QEV Technologies and SPEAR have successfully signed an agreement to combine their businesses, which is expected to result in the listing of QEV N.V. on Euronext Amsterdam

QEV Technologies, a fast-growing company that specialises in electric light commercial vehicles for corporate fleets and electric buses for public transport companies, and SPEAR Investments I, a Special Purpose Acquisition Company (SPAC) launched by AZ Capital and STJ Advisors focused on becoming a valuable partner to a fast-growing European business, have successfully signed an agreement to combine their businesses which is expected to result in the listing of QEV N.V. on Euronext Amsterdam.

QEV Technologies will maintain its fiscal residence, headquarters and operations in Barcelona (Spain), following its recent successful tender with its JV partner for a former Nissan facility in the “D-Hub” (Decarbonization Hub) in Barcelona, Spain, a cutting-edge project in electric mobility strategically located in Barcelona’s free trade zone that seeks to position Spain and Europe as a benchmark in sustainable automation, with an expected production capacity of 180,000 vehicles per year.

The implied enterprise valuation for the transaction is EUR 209 million and the transaction already has EUR 23 million of capital to support the company’s business plan, which foresees a four-fold increase in revenues by 2023 and aims to sell over 16,000 electric vehicles per year by 2027. QEV Technologies’ pipeline of business includes both purchase orders and advanced negotiations to become a supplier of last mile electric vehicles with its ZEROID brand for large national and international companies, as well as for the supply of electric buses.

Joan Orús, CEO at QEV Technologies explains: “The market for electric light commercial vehicles and buses is accelerating at a rapid pace, as companies seek to electrify their fleets and to deliver their products and services in a sustainable way. QEV Tech has developed its expertise in electric mobility over a 10-year period and is now reaching an inflexion point as the electrification of global supply chains and transport networks has created a supply-constrained environment that we are seeking to serve with our experience in electric mobility and our highly competitive production capabilities.”.

Jorge Lucaya, co-CEO of SPEAR Investments, commented: “QEV Technologies is the ideal business combination candidate. It combines technology expertise in electric mobility, with cost-competitive production capabilities and concrete orders. At SPEAR we see the market opportunity that QEV is serving as very attractive – the high utilisation of fleet vehicles makes the transition to light commercial vehicles compelling for fleets from a commercial perspective, and is less brand-driven than consumer decisions in terms of electric vehicles. In addition, the large purchase orders of fleets allow customisations of those vehicles according to customer needs which also supports this transition.”.

John St. John, co-CEO of SPEAR Investments, commented: “SPEAR has delivered on its objective of offering a route to capital markets for a fast-growing private company that has proven much, but still has significant growth potential ahead of it, and combining it with capital and expertise to support that growth. We see QEV as having an exciting long term future ahead of it and are looking forward to supporting it in achieving its goals over the long term.”.

The capital provided by this transaction will allow QEV Technologies to continue to increase investment and accelerate the deployment of funds corresponding to, among other initiatives, the Strategic Project for the Recovery and Economic Transformation of the Electric and Connected Vehicle (PERTE_VEC) authorized by the European Commission and the Spanish Government. The cash inflow is comprised of a combination of non-redemption agreements with SPEAR’s existing shareholders, the entry of new private investors through a PIPE (Private Investment in Public Equity) transaction, new investment from the company’s existing investor, Inveready, and a backstop commitment from SPEAR’s promote investors. The committed capital is expected to be further increased before closing of the proposed business combination.

Under the terms of the proposed agreement, 100% of QEV Technologies’ existing shareholders are expected to remain invested in the company through the exchange of their shares for shares in the combined entity.

Amongst these, Inveready and GAEA Inversion, the private equity vertical of the fund management firm, currently the largest investors in the company, will significantly increase their investment in QEV Technologies, which was initially made in 2021.

The transaction is subject to the approval of the business combination by SPEAR’s shareholders at an EGM, which will take place on September 27th, 2023, after which QEV Technologies is expected to become a Euronext listed company. For more information please see SPEAR Investment’s Shareholder Circular published on its website at https://www.spearinvestments.com/.