Hometown Deli, Paulsboro, NJ
Mike Calia | CNBC
E-Waste, a mailbox company affiliated with a nearly $ 100 million company that owns only one deli in New Jersey, announced Tuesday that it was entering into a reverse merger with a private electric vehicle company called EZRAider Global Inc. becomes.
E-waste, which itself has a sky-high market capitalization of $ 110 million despite having no business operations, was co-marketed with delicatessen company Hometown International for such a reverse merger or similar transaction.
“This shows that there is a credible process for [E-Waste] to complete a merger with a suitable private company, “said one aware of the situation who declined to be attributed.” The merger will be an efficient and robust way for EZRAider to gain access to US capital markets. “
E-Waste’s mailing address is in a North Carolina office building and is the same address as a company affiliated with Peter Coker Sr., whose son Peter Coker Jr. is Chairman and CEO of Hometown International. The deli owner until recently held a $ 150,000 promissory note from E-Waste.
EZRAider described itself in an April press release as a proprietary electric vehicle platform available in combination with the Ecart trailer with 2-, 4- and 6-wheel drive.
“It was originally developed in Israel for military troop mobility in the field and has since been available to governments and consumer markets in numerous countries, including the United States,” EZRaider said in its press release at the time.
“When combined with accessories, EZRaider vehicles are competitive for a variety of uses including urban commuting and running errands, farming, off-road work and adventure, search and rescue, fire services, security, military, enhanced mobility for the disabled, golf, tourism, hunting , Fishing, camping, facility maintenance, micro-deliveries, and more. “
In March, EZRaider Global Inc. announced that it had received a $ 50 million investment commitment from Luxembourg-based Global Emerging Markets Group to bring the company public.
A filing with the Securities and Exchange Commission filed by E-Waste on Tuesday found GEM’s involvement in the reverse merger.
CNBC detailed in April that e-waste was registered in the GEM Group’s Manhattan office before Fall 2020. This article also pointed out that in early 2020 four of the five largest shareholders of E-Waste, in order of the size of the shares held, GEM Global Yield Fund LLC SCS, based in Valletta, Malta, and three people with the address of something called GEM Advisors on Madison Avenue in New York.
President, treasurer and secretary of E-Waste at the time was a man named Peter de Svastich, who is the managing director of the GEM Group.
GEM, the majority shareholder of E-Waste, sold 6 million blocked shares in the company for $ 30,000 last year to Global Equity Limited – a company based in Macau, China.
Global Equity Limited is also the largest single shareholder in Hometown International, the delicatessen company.
The filing of E-Waste with the SEC on Tuesday detailed the series of transactions underlying the reverse merger with EZRaider.
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The company announced that another company, privately held EZ Global, will acquire a limited liability company called EZ Raider LLC, which will have the rights to acquire a fourth Israel-based company called DS Raider Ltd.
“EZ Global will enter into a reverse merger with E-Waste and a newly formed acquisition subsidiary of E-Waste,” said the SEC filing.
“All outstanding shares of EZ Global’s share capital will be transferred to E-Waste in exchange for shares of E-Waste common stock.”
The filing states that following the reverse merge, E-Waste will conduct a private placement of its securities on the terms described below to complete EZ Global’s acquisition of DS Israel.
The transaction is expected to close on or before June 30th.
“Upon completion of all necessary business and legal due diligence following the execution of this term sheet, EZ Global will issue a minimum of … $ 2,000,000.00 … and a maximum of … $ 3,000,000 … principal of . offer and sell Senior Secured Convertible Notes from EZ Global, “the filing states. It added that these “will be sold to a limited number of experienced investors and / or non-US persons”.
As notified, “GEM Global Yield Fund LLC SCS or its affiliates, agents or assigns (” GEM “) has a purchase agreement with EZ Global for the purchase of up to $ 50,000,000 of the issued and outstanding shares of EZ Global as a registered and over-the-counter negotiable common stock issued for a period of thirty-six months under the Securities Act. “
Both E-Waste and Hometown International, whose shares are traded on the Pink over-the-counter market, denied their ridiculously high market caps weeks ago in SEC filings that found that their share price did not reflect the value of their businesses.
Hometown International caught a lot of attention in mid-April when hedge fund manager David Einhorn stated in a letter to customers that it recently had a market cap of more than $ 100 million despite only owning the small deli in Paulsboro, New Jersey.
Since then, CNBC has detailed its tangled history of arrests, lawsuits, and government sanctions involving a number of individuals linked to Hometown and E-Waste, including Coker Sr., its business partner, an attorney who worked on was involved in founding the delicatessen company, and others.
Former E-Waste President John Rollo resigned last month after a career that included winning Grammy Awards as a musical engineer and working as an ambulance at a New Jersey hospital.
Rollo has been replaced by Elliot Mermel, 31, a California resident whose business background includes starting a company that grew crickets as human food and partnering in a cannabis-related business with Paul Pierce, former superstar basketball player at the Boston Celtics.
Shortly after Rollo quit, the Hometown International shareholder fired deli CEO Paul Morina, who is the principal and head wrestling coach at Paulsboro High School, and replaced him with Coker Jr.
A person familiar with the situation confirmed to CNBC that the steps to replace executives were part of both companies’ ongoing house cleaning efforts. The person insisted on anonymity to speak freely about the circumstances of the move.