Core Viewpoint - Envirotech Vehicles, Inc. (EVTV) has entered into an Amended and Restated Letter of Intent (LOI) with AZIO AI Corporation for a merger transaction, with a proposed acquisition price of $3.00 per share, subject to independent third-party valuation [1][6]. Transaction Framework - The LOI establishes a framework for AZIO AI to become a wholly owned subsidiary of EVTV, indicating a potential strategic transformation for EVTV towards advanced artificial intelligence infrastructure and high-performance computing [3]. - The transaction is structured as a statutory merger, where a newly formed subsidiary of EVTV will merge into AZIO AI, with AZIO AI continuing as the surviving entity [4]. Shareholder Considerations - AZIO AI shareholders are expected to receive equity consideration in EVTV equity securities, with the final structure and allocation to be determined in the definitive agreement [5]. - The LOI assumes an enterprise value for AZIO AI of $480 million, with an agreed reference value of $3.00 per share of EVTV common stock [6]. Leadership Changes - Upon completion of the merger, Chris Young, the CEO of AZIO AI, is expected to be appointed as the CEO of EVTV [7]. Strategic Intent - The transaction reflects a disciplined approach to advancing EVTV's strategic evolution, aligning the company with a scaled AI infrastructure platform and an experienced technology leadership team [8].