Hometown Deli, Paulsboro, NJ
Mike Calia | CNBC
E-Waste, a shell company linked to a nearly $ 100 million business that only owns one New Jersey delicatessen, announced on Tuesday it would complete a reverse merger with a private electric vehicle company called EZRAider Global Inc.
E-Waste, which itself has an extremely high market capitalization of $ 110 million despite having no business operations, had been marketed with deli company Hometown International for such a reverse merger or similar transaction.
“This demonstrates that a credible process is in place to [E-Waste] to complete a merger with a suitable private company, “said a person with knowledge of the situation who declined to be named.” The merger will be an efficient and robust way for EZRAider to access the US financial markets. “
E-Waste’s mailing address is in an office building in North Carolina and is the same address as a business related to Peter Coker Sr., whose son, Peter Coker Jr., is president 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 that comes in 2-, 4- and 6-wheel drive options “when combined with the Ecart trailer.”
“It was originally developed in Israel for the mobility of military troops in the field and has since become available to governments and consumer markets in many countries, including the United States,” EZRaider said in his press release at the time.
“When paired with accessories, EZRaider vehicles are competitive for a wide variety of uses, including urban travel and racing, agriculture, off-road work and adventure, search and rescue, fires, security, military, improved mobility for people with disabilities, golf, tourism, hunting, fishing, camping, facility maintenance, micro-deliveries and more. “
In March, EZRaider Global Inc. said it had secured a $ 50 million investment commitment of the Luxembourg group Global Emerging Markets Group to list the company on the stock market.
A Securities and Exchange Commission filing by E-Waste on Tuesday noted GEM’s involvement in the reverse merger.
CNBC in April detailed that e-waste before fall 2020 was recorded at the GEM Group’s Manhattan office. This article also noted that at the start of 2020, four of E-Waste’s five largest shareholders were, in order of size of shares held: the company in Valletta, Malta, GEM Global Yield Fund LLC SCS, and three people whose address was that of something called GEM Advisors, located on Madison Avenue in New York City.
At the time, the president, treasurer and secretary of E-Waste was a man named Peter de Svastich, who is the managing director of the GEM group.
GEM, which was the majority shareholder of E-Waste, last year sold 6 million restricted shares of the company’s stock for $ 30,000 to Global Equity Limited – an entity based in Macau, China.
Global Equity Limited is also the largest single shareholder on record of Hometown International, the deli company.
Filing of E-Waste Tuesday with the SEC ddetailed the series of transactions underlying its reverse merger with EZRaider.
The company said another company, privately held EZ Global, will acquire a limited liability company called EZ Raider LLC, which will include the rights to acquire a fourth, Israel-based company called DS Raider Ltd.
“EZ Global will complete a reverse merger with E-Waste and a newly formed acquisition subsidiary of E-Waste,” the SEC filing said.
“All of the outstanding shares of EZ Global share capital will be transferred to E-Waste in exchange for shares of E-Waste Common Stock.”
The record indicates that after the reverse merger, E-Waste will proceed with a private placement offer of its securities on the terms described below to finalize the acquisition of DS Israel by EZ Global.
The transaction is expected to be finalized no later than June 30.
“Upon completion of all necessary business and legal verifications after completion of this Terms and Conditions Sheet, EZ Global will offer and sell a minimum of … $ 2,000,000.00 … and a maximum of. .. $ 3,000,000 … principal amount of EZ Global’s Senior Secured Convertible Notes, “the record reads. He added that these “will be sold to a limited number of sophisticated investors and / or non-US individuals.”
According to the record, “GEM Global Yield Fund LLC SCS or its affiliate, agent or successor in title (‘GEM’) has entered into a purchase agreement with EZ Global to purchase up to $ 50,000,000 of issued shares and in circulation of EZ Global negotiable ordinary shares issued under securities law for a period of thirty-six months. “
E-Waste and Hometown International, whose shares are traded on the OTC Pink Market, disowned their ridiculously high market caps in SEC filings weeks ago, which noted that their stock price does not. did not reflect the value of their activities.
In mid-April, Hometown International drew wide attention when hedge fund manager David Einhorn, in a letter to a client, noted that he recently had a market cap of over $ 100 million as he only owned the small grocery store in Paulsboro, New Jersey.
Since then, CNBC has detailed the tangled history of arrests, prosecutions and regulatory penalties involving a number of people linked to Hometown and E-Waste, including Coker Sr., its business partner, an attorney involved in the creation. of the charcuterie company. , and others.
Former E-Waste chairman John Rollo resigned last month from the post, which he assumed after a career that notably won Grammy Awards as a musical sound engineer and worked as a carrier of patients in a New Jersey hospital.
Rollo has been replaced by Elliot Mermel, 31, a California resident whose business background includes starting a business. who raised crickets for human food and a partnership in a cannabis-related business with Paul Pierce, the former Boston Celtics superstar basketball player.
Shortly after Rollo’s departure, the shareholder of Hometown International sacked the CEO of the deli company, Paul Morina, who is the principal and head wrestling trainer at Paulsboro High School, and replaced him with Coker. Jr.
A person familiar with the situation confirmed to CNBC that the changes to replace the executives were part of ongoing housekeeping efforts at both companies. The person insisted on anonymity in order to speak freely about the circumstances of the moves.