Phoenix Motor Inc. (NasdaqCM:PEV) entered into an asset purchase agreement to acquire Transit business line of Proterra Operating Company, Inc. for $3.5 million on November 11, 2023. Under the Purchase Agreement, the total cash consideration to be paid by Phoenix for the Proterra Transit business unit and Proterra Battery lease agreements will be $10 million, consisting of $3.5 million for the Proterra Transit business unit and $6.5 million for the Proterra battery lease assets. In addition, Phoenix will pay certain cure payments and assume other liabilities, primarily warranties. In a related transaction, Phoenix entered into an asset purchase agreement to acquire Proterra battery lease assets for $6.5 million on November 13, 2023. Phoenix Motor was selected as the winning bidder through the auction of the assets in a Chapter 11 sales process.

The transaction is subject to applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act, regulatory approvals, the companies will seek U.S. Bankruptcy Court approval for the sale on November 28, 2023, and, if approved, plan to close on or before December 5, 2023. As of November 29, 2023, The Sale hearing for Phoenix Motor, Inc.?s (?Phoenix?) pending acquisition of the Proterra Transit business line has been moved to December 12, 2023. Moelis & Company (NYSE:MC) acted as financial advisor, FTI Consulting, Inc. (NYSE:FCN) acted as financial advisor and Paul M. Basta, Robert A. Britton, and Austin S. Pollet of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisor to Proterra.

Phoenix Motor Inc. (NasdaqCM:PEV) completed the acquisition of Transit business line of Proterra Operating Company, Inc. on January 11, 2024. The transaction was approved by bankruptcy court.