Financial Performance - The company incurred losses from operations in the first quarter of 2025, primarily due to discounted prices offered to customers to encourage utilization of the charging station [146]. - The company reported no revenue from the sale of battery systems and components for the three months ended March 31, 2025 [147]. - In Q1 2025, the company recognized charging revenue of approximately $1 thousand, a decrease of $3 thousand from $4 thousand in Q1 2024, attributed to reduced sales activity related to a pending acquisition [156]. - The total operating expenses for Q1 2025 were $2.539 million, down from $6.568 million in Q1 2024, reflecting a decrease of $4.029 million primarily due to reduced stock-based compensation and payroll expenses [155][160]. - The net loss for Q1 2025 was approximately $2.475 million, an improvement of $4.066 million compared to a net loss of $6.541 million in Q1 2024 [155]. - The company incurred net cash used in operating activities of $1.689 million in Q1 2025, a decrease from $3.487 million in Q1 2024 [166][168]. - The gross loss increased to $21 thousand in Q1 2025 from $17 thousand in Q1 2024, primarily driven by a decline in revenue and an increase in depreciation expense [158]. Funding and Financial Strategy - The company continues to seek additional funding through equity and/or debt financing arrangements to support operations and growth [144]. - The company raised $2.4 million through a PIPE Securities Purchase Agreement, net of offering costs, in December 2024 [150][164]. - The company is pursuing various funding options, including public markets, to address substantial doubt about its ability to continue as a going concern [165]. - The company plans to continue focusing on capital financing and managing cash position to optimize growth and profitability [154]. Mergers and Acquisitions - The company is pursuing a merger with Verde Bioresins, Inc., with the goal of creating long-term value and strengthening its financial profile [132]. - The merger agreement includes termination rights if the merger is not consummated by March 31, 2025 [133]. Compliance and Stock Performance - The company has not regained compliance with Nasdaq's minimum bid price requirement, leading to a suspension of its securities trading on Nasdaq CM [138]. - A reverse stock split of 1-for-20 was executed on March 31, 2025, to help meet Nasdaq listing requirements [135]. Product Development and Operations - As of March 31, 2024, the company successfully launched its first NxuOne™ megawatt charging station and produced multiple units ready for deployment [131]. - The company is focused on increasing profitability through the utilization of its NxuOne™ charging station network and competitive pricing strategies [146]. - Research and development expenses decreased from $0.4 million in Q1 2024 to nil in Q1 2025 due to a pause in development and cost-saving measures [159].

MESA, Ariz., April 08, 2025 (GLOBE NEWSWIRE) -- Nxu, Inc., (NASDAQ:NXU) ("Nxu", "the Company"), a domestic technology company focused on energy storage and charging solutions for the infrastructure we need to power our electrified future, today announced it is progressing towards closing its merger with Verde Bioresins, Inc. ("Verde"). On February 11, 2025, approximately 99% of the votes cast by Nxu's shareholders approved the issuance of shares of Nxu common stock in connection with and change of control r ...

MESA, Ariz., March 27, 2025 (GLOBE NEWSWIRE) -- Nxu, Inc., (NASDAQ:NXU) ("Nxu", "the Company"), a domestic technology company focused on energy storage and charging solutions for the infrastructure we need to power our electrified future, today announced a planned reverse stock split of its shares of Class A common stock (the "common stock") at a ratio of 1-for-20. The reverse stock split is expected to take effect as of 12:01 a.m. ET, on Monday, March 31, 2025, and shares of the Company's Class A common st ...

Core Viewpoint - Nxu, Inc. announced a planned reverse stock split of its Class A common stock at a ratio of 1-for-20, effective March 31, 2025, to enhance marketability and comply with NASDAQ listing requirements [1][3]. Group 1: Reverse Stock Split Details - The reverse stock split was approved by stockholders on February 11, 2025, allowing a split ratio between 1-for-5 and 1-for-20, ultimately set at 1-for-20 [2]. - The new CUSIP number for the Class A common stock will be 62956D303, with a par value per share remaining at $0.0001 [2]. - Proportionate adjustments will be made to the exercise prices and number of shares under all outstanding options, warrants, and equity awards [2]. Group 2: Company Strategy and Expectations - The reverse stock split aims to facilitate the proposed merger with Verde Bioresins and maintain NASDAQ compliance [3]. - The company anticipates that the reverse stock split will lead to an increase in the market price of its Class A common stock, thereby improving share marketability [3]. - The reverse stock split will not change the number of authorized shares and will uniformly affect all stockholders, with fractional shares rounded up to the nearest whole share [3]. Group 3: Company Overview - Nxu, Inc. is a technology company focused on energy storage and charging solutions, supporting e-Mobility initiatives [5].

Financial Performance and Challenges - Nxu has incurred losses from operations and negative cash flows since its inception, indicating ongoing financial challenges [21]. - Nxu generated revenue for the first time in 2023, but there is no assurance that it will continue to generate revenue from the NxuOne™ Charging Network or other proprietary products [41]. - Nxu has incurred significant losses since its inception and expects to continue incurring losses for the foreseeable future, raising substantial doubt regarding its ability to continue as a going concern [41]. - Nxu incurred a net loss of $23.7 million for the year ended December 31, 2024, with an accumulated deficit of $283.4 million [88]. - As of December 31, 2024, Nxu had only $2.7 million in cash, raising substantial doubt about its ability to continue as a going concern [88]. - Nxu expects to continue incurring losses for the foreseeable future, with no assurance of achieving profitability [88]. Business Strategy and Operations - Nxu's business is entirely dependent on the success of the NxuOne™ Charging Network, and a lack of business diversification could lead to significant losses for stockholders [41]. - The company has ceased EV battery development to focus on the NxuOne™ Charging Network, indicating a shift in its business strategy [103]. - Nxu's future growth is highly correlated with the rapid adoption of electric vehicles (EVs) and the ability of original equipment manufacturers (OEMs) to supply them [99]. - Nxu's business model is contingent on the availability of qualified contractors, and a shortage could impact project viability and increase costs [127]. - Nxu's reliance on complex machinery introduces significant operational risks, including unexpected malfunctions that could affect efficiency and costs [153]. Market and Competitive Landscape - The automotive EV market is highly competitive, and Nxu may not be successful in competing in this industry [44]. - The competitive landscape in the EV market is intensifying, with Nxu facing competition from both EV manufacturers and traditional automotive companies [147]. - Rapid technological changes in the EV charging market necessitate continuous product development to avoid obsolescence and maintain market share [149]. - Changes in fuel economy standards and alternative fuel success may negatively impact the demand for Nxu's EV products and services [151]. Regulatory and Compliance Issues - Nxu is subject to extensive regulatory requirements, which could impact its business prospects and financial condition [29]. - Nxu's business is susceptible to economic downturns, particularly in the EV market, which could adversely affect its ability to raise funds and overall financial condition [108]. - Compliance with evolving regulations, including Buy America requirements, may increase costs and delay revenue recognition for Nxu [157][159]. - Nxu is subject to various environmental regulations that may increase compliance costs and impact production processes [141]. Mergers and Acquisitions - A merger with Verde Bioresins, Inc. is planned, which will result in Verde becoming a wholly owned subsidiary of Nxu [19]. - The completion of the Merger is subject to conditions that may not be satisfied or completed on a timely basis, which could have material adverse effects on Nxu [45]. - If the Merger is not completed, the price of Nxu's Class A common stock may decline significantly, reflecting market assumptions about the Merger's consummation [50]. - Current stockholders of Nxu are expected to own approximately 5% of the outstanding shares of the combined company post-Merger, while former Verde stockholders are expected to own approximately 95% [57]. - The Merger Agreement restricts Nxu from soliciting competing proposals, which may disadvantage the company if the Merger is not completed [59]. Intellectual Property and Technology - The company has a robust intellectual property portfolio with five issued patents and 37 pending applications related to battery and charging technologies [17]. - Nxu's ongoing patent applications are critical for protecting its intellectual property, with expectations for patents to be issued between 2021 and 2024 [137]. - The company faces challenges in protecting its intellectual property, which could materially affect its business and financial condition if not successfully enforced [138]. Human Resources and Management - The company has significantly reduced its headcount as a cost-saving measure, with only four full-time employees as of December 31, 2024 [32]. - Nxu's management team lacks experience running a public company, which may affect their performance and the company's share price [182]. - Nxu's ability to attract and retain key personnel is critical, as the loss of executives could adversely affect its operations [181]. Stock and Investment Risks - Nxu's Class A common stock has been non-compliant with Nasdaq's $1.00 minimum bid price requirement since April 2, 2024, and received an additional 180 days to regain compliance [192]. - Nxu's dual class structure may lead to lower market prices for its Class A common stock and exclusion from certain indexes [187]. - A substantial sale of Nxu's Class A common stock may lead to a decline in share prices and complicate future equity sales [212]. - Nxu does not anticipate paying dividends on its Class A common stock, and investors may lose their entire investment [200]. Operational Risks - Nxu relies on a limited number of suppliers for its charging stations, and the loss of any of these partners could negatively affect its business [41]. - The demand for EV charging may exceed the supply chain capacity of Nxu's manufacturers, affecting timely delivery of products [118]. - Nxu's charging stations are dependent on electricity availability, and any outages could adversely impact customer experience and business operations [122]. - Changes in utility pricing structures may negatively affect Nxu's future operating results and competitive position [123]. - Vandalism or misuse of Nxu's public charging stations may lead to increased maintenance costs and affect relationships with site hosts [129]. Economic Factors - The U.S. inflation rate has remained elevated, potentially increasing costs for charging equipment and personnel, which could impact capital expenditures and operating costs [112]. - Nxu's ability to utilize loss carryforwards may be limited due to potential ownership changes affecting its net operating loss carryforwards [107]. - Changes in government funding and economic incentives for EVs are beyond Nxu's control and could negatively affect its market position [175].

Company Overview - Nxu, Inc. is a domestic technology company focused on energy storage and charging solutions for an electrified future [9] - Verde Bioresins, Inc. is a leader in sustainable product innovation and bioplastics production, known for its proprietary bioresin PolyEarthylene™ [2][8] Merger Announcement - Nxu stockholders approved the merger with Verde on February 11, 2025, marking a significant step towards sustainable solutions in transportation [1][3] - Upon closing, Verde stockholders will own approximately 95% of the combined company, while Nxu stockholders will own about 5% [4] Market Potential - Verde's PolyEarthylene™ aims to replace traditional petroleum-based plastics, addressing nearly half of the $600 billion global plastics market [2] - The merger is expected to create long-term value and significant growth opportunities for both companies in 2025 [3] Merger Details - The transaction values Verde at approximately $306.9 million and Nxu at about $16.2 million [4] - The merger is anticipated to be completed in March 2025, subject to certain closing conditions [5] Management Structure - The board of directors for the combined company will consist of six members, with five appointed by Verde and one by Nxu [5] - Verde's management team will lead the operations of the combined entity [5] Advisors - Lake Street Capital Markets, LLC provided a fairness opinion to Nxu's Board, while Roth Capital Partners, LLC served as financial advisor to Verde [6]

Group 1 - Monteverde & Associates PC is investigating Nxu, Inc. regarding a proposed merger with Verde Bioresins, Inc. in an all-stock transaction [1] - Nxu will acquire all issued and outstanding common shares of Verde under the terms of the merger agreement [1] Group 2 - Monteverde & Associates PC is recognized as a Top 50 Firm in the 2018-2022 ISS Securities Class Action Services Report [1] - The firm has a successful track record in recovering money for shareholders and litigating in trial and appellate courts, including the U.S. Supreme Court [2]

Core Viewpoint - Monteverde & Associates PC is investigating Nxu, Inc. regarding its proposed merger with Verde Bioresins, Inc., which involves an all-stock transaction for the acquisition of all outstanding common shares of Verde [1]. Company Overview - Monteverde & Associates PC is recognized as a Top 50 Firm in the 2018-2022 ISS Securities Class Action Services Report and has a successful track record in recovering money for shareholders [1][2]. - The firm operates from the Empire State Building in New York City and specializes in class action securities litigation [2]. Legal Context - The investigation pertains to the legality and implications of the merger between Nxu, Inc. and Verde Bioresins, Inc., emphasizing that no company, director, or officer is above the law [3].

Core Viewpoint - Nxu, Inc. is merging with Verde Bioresins, Inc. to create a combined entity focused on sustainable solutions in the plastics industry, aiming to enhance shareholder value and address environmental concerns [1][3]. Company Overview - Nxu, Inc. specializes in energy storage and charging solutions for electrification [1]. - Verde Bioresins, Inc. is a leader in sustainable product innovation, particularly in bioplastics, and has developed PolyEarthyleneTM, a bioresin that can replace traditional petroleum-based plastics [2][9]. Merger Details - The merger will be an all-stock transaction, with Verde stockholders owning approximately 95% and Nxu stockholders owning about 5% of the combined company [3]. - Verde has an estimated enterprise value of approximately $306.9 million, while Nxu's enterprise value is around $16.2 million [3]. - The combined company will be renamed "Verde Bioresins, Corp." and will trade under the ticker symbol "VRDE" on Nasdaq [1]. Strategic Rationale - The merger is seen as a strategic move to optimize Nxu's assets and generate sustained shareholder value while addressing the growing global plastic pollution crisis [6][9]. - Verde's technology is expected to disrupt the plastics industry by providing scalable and economically feasible alternatives to conventional plastics [2][7]. Management and Governance - The board of directors of the combined company will consist of seven members, with six appointed by Verde and one by Nxu [4]. - Verde's management team will lead the operations of the combined entity [4]. Shareholder Support - Humanitario Capital, LLC, Verde's controlling shareholder, and key Nxu executives have signed agreements to support the merger [5]. - The transaction is subject to approval by shareholders of both companies [4]. Market Potential - Verde's PolyEarthylene applications target nearly half of the $600 billion global plastics market, indicating significant growth potential [2][7].

Financial Performance - For the three months ended June 30, 2024, the company recorded a net loss of $2.55 million, which includes impairments of $1.73 million related to lease ROU assets and held for sale assets [100]. - The net loss for the three months ended June 30, 2024, was approximately $6.5 million, an improvement of $8.2 million compared to a net loss of $14.7 million in Q2 2023 [118]. - The net loss for the six months ended June 30, 2024, was approximately $13.1 million, an improvement of $13.8 million compared to a net loss of $26.9 million in the same period of 2023 [130]. - For the six months ended June 30, 2024, revenue was approximately $11 thousand, again reflecting a significant increase from zero revenue prior to September 2023 [125]. Revenue Generation - The company generated approximately $0.5 million in revenue for the year ended December 31, 2023, from the sale of battery systems and components, but has not continued this revenue stream [115]. - Revenue for the three months ended June 30, 2024, was approximately $7 thousand, a significant increase from zero revenue prior to September 2023 [119]. Cost Management - Total operating expenses for the three months ended June 30, 2024, decreased by $10.0 million to $4.6 million compared to $14.6 million in the same period of 2023 [118]. - Total operating expenses for the six months ended June 30, 2024, decreased by $17.0 million to $11.2 million compared to $28.1 million in the same period of 2023 [124]. - Research and development expenses decreased by $4.5 million from $5.1 million in Q2 2023 to $0.6 million in Q2 2024 due to paused development and cost-saving measures [122]. - General and administrative expenses decreased by $5.4 million from $9.4 million in Q2 2023 to $4.0 million in Q2 2024, primarily due to reduced stock-based compensation [123]. Capital Raising - During the six months ended June 30, 2024, the company raised approximately $10.7 million net through its "At-The-Market" equity offering [110]. - The company raised approximately $10.7 million through its ATM during the six months ended June 30, 2024 [130]. Operational Developments - The company successfully launched its first NxuOne™ megawatt charging station and produced multiple units ready for deployment as of March 31, 2024 [109]. - The company incurred losses from the operation of its first NxuOne™ charging station in 2024 and expects to continue incurring losses until sufficient capital is obtained to scale production [109]. - The company paused production of the NxuOne™ charging station in the three months ended June 30, 2024, and reduced headcount across various functions to cut costs [116]. - The company aims to increase profitability through competitive pricing and deployment of additional NxuOne™ charging stations [114]. Strategic Initiatives - The company is exploring strategic alternatives for business combinations to achieve operational stability and growth [111]. - The company has identified targets for a business combination to strengthen its financial profile and create long-term value [111]. - The company plans to sell battery manufacturing equipment and other assets in an online auction scheduled for August 13, 2024 [115]. Financial Position - As of June 30, 2024, the company had $4.6 million in cash and an accumulated deficit of approximately $272.7 million [130]. - The company has contractual lease obligations for two properties with initial lease terms ending in the summer of 2025 [135]. - The lease agreement for the warehouse facility in Mesa, Arizona includes options to renew that can extend the lease term by five years or more [135]. - An equipment lease was added during the six months ended June 30, 2024, with a lease term ending in December 2025, but this lease was terminated after June 30, 2024 [135]. - The company has obligations under its convertible debt facility to repay the remaining balance not converted into equity at the maturity date, which is two years from issuance [135]. Accounting Policies - There have been no material changes to critical accounting policies and estimates disclosed in the 2023 Form 10-K [136].