Workhorse Group shareholders have voted to approve the merger with San Francisco Bay Area-based Motiv Electric Trucks, which was first announced in August.
Both companies build last-mile, light- and medium-duty battery-electric commercial vehicles, a market currently valued at $23 billion.
[Related: Workhorse and Motiv merge to form new North American electric medium-duty truck manufacturer]
The vote took place at the annual shareholders meeting in Cincinnati, Ohio. Workhorse is based in Union City, Indiana. The combined companies will be named Workhorse, Clean Trucking previously confirmed.
The deal is expected to be completed in the next few weeks.
"We appreciate the support of our shareholders as we reach this important milestone in our pending merger with Motiv to create a leader in the medium-duty EV commercial vehicle market," said Rick Dauch, CEO of Workhorse. "We are now poised to complete the transaction and officially bring together two innovators in the medium-duty electric vehicle space and better serve our blue-chip customer base. We look forward to enabling our shareholders to benefit from the upside potential of our combined company."
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Under the merger agreement, Motiv's largest investor will become the majority owner of the newly combined company once the all-stock deal closes. Workhorse shareholders will continue to retain a meaningful stake. As part of the transaction, Workhorse has also completed a sale-leaseback and raised additional funding through convertible notes. In total, the merged company carries an estimated value of about $105 million.
Motiv CEO Scott Griffith will continue in that position for the combined company, while Workhorse CEO Rick Dauch will move into an advisory role.
The companies also outlined the key benefits of the merger:
- Creating a category leader positioned for rapid innovation and scalable growth. Joining Motiv’s diverse product portfolio and top fleet relationships with Workhorse’s proven vehicles, manufacturing capabilities and national dealer network is expected to create a platform for long-term growth. Workhorse’s Union City facility has the capacity to eventually produce up to 5,000 trucks per year.
- Leveraging combined scale and strengths to reduce unit costs. Workhorse and Motiv believe that the combined company will compete more effectively with the industry’s pure-play electric and legacy OEMs. Workhorse and Motiv believe the combined company will capitalize on new opportunities to serve more customers with a more competitively advantaged electric offering than gas/diesel trucks and buses on a TCO basis.
- Joining complementary customer bases. Workhorse and Motiv believe the next phase of large-scale adoption of medium-duty electric trucks in North America will be driven by national-scale commercial fleets with tested and piloted multi-depot EV truck operations. Together, Motiv and Workhorse have served 10 of the largest medium-duty fleets in North America3, positioning the combined company to expand adoption through these existing relationships with likely early scalers.
- Establishing a strong financial foundation. The companies believe that the transaction strengthens the combined company’s financial position and creates opportunities for margin expansion, enabling greater flexibility to pursue future growth initiatives. With a simplified capital structure, the combined company also expects to be better positioned to raise additional capital post-close.
- Presenting significant synergy opportunities. The companies believe there is the potential to achieve at least $20 million of cost synergies, including through R&D, G&A, and facility cost-reductions by the end of 2026. The combined companies also intend to utilize a product and engineering approach to maximize the use of common software, hardware, and IP across its Class 4-6 platforms to pursue additional cost savings, an enhanced technology baseline and a best-in-class customer experience with limited downtime and optimized TCO.
