Iron Horse Acquisition II Corp. Announces Definitive Merger with AI Battery Intelligence Firm Electra Vehicles
IRHO is trading near its 52-week low of $9.85 (3.6% above the low).
Summary
Iron Horse Acquisition II Corp. (IRHO) has entered into a definitive merger agreement with Electra Vehicles, Inc., an AI battery intelligence company, in a transaction valued at $250 million plus earn-outs, with the combined entity to be named Electra AI, Inc.
Key Events · M&A and Partnerships · IRHO
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Definitive Merger Agreement
Iron Horse Acquisition II Corp. will merge with Electra Vehicles, Inc., an AI-powered battery intelligence company, in a transaction valued at $250 million plus the Aggregate Exercise Price, with earn-out targets.
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New Entity & Listing
The combined company will be renamed Electra AI, Inc. and is expected to remain listed on Nasdaq under a new ticker symbol, fulfilling the SPAC's primary objective.
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Earn-Out Structure
Electra's shareholders are eligible for up to 15,000,000 additional Parent Common Shares based on stock price milestones ($14, $16, $18) or Annual Run Rate milestones ($45M, $55M, $65M) over a five-year period, representing significant potential future dilution.
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Leadership & Board Changes
Fabrizio Martini, Electra's CEO, will become CEO of the combined company, and Electra will designate five of the seven post-closing board directors, indicating a shift in operational control.
Analysis · IRHO · Real Estate & Construction
This filing details the definitive business combination agreement between SPAC Iron Horse Acquisition II Corp. and Electra Vehicles, Inc., an AI battery intelligence company. The transaction, valued at $250 million plus earn-outs, will result in the combined entity, Electra AI, Inc., trading on Nasdaq. This formal SEC disclosure adds significant material details to the prior news report, including specific earn-out share quantities, cash conditions, and board composition. The deal represents a critical step for the SPAC in fulfilling its mandate and brings a high-growth technology company to the public market. The stock is currently trading near its 52-week high, which is a positive backdrop for the merger consideration and future earn-out milestones.
At the time of this filing, IRHO was trading at $10.20 on NASDAQ in the Real Estate & Construction sector, with a market capitalization of approximately $292.6M. The 52-week trading range was $9.85 to $9.98. This filing was assessed with positive market sentiment and an importance score of 9 out of 10.