Oilfield services subsidiary completed a reverse merger into an existing industrial services public company, Enviro Technologies US
Ecoark Holdings, Inc. (“Ecoark” or the “Company”) (NASDAQ: ZEST) today announced the closing of its previously announced Share Exchange Agreement, effective August 23, 2022 to divest its wholly-owned subsidiary, Banner Midstream Corp (“Banner”), via a reverse merger into the company, Enviro Technologies U.S., Inc. (“Enviro”) (OTC: EVTN). Immediately following the closing, Ecoark now owns approximately 70% of the issued and outstanding shares of Enviro common stock.
In the coming weeks, Enviro plans to file a request with FINRA to effect a 4:1 forward stock split of Enviro’s outstanding common stock which will permit Ecoark to effect an approximately 1-to-1 stock dividend of Enviro common stock to Ecoark’s shareholders and equity holders as of a future to be determined record date.
As a post-closing regulatory requirement, Ecoark also plans to file a Form 14F-1 with the SEC in the coming days. As such time as Enviro complies with Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 thereunder, the two Enviro directors prior to the share exchange shall resign.
“We are excited for both our shareholders within Ecoark and the legacy shareholders within Enviro that this transaction has been successfully closed,” stated Randy May, CEO of Ecoark. “We look forward to kicking off a period of accretive growth with a goal of building a diversified oilfield services company. We are also excited to pursue operational diversification beyond our current transportation focus by adding additional service lines within higher margin areas of the energy services sector.”
“I am looking forward to working with Randy May, Jay Puchir (Ecoark CFO / Banner CEO), Jim Galla (Banner CFO), and JD Reedy (Banner COO) after the closing of this transaction to further define my role within the new defined company,” stated John DiBella, former CEO and CFO of Enviro and current executive officer of Florida Precision Aerospace, Inc., a wholly owned subsidiary of Enviro. “I am extremely excited about the future prospects of our combined business and believe that this transaction was the best opportunity to create long-term value for Enviro’s shareholders. I am proud of and grateful for the dedication and hard work of our employees throughout the years.”
Source: Company Press Release