Exchange Commission. Net Element anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Net Element assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law.
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