Blackbox issues 2.4 million shares of Series
B Convertible Preferred Stock for stake in Evtec Group; Regains
Compliance with NASDAQ Stockholder Equity Requirement
Blackboxstocks, Inc. (NASDAQ: BLBX), (“Blackbox” or the
“Company”), a financial technology and social media hybrid platform
offering real-time proprietary analytics for stock and options
traders of all levels, announced today that it executed a
Securities Exchange Agreement with Evtec Group Limited on June 9,
2023. The Securities Exchange Agreement provides for a mutual
investment between the two companies as an initial step towards
completing the planned merger between Blackbox and Evtec Group
Limited, Evtec Aluminium Limited, and Evtec Automotive Limited
(collectively “Evtec”), as previously announced on April 17,
2023.
Under the terms of the Securities Exchange Agreement, Blackbox
will issue 2.4 million shares of a newly created Series B
Convertible Preferred Stock in exchange for 4,086 newly issued
preferred shares of Evtec Group Limited. The Series B Preferred
Stock is non-voting and will be convertible into common stock on a
one-for-one basis only after receiving stockholder approval. The
preferred shares issued by Evtec Group are non-voting and
convertible into common shares on a one-for-one basis immediately
prior to, or at the time of, the merger between the companies.
As a result of the execution of the Securities Exchange
Agreement, Blackbox stockholders’ equity will increase by $8.52
million, enabling the company to regain compliance with the $2.5
million minimum stockholders’ equity requirement for continued
listing on The Nasdaq Capital Market, as set forth in Nasdaq
Listing Rule 5550(b)(1).
Gust Kepler, Chief Executive Officer of Blackbox, commented,
“This agreement is an important first step in our merger plan with
Evtec and demonstrates the strong financial commitment that both
companies have to complete it. In parallel, we are continuing to
build our core business in the fintech sector. We believe this dual
strategy will provide maximum value for our shareholders by
allowing them to participate in the continued operations of
Blackbox in addition to the explosive EV and luxury automotive
parts sector served by Evtec.”
David Roberts, Chairman and CEO of Evtec, added, “We are equally
enthusiastic about making this initial investment with Blackbox as
we move towards completion of our merger. Evtec has a substantial
order book of over $500 million and a number of acquisition
opportunities that we believe the combination of Evtec and Blackbox
can help us realize.”
Evtec Group is the parent of Evtec Automotive Limited and an
affiliate of Evtec Aluminium. Evtec Aluminium was not a party to
the Securities Exchange Agreement but will be acquired as part of
the merger.
About Evtec
Evtec is a UK based company providing complete assemblies to
auto manufacturers, simplifying sourcing, saving time on
procurement, and increasing production efficiency. Their pick and
pack service supplies aftermarket automotive products, as well as
offering kitting and fulfilment for non-automotive businesses.
Their business focuses on premium luxury brands and a market
transition to electric vehicles and includes Jaguar Land Rover
Group as their largest customer. As a result of significant change
in the global supply chain for auto manufacturing in Great Britain
that places an increased need for local sourcing of parts, Evtec is
well positioned to expand both organically and through acquisition.
For more information, visit: https://evtec-automotive.com/
About Blackboxstocks, Inc.
Blackboxstocks, Inc. is a financial technology and social media
hybrid platform offering real-time proprietary analytics and news
for stock and options traders of all levels. Our web-based software
employs "predictive technology" enhanced by artificial intelligence
to find volatility and unusual market activity that may result in
the rapid change in the price of a stock or option. Blackbox
continuously scans the NASDAQ, New York Stock Exchange, CBOE, and
all other options markets, analyzing over 10,000 stocks and up to
1,500,000 options contracts multiple times per second. We provide
our users with a fully interactive social media platform that is
integrated into our dashboard, enabling our users to exchange
information and ideas quickly and efficiently through a common
network. We recently introduced a live audio/screenshare feature
that allows our members to broadcast on their own channels to share
trade strategies and market insight within the Blackbox community.
Blackbox is a SaaS company with a growing base of users that spans
42 countries; current subscription fees are $99.97 per month or
$959.00 annually.
For more information, go to: https://blackboxstocks.com.
Safe Harbor Clause and Forward-Looking Statements
This press release includes forward-looking statements. All
statements other than statements of historical facts contained in
this press release, including statements regarding our future
results of operations and financial position, business strategy and
plans, and our objectives for future operations, are
forward-looking statements. The words “anticipate,” “believe,”
“continue,” “could,” “estimate,” “expect,” “expose,” “intend,”
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“predict,” “project,” “should,” “will,” “would” and similar
expressions that convey uncertainty of future events or outcomes
are intended to identify forward-looking statements, but the
absence of these words does not mean that a statement is not
forward-looking.
The forward-looking statements contained in this press release
are based on our current expectations and beliefs concerning future
developments and their potential effects on us. Future developments
affecting us may not be those that we have anticipated. These
forward-looking statements involve a number of risks, uncertainties
(some of which are beyond our control) and other assumptions that
may cause actual results or performance to be materially different
from those expressed or implied by these forward-looking
statements. These risks and uncertainties include, but are not
limited to, those factors described under the heading “Risk
Factors” in our filings with the Securities and Exchange Commission
(the “SEC”), including our reports on Forms 10-K, 10-Q, 8-K and
other filings that we make with the SEC from time to time. Should
one or more of these risks or uncertainties materialize, or should
any of our assumptions prove incorrect, actual results may vary in
material respect from those projected in these forward-looking
statements. We undertake no obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as may be required under
applicable securities laws. These risks and others described under
“Risk Factors” in our SEC filings may not be exhaustive.
By their nature, forward-looking statements involve risks and
uncertainties because they relate to events and depend on
circumstances that may or may not occur in the future. We caution
you that forward-looking statements are not guarantees of future
performance and that our actual results of operations, financial
condition and liquidity, and developments in the industry in which
we operate may differ materially from those made in or suggested by
the forward-looking statements contained in this press release. In
addition, even if our results or operations, financial condition
and liquidity, and developments in the industry in which we operate
are consistent with the forward-looking statements contained in
this press release, those results or developments may not be
indicative of results or developments in subsequent periods.
Disclosure Information
Blackboxstocks uses and intends to continue to use its Investors
website at https://blackboxstocks.com/company-overview as a means
of disclosing material nonpublic information and for complying with
its disclosure obligations under Regulation FD. Accordingly,
investors should monitor the Company’s Investors website, in
addition to following the Company’s press releases, SEC filings,
public conference calls, presentations and webcasts.
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version on businesswire.com: https://www.businesswire.com/news/home/20230615654750/en/
Investors@blackboxstocks.com
PCG Advisory Stephanie Prince (646) 863-6341
sprince@pcgadvisory.com
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