Mobiv Acquisition Corp
PROPOSED BUSINESS COMBINATION: SRIVARU Holding Ltd.
ENTERPRISE VALUE: $195 million
ANTICIPATED SYMBOL: tbd
Mobiv Acquisition Corp proposes to combine with SRIVARU Holding Ltd.
SRIVARU is the parent company of SRIVARU Motor Private Ltd., a leading commercial-stage provider of premium e-motorbikes in India. SRIVARU was founded on the realization that while the rider-motorcycle relationship is deep and complex, it is in desperate need of innovation for the next generation of riders. SRIVARU provides affordable premium E2W that provide an exceptional riding experience with redundant 3-channel automated braking, a low center of gravity to improve stability, enhanced safety features, and easy charging compatible with home charging outlets. The company has a broad array of intellectual property, including a patent-pending chassis and drive acceleration system. In addition, SRIVARU offers customers a superior total cost of ownership, compared to traditional internal combustion engine motorcycles and E2W competitors.
SUBSEQUENT EVENT – 11/8/23 – LINK
- BCA Amendment:
- On November 7, 2023, Mobiv Acquisition Corp entered into a non-redemption agreement with investors, whereby the investors agreed to withdraw redemptions on the company’s Class A common stock and purchase additional shares, ensuring they hold at least 500,000 shares, with a guarantee of receiving 20 ordinary shares of SRIVARU Holding Limited for each MOBV Share at the Effective Time.
- In connection with the NRA, SVH entered into a securities purchase agreement (SPA) and a registration rights agreement (RRA) with investors on November 7, 2023.
- Under the SPA, SVH agreed to sell and issue 4,729,210 SVH Shares to the investors to fulfill the Company’s obligations related to the NRA, and the SPA also includes a provision for SVH to issue an additional 5,000,000 SVH Shares to the investors in certain circumstances as outlined.
SUBSEQUENT EVENT – 8/9/23 – LINK
- BCA Amendment:
- The Amendment, among other things, increased the share consideration payable to holders of the Company’s Class A common stock, par value $0.000001 per share (a “MOBV Share”), other than the Sponsor (as defined in the Merger Agreement), EF Hutton, a division of Benchmark Investments, LLC or any member of the SPAC Board (as defined in the Merger Agreement), to include each such holder’s pro rata share of an additional 2,500,000 ordinary shares of the Company, relative to the number of applicable MOBV Shares outstanding in connection with completion of the planned merger with SRIVRARU at the Effective Time (as defined in the Merger Agreement).
EXTENSION – 7/7/23 – LINK
- The SPAC approved the extension from July 8, 2023 to February 8, 2024.
- 4,331,613 shares were redeemed for $10.58 per share.
- $100K per month will be deposited into the trust account.
TRANSACTION
- The transaction is anticipated to generate gross proceeds of up to approximately US$104 million of cash, assuming no redemptions by Mobiv’s public stockholders, which will be used to fund operations and growth.
- The pro forma implied enterprise value of the combined company is approximately US$195 million.
- Including the vehicle sales revenue-based earn-out for SRIVARU shareholders of 25 million shares, the implied total consideration to SRIVARU shareholders will be approximately US$409 million, assuming US$10 per share.
- The earnout for vehicle sales is based on SRIVARU achieving sales revenue for vehicles and such other products as approved by the board of SRIVARU of US$39 million for the fiscal year ending March 31, 2024, US$117 million for the fiscal year ending March 31, 2025, and US$553 million for the fiscal year ending March 31, 2026.
- Mobiv’s net cash proceeds, which exclude any potential common stock redemptions, will be used to fund SRIVARU’s strategic plan to accelerate its go-to-market strategy, invest in new product development, and enhance its global manufacturing and distribution capabilities.
- The transaction has been approved by the boards of directors of both SRIVARU and Mobiv, and is expected to close in the first half of 2023, subject to the approval of Mobiv stockholders, regulatory approvals, and other customary closing conditions.

SPAC FUNDING
- Pursuant to the Merger Agreement, prior to the Closing, the parties intend to solicit, negotiate and enter into non-redemption agreements from existing Mobiv Stockholders, and/or any convertible debt, equity, or equity-linked financing in support of the Transactions which results in cash proceeds to SVH prior to or at the Closing to provide (the “Transaction Financing”)
EARNOUT
- Company
- 25 million share earnout based on vehicle sales
- 1,450,000 Shares if Revenue Sales are US$39 million for the fiscal year ending March 31, 2024
- 4,125,000 Shares if Revenue Sales are US$117 million for the fiscal year ending March 31, 2025
- 19,450,000 Shares if Revenue Sales are US$553 million for the fiscal year ending March 31, 2026.
- 25 million share earnout based on vehicle sales
- If either or both of the 2024 Earnout and the 2025 Earnout are not earned as set forth above, each member of the Earnout Group will receive their Pro Rata Portion of the amount of the 2024 Earnout and the 2025 Earnout not so earned as follows:
- (A) the Escrowed Earnout Shares and Earnings thereon comprising either or both of the 2024 Earnout and the 2025 Earnout, as applicable, and in each case, not earned as set forth above, will be released from the Earnout Escrow Account on the 2026 Earnout Release Date to the Pre-Closing Company Shareholders, and
- (B) SVH will issue or cause to be issued to the Other SVM India Stockholders on the 2026 Earnout Release Date their Earnout Shares comprising either or both of the 2024 Earnout and the 2025 Earnout, as applicable, and in each case not earned as set forth above, if the aggregate total Vehicle Sales Revenue for the fiscal years ended March 31, 2024, 2025 and 2026 is $709,000,000 or more
- In the event that any of the Vehicle Sales Revenue triggers set forth above are not met on the applicable Earnout Release Date (as defined in the Merger Agreement), but Vehicle Sales Revenue is at least 50% of the stated trigger on or before the applicable period, then the Company Board shall have the discretion to waive the applicable Vehicle Sales Revenue trigger and, in such case,
- (A) release all or any portion of the applicable Escrowed Earnout Shares and Earnings thereon available to be released as of such Earnout Release Date to the Pre-Closing Company Shareholders, and
- (B) issue or cause to be issued all or any portion of the applicable Earnout Shares to the Other SVM India Stockholders
LOCK-UP
- Company and Sponsor
- 6 months from the Closing Date or if the share price equals or exceeds $12.00 for 20/30 consecutive trading days
NOTABLE CONDITIONS TO CLOSING
- Mobiv shall have at least $5,000,001 of net tangible assets
NOTABLE CONDITIONS TO TERMINATION
- By either Mobiv or SVH, if the transactions contemplated by the Merger Agreement shall not have been consummated on or prior to December 31, 2023 (the “Termination Date”)
ADVISORS
- ACP Capital Markets LLC is serving as financial adviser to SRIVARU
- Norton Rose Fulbright US LLP is serving as US legal counsel to SRIVARU.
- SRI Solutions is providing Indian legal advice to SRIVARU.
- EF Hutton, a division of Benchmark Investments, LLC is serving as capital markets adviser to Mobiv
- Winston & Strawn LLP is serving as US legal counsel to Mobiv.
- JSA Advocates & Solicitors is serving as Indian legal counsel to Mobiv.
MANAGEMENT & BOARD
Executive Officers
Peter Bilitsch, 47
Chief Executive Officer and Director
Mr. Bilitsch brings more than 20 years of work experience across initial public offerings (“IPOs”), capital markets, regulatory matters, and investment and trading, to the company. Most recently Peter Bilitsch was for more than 11 years a Director in Regional Equity Capital Markets at CIMB Investment Bank (“CIMB”), a leading Southeast Asian bank. In that role, Mr. Bilitsch originated and executed more than 25 initial public offerings and equity deals across a wide range of industries and stock exchanges. Key transactions that Mr. Bilitsch executed among others in Southeast Asia included Farm Fresh’s $254 million IPO on Bursa Malaysia in 2022 with a record breaking 30 cornerstone investors for Southeast Asia; the first Solar REIT IPO in Southeast Asia, Citicore Energy’s $125 million offering on the Philippine Stock Exchange in 2022; the $1 billion IPO of leading Thai microfinance provider Ngern Tid Lor on the Stock Exchange of Thailand in 2021; the multi-category retail IPO of Central Retail Corporation for $2.3 billion on the Stock Exchange of Thailand in 2021; and IHH Healthcare’s $2 billion IPO in 2012, the first ever concurrent dual listing on Bursa Malaysia and the Singapore Exchange. Prior to his work at CIMB, Mr. Bilitsch worked from 2009 to 2011 in a senior position at the Water Industry Commission for Scotland (WICS), the financial regulator for the Scottish water industry. Before WICS, Mr. Bilitsch was a Senior Trader from 2006 to 2007 at Ferox Capital Management, which managed more than $1 billion in funds. From 2003 to 2005, he worked as a Trading Associate in event driven and merger arbitrage equity trading with Citadel Investment Group, which managed more than $10 billion in funds. At Citadel and Ferox Mr. Bilitsch was also responsible for assessing investments in IPOs and follow-on offerings in Europe and Asia. From 2001 to 2003, Mr Bilitsch was a Trading Associate with El Paso Europe Limited, where he set up risk management systems and traded energy options as a volatility trader. Mr. Bilitsch started his career as an Investment Banking Analyst in Equity Capital Markets at Goldman Sachs from 2000 to 2001 where he worked on IPOs and executed the follow-on equity offerings of Syngenta, Ryanair and Infineon. Mr. Bilitsch graduated from the University of Oxford, United Kingdom with the Degree of Bachelor of Arts with Honors in Philosophy, Politics and Economics in 2000 and the Degree of Master of Arts in 2005; and from London Business School with the Degree of Master of Science in Finance in 2008. He was also licensed under the Capital Markets and Service Representative Program by the Securities Commission of Malaysia, and registered with the Financial Services Authority in the United Kingdom.
Weng Kiat (Adron) Leow, 49
Chief Financial Officer and Director
Mr. Leow brings more than 25 years of complex finance and business experience to the company. Since July 2017, Mr. Leow has served as the Managing Director at ALLF Management Group where he is responsible for the profitability of the company, its expansion in the Asia-Pacific region and the development of new products and partnerships. Mr. Leow also serves as a director of our Sponsor, Mobiv Pte. Ltd. and our sponsor’s holding company, Milan Vido Partners Pte. Ltd., each since December 2021. In addition, Mr. Leow serves as a member of the board of directors of Exodus Standard Sdn. Bhd. since January 2010, as a director of IGC House Sdn. Bhd. since May 2021. Mr. Leow as serves Chief Financial Officer of Revenue Harvest Sdn. Bhd. and Revenue Group Berhad since March 2022 June 2022 respectively. Prior to joining ALLF Management Group, Mr. Leow was the Chief Operating Officer at Galasys PLC from May 2014 to June 2017. As Chief Operating Officer, he managed the operations of Galasys PLC in China, Malaysia and the United Kingdom and was responsible for financial reporting, including compliance with U.K.-listing requirements, the development of research and development centers in Malaysia and global business development for the company. From June 2013 to April 2014, Mr. Leow was the Chief Financial Officer of Hitachi Sunway Information Systems, where he established regional offices, including new subsidiaries in Indonesia, the Philippines and Vietnam, treasury functions for the company and new accounting systems, among other things. Mr. Leow was also responsible for the acquisition of new target companies. From March 2012 to May 2013, Mr, Leow served as the General Manager of the Sunway Lagoon Themepark in Selangor, Malaysia where he was responsible for business development, marketing, sales and finance and prior to that he was Head of Group Finance for Leisure and Hospitality Division of Sunway Group from June 2011 to February 2012, which includes two major theme parks in Malaysia and all of the hotel chains under Sunway Lagoon Resort Hotels and Allson International Hotel and Resorts brands where he lead a team of eight financial controllers. From May 2004 to May 2011, Mr. Leow held various positions including financial controller and director of finance, ultimately the last position was the director of business development in Sunway Lagoon before moving on to the Sunway Group. Prior to that, Mr. Leow worked as Senior Finance Manager at Season Confectionary in Johor, Malaysia from May 2003 to April 2004, as Finance Manager at TSB Fabrics from December 2000 to April 2003 in Kuala Lumpur, and as an Accountant at Mansfield Travel Sdn. Bhd from August 1997 to November 2000. After completing college, Mr. Leow first worked at Ho Chee Mee & Co from July 1995 to July 1997 as a Senior Audit Assistant. Mr. Leow holds a professional accounting qualification from Association of Chartered Certified Accountants and “A Level” from SEGi College, Subang Jaya, Selangor, Malaysia Mr. Leow is a chartered certified accountant and Fellow member of the Association of Chartered Certified Accountants and a member of the Malaysia Institute of Accountants.
Board of Directors
Lloyd Bloom, 62
Director, Chairperson of the Compensation Committee
Mr. Bloom is currently a director at Eclipse Market Solutions, LLC, where he has been since 2011, developing and consulting on financial technology. Mr. Bloom was also a trader at Vectra Capital from August 2015 to May 2017, where he managed proprietary risk arbitrage and position trading in commodity markets. Prior to that, Mr. Bloom served as the executive director of Mitsui Bussan Commodities Limited from 2003 to June 2013, where he worked to grow the company’s natural gas and power trading book. Mr. Bloom was also involved in European electricity and natural gas trading while working as Managing Director at El Paso Energy from 1998 to 2002 where he formed cross commodity structured-product group and grew the European electricity and natural gas trading group. Prior to that, Mr. Bloom served in the role of Head of Trading at Sonat, Inc. from 1998 to 1998 where he built a power option trading platform and constructed a novel peaking distribution model of power prices. From 1988 to 1998, Mr. Bloom served as a Market Maker for the New York Commodity Floor and prior to that as an Associate Actuary for MetLife from 1986 to 1988 and for John Hancock from 1983 to 1985. Mr. Bloom holds a B.S. in Chemical Engineering and Economics from the Massachusetts Institute of Technology (1982) and an ASA in Mathematical Statistics and Probability from the Society of Actuaries (1987).
Garry Peagam, 65
Director, Chairperson of the Audit Committee
Since May 2019, Mr. Peagam has served as the Chairman (non-executive) of Fibre CRM Limited, a customer relationship management company for accountants and financial institutions that manages on-boarding, KYC, client data securely, runs AML checks and ongoing monitoring. Mr. Peagam is the founder of iCurious Limited, a consulting and real estate company for which he has been a director since June 2014. He has served as a trustee and director at the Julian House, a homeless charity in southwest United Kingdom since May 2020. Mr. Peagam served as a member of the Audit Committee for Plymouth University and served as an independent advisor to the Bristol City Council from 2015 to 2016, where he advised the council on all financial aspects of setting up a new energy supply business. Prior to that, Mr. Peagam served as the Group Finance Director of Good Energy Group PLC, a British renewable energy company specializing in the generation and selling of green energy to consumers, from May 2010 to November 2014 where he grew the company market cap from £3 million to £40 million and successfully financed and completed the repowering of 18 megawatt (MW) of wind generation and the financing for 50 MW of new solar generation. From October 2006 to June 2010, Mr. Peagam held the role of Managing Director of Mnetics Holdings Limited where he was brought in to oversee the company during a period of rapid expansion. Prior to that, he served as Group Finance Director at Stanley Black & Decker’s European security company (formerly Blick Group PLC) from 2003 to 2004 and at Blick Group PLC from 1999 to 2003. Mr. Peagam worked for Southern Company Inc’s UK generation and supply company (formerly South Western Electricity plc of Bristol, England) from 1991 to 1999 where he held many roles from Managing Director of their gas supply business to Head of Customer Service. His early positions include Chief Financial Accountant for CASE Group PLC from 1983 to 1988 and with Arthur Andersen from August 1978 to January 1982. Mr. Peagam holds a B.A. in Economics from Warwick University and is a Fellow member of the Institute of Chartered Accountants in England & Wales.
Niels Strohkirch, 53
Director, Chairperson of the Corporate Governance and Nominating Committee
Mr. Strohkirch is currently the Project Chief Financial Officer and Head of Benchmarking & Implementation Management of Theron Scienceworcs AG, a German boutique management consultancy specializing in energy-dense industries, having served in this role since January 2020. Prior to this, Mr. Strohkirch served as the managing partner at Expandeers (SouthEast Asia) PLT, a Kuala Lumpur-based professional network advising SMEs in Sales and Distribution from January 2018 to December 2019, and the Interim Chief Revenue Officer at Digital Way Ventures (HK) Limited, a Hong Kong-based family office in 2018. At Digital Way Ventures, Mr. Strohkirch was involved in the Round A financing of City Transformer, an electric city car that can change its width to conform to its surroundings. Mr. Strohkirch was the Chief Executive Officer and Co-founder of Kinslager Sdn. Bhd. in Kuala Lumpur, a digital bespoke tailoring start-up, from January 2013 to December 2017. From 2008 to 2012, Mr. Strohkirch served as Chief Financial Officer and member of the Directors Committee of the Valiram Group, which operates as a luxury goods retailer and distributor mainly in Asia-Pacific, with more than €300 million in sales and more than 1,000 staff at that time. Prior to that, he served as Vice President of Finance and Controlling, Administration (CFO) for DaimlerChrysler Malaysia Sdn. Bhd. in Malaysia managing about €400 million of turnover including Mercedes-Benz passenger cars, Mercedes-Benz commercial vehicles (truck, bus, van), Mercedes-Maybach sedan, Mitsubishi FUSO. Before joining DaimlerChrysler (Malaysia) Sdn. Bhd, Mr. Strohkirch worked in the role of Senior Manager, Business Development and Strategy for Digital Sales and Telematics for DaimlerChrysler AG in Germany from 2001 to 2004. Before that, Mr. Strohkirch had been active in various start-ups and finance functions. Mr. Strohkirch holds an M.B.A. equivalent from the University of Cologne (1997), attended the Advanced Executive Program of DaimlerChrysler at the International Institute for Management Development (IMD) and visited the Entrepreneurship Development Program at the Massachusetts Institute of Technology Sloan School of Management.
