DEFA14A: Workhorse to Merge with Motiv Power Systems

Workhorse Group Inc. announced a definitive merger agreement with Motiv Power Systems, Inc. to create a leading North American medium-duty electric truck OEM.

Summary

• Workhorse Group Inc. has entered into a definitive merger agreement with Motiv Power Systems, Inc. dated August 15, 2025.
• The combined entity aims to become a leading North American medium-duty electric truck OEM.
• The merger is expected to enable more efficient scaling, reduce production costs, and provide greater value to fleet customers.
• Workhorse has also taken steps to strengthen its financial foundation to fund near-term operations and long-term strategic plans.

Sentiment

Score: 8

Explanation: The filing announces a strategic merger and steps to strengthen the financial foundation, presented with a highly positive and forward-looking tone, indicating strong confidence in future growth and efficiency.

Positives

• Creation of a leading North American medium-duty electric truck OEM.
• Expected to scale more efficiently.
• Anticipated reduction in production costs.
• Greater value proposition for fleet customers.
• Strengthened financial foundation to support operations and strategic plans.
• Combines proven vehicles and deep engineering talent.

Future Outlook

The combined company expects to scale more efficiently, reduce production costs, and deliver greater value to fleet customers, aiming to lead the transition to commercial EVs. The strengthened financial foundation is intended to fund near-term operations and fuel long-term strategic plans.

Management Comments

• "We're excited to share that Workhorse has entered into a definitive merger agreement to combine with Motiv Electric Trucks."
• "Together, we will become a leading North American medium-duty electric truck OEM backed by proven vehicles, deep engineering talent and a shared commitment to winning the transition to commercial EVs."
• "By joining forces, we're confident we will scale more efficiently, reduce production costs and provide greater value to fleet customers over the long term."
• "We've also taken steps to strengthen our financial foundation to fund our operations in the near-term and fuel our long-term strategic plans."
• CEO Rick Dauch highlighted the "significant strategic and financial benefits" of the agreement in a letter to shareholders.

Industry Context

This merger positions the combined entity to compete more effectively in the rapidly evolving and competitive North American medium-duty electric truck market. It reflects a trend towards consolidation and strategic partnerships aimed at achieving economies of scale and accelerating EV adoption in commercial fleets.

Stakeholder Impact

• Shareholders: Expected to benefit from strategic and financial advantages, including increased scale, reduced costs, and a strengthened financial foundation.
• Employees: The combined entity will leverage deep engineering talent, suggesting potential for collaboration and growth.
• Customers: Anticipated to receive greater value from the combined company's offerings.
• Partners: The merger aims to create a leading OEM, potentially enhancing partnership opportunities.

Next Steps

• Completion of the merger agreement.

Key Dates

Recommendation

The definitive merger agreement with Motiv Power Systems is a significant strategic move expected to create a leading North American medium-duty electric truck OEM. The stated benefits of scaling efficiencies, reduced production costs, and enhanced customer value, coupled with steps taken to strengthen the financial foundation, suggest a positive outlook for the combined entity. This strategic consolidation in a growing market segment, if executed effectively, could drive substantial long-term value.

Keywords

Workhorse Group, Motiv Power Systems, Electric Trucks, EV OEM, Merger, Commercial EVs, Medium-Duty Trucks, WKHS