Thursday 11 November 2021

Saietta Group plc

("Saietta" of "the Company")

Acquisition of e-Traction

Saietta Group plc, the UK company that has developed the innovative, patent protected, AFT electric motor designed for high efficiency electric vehicle drivetrains, today announces the acquisition of e-Traction Europe B.V. ("e-Traction") from the Evergrande New Energy Automotive group ("Evergrande").

Saietta has acquired 100% of the Netherlands based electric drive train manufacturer e-Traction from the Evergrande New Energy Automotive group for a total consideration of up to €2 million.

e-Traction is a designer, manufacturer, and supplier of complete electric powertrain systems for heavy commercial vehicles with a range of in-wheel motor based axles, high voltage power electronics and control system technology, and over 10 years' commercial track record.

This transaction has delivered Saietta an acceleration of both its commercial and technical growth plans.  Specifically, the addition of e-Traction into the Saietta group brings the following valuable benefits:

About e-Traction

e-Traction is a designer and supplier of specialist electric drive trains to the heavy commercial passenger vehicle industry as well as a designer and manufacturer of high voltage power electronics including inverters electric powertrain control units and diagnostic service application software. 

e-Traction owns a portfolio of IP relating to in-wheel motors, electric drive trains, and power electronics as well as a production line for high voltage inverters, some current stock balances, work in progress and an order book.  e-Traction currently has 34 full-time staff, 16 part time staff and uses 11 external contractors.

Vehicles powered by e-Traction drive trains have completed over 2.6 million in service kilometres since 2009 and are operated by 8 different commercial enterprises, e-Traction has supplied 7 different OEMs across Europe to date.  In the year to 31 December 2020 (unaudited), e-Traction reported revenue of €1.2 million (2019: €11.4 million) and a loss before tax of €6.46 million (2019: loss of €5.2 million).  As at 31 December 2020 e-Traction had net liabilities of €12.0 million (net assets of €4.5 million net of intra-group balances).

Commercial Rationale

Saietta has developed its low cost, low maintenance and highly efficient AFT (axial flux electric motor technology) motor to democratise the transition to mass-market electrification, making the EV revolution accessible to millions of people around the world and supporting high-growth economies to achieve their carbon reduction targets.  The global automotive manufacturing industry, which consisted of c. 74,000 enterprises and generated over $2 trillion of revenue in 2019, is experiencing substantial change as it transitions from internal combustion engines to electric motors.

Saietta's core mission is to use its advantageous AFT technology to assist with the improvement of air quality in large inner cities.  As well as the focus on the lightweight e-mobility revolution in developing countries, Saietta's board believes that commercial passenger and goods vehicles are a major contributor to pollution and that the transaction with e-Traction will enable Saietta to address this.

The acquisition of e-Traction both advances the development and route to market for Saietta's high voltage AFT motor designs and brings additional product variants into Saietta's portfolio - both in terms of complementary power electronics and heavy vehicle drive trains.  This is reflected in the work that Saietta and e-Traction have already collaborated on with regards to HGV e-axles as well as other designs based on e-Traction products.

Additionally, e-Traction's proven track record of in-wheel motor design and production will provide considerable assistance to the combined group in the development and commercialisation of Saietta AFT in wheel motors which are being utilised in the Saietta P1 smart mobility modular platform.

Specifically, the addition of an operational inverter production line considerably accelerates a number of Saietta's business goals. As well as the above-mentioned move into commercial vehicles this high voltage power electronics capability will help unlock the potential high performance automobile market for the AFT 190 and related variants.

The capability of e-Traction's experienced product R&D team is anticipated to add meaningful capacity to the existing R&D team in the UK in a highly efficient manner.  The directors believe that there is a great benefit to acquiring integrated and operational teams in this regard as opposed to individual hiring.

Given the fast growth of Saietta's marine engine subsidiary the addition of staffing, administration and capability in the Netherlands has also arrived at an opportune time.

The commercial achievements of e-Traction both in product in-service road kilometres and the range of OEM and end user relationships have the potential to accelerate Saietta's route to market on a global basis.

The historic 2019 revenue figure of €11.4 million and the breadth of the OEM customer relationships evidences the commercial capability of the e-Traction team whilst previously operating in a stable environment and demonstrates the potential opportunity provided by its full integration in to the Saietta group.

The overall effect on Saietta will be to increase its targeted departmental growth in line with its existing business plan, to broaden and enhance its product offering and to accelerate its route to market across several fronts.

Transaction Details

Saietta has acquired 100% of the share capital of e-Traction from Hubei TET Drive Technology Co., Ltd. (the "Seller") which is an 81.4% owned subsidiary of Evergrande Ruibo Power Technology (Shenzhen) Co., Ltd, which in turn is a 100% subsidiary of Evergrande New Energy Automobile Investment Holding Co., Ltd.  All liabilities due to e-Traction's former parent group have been waived as part of the transaction. There are no changes to the board or management of Saietta as a result of the transaction. 

Saietta will be paying a total consideration of up to €2 million (funded from its existing cash resources) for e-Traction which includes an amount of €300,000 retained by Saietta in respect of certain Seller warranties and indemnities.  Payment of the consideration is split between the amount of €1 (one Euro) paid at completion for the entire share capital of e-Traction and a further deferred consideration of up to €1,999,999 (including the €300,000 warranty retention) in respect of the satisfaction of certain conditions being achieved by the Seller with regards to approvals from the relevant agencies of the People's Republic of China. Saietta's board consider the consideration to represent fair value given the historic performance of e-Traction and the work required to deliver commercial progress.

As part of the transaction the Seller and Evergrande New Energy Automotive Holdings (Hong Kong) Ltd. have waived loan receivables of approximately €21.2 million in respect of loans made by the Evergrande group to e-Traction.  Save for the deferred consideration under the terms of the transaction there are no amounts payable or owing to any members of the Evergrande group by e-Traction or Saietta, furthermore two members of the Evergrande group (Evergrande Ruibo Power Technology (Shenzhen) Co., Ltd., and Evergrande Automotive Industrial Park Investment (Shenzhen) Group Co., Ltd.) have returned all out-licensed IP to e-Traction following which there are no ongoing license arrangements in place.

Wicher (Vic) Kist, Chief Executive of Saietta, commented:

"This acquisition will allow Saietta to accelerate its business plan by several years adding not just commercial and technical capability but also extending our IP portfolio and acquiring an operational power electronics production facility. 

The team at e-Traction have over 10 years successful experience in the design, manufacture, sales and supply of complete e-axle and e-power train systems with millions of kilometres of real world in-service road miles and established power electronics competence and manufacturing capability.

In addition, we believe that the customer relationships and order book of e-Traction will prove commercially valuable and that over time the revenue contribution from the e-Traction team when combined with access to Saietta AFT technology will be meaningful.

As outlined at the time of our IPO earlier this year Saietta is determined to build up manufacturing capacity in the UK and Europe and the opportunity to bring production of commercial vehicle e-drive trains back from China to these jurisdictions is very exciting.

We are delighted to welcome the e-Traction team to the Saietta group in order to both accelerate the current roll out of Saietta AFT technology into high voltage products and also to access the wider and lucrative commercial and HGV markets."

-ENDS-

This announcement contains inside information as defined in Article 7 of the EU Market Abuse Regulation No 596/2014 and has been announced in accordance with the Company's obligations under Article 17 of that Regulation.

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About Saietta:

Saietta is an AIM-quoted, UK electric drive company that has developed the innovative, and patent protected, axial flux technology (AFT) motor, which can power a wide variety of electric vehicles, ranging from scooters, motorbikes, cars, marine engines, through to larger vehicles. Saietta's initial focus is to enable the mass-market electrification of the high-volume motorbike and lightweight vehicle market across Asia. Saietta is democratising the EV revolution with motors capable of delivering high torque density at low voltage, whilst being low-cost, low-maintenance, and highly suitable for mass-market production.