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
November 14, 2023
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
+44-203-667-5158
(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 ☐
CONTENTS
On November 14, 2023, VivoPower International PLC (the “Company”) issued a press release announcing VIVOPOWER ANNOUNCES “SUM OF THE PARTS” STRATEGIC VALUE MAXIMISATION REVIEW. The related press release is attached hereto as Exhibit 99.1.
This Report on Form 6-K, including Exhibit 99.1, is hereby incorporated by reference into the Company’s Registration Statements on Form S-8 (File Nos. 333-227810, 333-251546, 333-268720, 333-273520), Form F-3 (File No. 333-251304) and Form F-1 (File No. 333-267481).
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: November 14, 2023 |
VivoPower International PLC |
|
/s/ Kevin Chin |
|
|
Kevin Chin Executive Chairman |
Exhibit 99.1
VIVOPOWER ANNOUNCES “SUM OF THE PARTS” STRATEGIC VALUE MAXIMISATION REVIEW
Board initiated review following inbound M&A expressions of interest
Non binding letters of intent received for Tembo and Aevitas Kenshaw
LONDON, November 14, 2023 (GLOBE NEWSWIRE) – VivoPower International PLC (NASDAQ: VVPR, “VivoPower”, the “Company”) has announced today that it has initiated a sum of the parts strategic value maximisation review in relation to the Company and has engaged a corporate adviser, Chardan, in this regard.
The strategic review has been prompted by inbound expressions of interest for both Tembo and Aevitas Kenshaw over the past few weeks. These transactions are currently in the due diligence phase and hence may not culminate in definitive agreements.
As a B Corporation, the VivoPower board is mindful of its fiduciary duties to maximise value for stakeholders, including shareholders. It remains committed as part of this strategic review process to delivering on the B Corp triple bottom line of people, profit and planet.
About VivoPower
VivoPower is an award-winning global sustainable energy solutions B Corporation company focused on electric solutions for off-road and on-road customised and ruggedised fleet applications, battery and microgrids, solar and critical power technology and services. The Company’s core purpose is to provide its customers with turnkey decarbonisation solutions that enable them to move toward net-zero carbon status. VivoPower has operations and personnel in Australia, Canada, the Netherlands, the United Kingdom, the United States, the Philippines, and the United Arab Emirates.
Forward-Looking Statements
This communication includes certain statements that may constitute “forward-looking statements” for purposes of the U.S. federal securities laws. Forward-looking statements include, but are not limited to, statements that refer to projections, forecasts or other characterisations 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 achievement of performance hurdles, or the benefits of the events or transactions or potential transactions described in this communication and the expected returns therefrom. 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, competitiveness of offers to acquire businesses, 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
Shareholder Enquiries
shareholders@vivopower.com