Company Description

We are the first company in Japan to obtain a license plate number for imported electric light commercial vehicles and the second company and also one of the four companies that sell electric light commercial vehicles in Japan as of the date of this prospectus. The electric light commercial vehicles we sell belong to the category of “light commercial vehicles,” which are commercial carrier vehicles with a gross vehicle weight of no more than 3,500 kilograms. We commenced selling and delivering two models of electric light commercial vehicles, ELEMO and ELEMO-K, in Japan in April 2022 and July 2022, respectively, and have been working with Cenntro, our cooperating manufacturer, to produce them under our brand, “ELEMO,” in its factory in Hangzhou, China. ELEMO is the first electric vehicle we sell and is the second electric light commercial vehicle that has ever been sold in Japan since the commencement of sales of MINICAB-MiEV in December 2011, which was the first electric light commercial vehicle produced by Mitsubishi Motors Corporation. Since June 2023, we have commenced the sales of a new model called “ELEMO-L,” a van-type electric vehicle that could be used for commercial and recreational camping purposes, which we expect may enable us to increase consumer market penetration. Under our Exclusive Basic Transaction Agreement dated March 31, 2021 with Cenntro (the “Exclusive Basic Transaction Agreement”), Cenntro manufactures ELEMO, ELEMO-K, ELEMO-L (collectively, the “ELEMO Series”), and other electric vehicles under the specifications designated by us in their manufacturing factories in China and delivers the electric vehicles to the ports in China designated in the individual agreement for a particular order. We arrange for the shipment from these ports to the Port of Yokohama or other designated ports in Japan. Upon arrival, we transport the vehicles to our research laboratory located in Chiba, Japan, for inspection, and then send them to our business partners’ facilities, Anest Iwata’s factory in Fukushima, Japan, and TONOX’s factories in Kanagawa, Japan. The specialists of Anest Iwata, a Tokyo Stock Exchange-listed company that specializes in industrial machinery, supplies, and components, and TONOX, a Japanese commercial vehicle manufacturer, modify the vehicles to comply with the regulations and standards for the Japanese market, install the accessories, and undertake the inspection in accordance with our instructions. After the inspection and modifications, we deliver the electric vehicles to the governmental vehicle inspection office, the National Agency for Automotive and Land Transportation Technology, for individual imported vehicle inspection, and the local land transportation office for registration. Upon completion of the individual imported vehicle inspection and registration, we conduct the final inspection in our research laboratory located in Chiba, Japan, and deliver the electric light commercial vehicles to the customers. Since the inception of our operation, we have been leveraging the customizability and adjustability of our electric light commercial vehicles to attract corporations in different industries and local governments that have varying needs from their departments in Japan. During the six months ended March 31, 2024, and the fiscal years ended September 30, 2023 and 2022, we sold and delivered 29, 52 and 16 electric light commercial vehicles to 6, 14 and 11 customers, respectively. During the fiscal year ended September 30, 2022, our primary focus was on building our customer base through direct sales efforts using our limited sales force. Starting in October 2022, we began recruiting additional salespersons to expand our sales scale and strengthen our presence. This initiative was in addition to our collaboration with ENEOS WING commencing in early 2023, to promote the sales and distribution of our electric light commercial vehicles through its established sales and distribution network nationwide. In addition, on May 13, 2024, we entered into a sales agreement with Car Conveni, pursuant to which Car Conveni agreed to purchase 512 vehicles of the ELEMO Series from us during an unspecified term. Car Conveni is a company that sells vehicles and provides after-sales services at the approximately 1,000 stores it operates in Japan. Pursuant to the sales agreement, the price of each vehicle is subject to Car Conveni’s order and the delivery date is subject to a separate negotiation between us and Car Conveni. As of the date of this prospectus, we have delivered 39 vehicles of the ELEMO Series to Car Conveni. By implementing the preceding measures since February 2023, we have received 775 orders for our electric light commercial vehicles as of the date of this prospectus. We delivered an aggregate of 89 electric light commercial vehicles during the fiscal year ended September 30, 2024 and expect to deliver an aggregate of 500 electric light commercial vehicles during the fiscal year ending September 30, 2025, which we expect to consist mainly of vehicles to be sold under the sales agreement with Car Conveni. We have also entered into a membership agreement with Japan Autobody Repair Work Association on May 16, 2022, pursuant to which Japan Autobody Repair Work Association provides maintenance, repair, and other after-sale services to our customers on our behalf at the approximately 1,600 maintenance facilities it operates. During the six months ended March 31, 2024 and the fiscal years ended September 30, 2023 and 2022, the revenue generated from the sales of our electric light commercial vehicles was JPY92,527,501, JPY180,147,802 and JPY55,215,779, respectively, or approximately $624,468, $1,296,680 and $442,789, respectively, which accounted for 98.0%, 90.0% and 100.0% of our total revenue for those periods, respectively. --- Our headquarters are located at 301, Aomi 2-chome 7-4 the SOHO, Koto-ku, Tokyo 135-0064 Japan, and our phone number is (+81) 3-6457-1469. Our website address is https://hwelectro.co.jp/. Our agent for service of process in the United States is Cogency Global Inc., located at 122 East 42nd Street, 18th Floor, New York, NY 10168.