{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-009345","form_type":"8-K","ticker":null,"cik":"0000837852","company_name":"IDEANOMICS, INC.","filed_at":"2023-02-01T23:59:59+00:00","discovered_at":"2026-05-14T18:03:48.229527+00:00","generated_at":"2026-06-20T04:32:07.444143+00:00","sec_items":["1.01","2.01","3.02","5.03","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Ideanomics completes acquisition of VIA Motors for $450M base value plus potential $180M earnout","bullets":["Deal closed January 26, 2023; VIA becomes wholly owned subsidiary of Ideanomics (NASDAQ: IDEX).","Base consideration of $450M (Base Value) plus Earnout of up to $180M in convertible preferred shares through Dec 31, 2027.","Series C Preferred Stock created: 2M shares, each convertible into 20 common shares; no dividend rights.","Under SEPA, Ideanomics requested $4M advance by issuing 31M shares to YA II PN, Ltd.","Ideanomics Energy becomes preferred charging partner for VIA; collaboration on VIA's VTRUX portfolio of Class 2-5 EVs."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-009345","json":"https://secwatch.observer/filing/0001104659-23-009345.json","markdown":"https://secwatch.observer/filing/0001104659-23-009345.md","text":"https://secwatch.observer/filing/0001104659-23-009345.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/837852/000110465923009345/0001104659-23-009345-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/837852/000110465923009345/tm234515d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-20T04:32:07.444143+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"b3bdab1701001cd57feb444b6a2df60928d06232","claim":"IDEANOMICS, INC. completed an acquisition involving Via Motors International, Inc. for Closing Consideration Shares consisting of shares of common stock and convertible preferred stock of Parent, plus potential Earnout Amount of $180,000,000 in Pa (closed 2023-01-26).","evidence_excerpt":"the Effective Date. Following the consummation of the Merger, and as additional consideration in respect of the Common Stock, Parent agreed to pay an aggregate amount equal to $180,000,000 (“ Earnout Amount ”) in the form of Parent Convertible Preferred Stock, to the Stockholders on a pro rata basis. If the Earnout Amount is paid in the form of Parent Convertible","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/837852/000110465923009345/0001104659-23-009345-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Via Motors International, Inc."},{"label":"Consideration","value":"Closing Consideration Shares consisting of shares of common stock and convertible preferred stock of Parent, plus potential Earnout Amount of $180,000,000 in Pa"},{"label":"Closing","value":"2023-01-26"}],"fact_type":"ma_transaction"},{"claim_id":"6870db338e156b9412d33bc1872726057cf45222","claim":"IDEANOMICS, INC. amended Amended and Restated Agreement and Plan of Merger with Via Motors International, Inc., Longboard Merger Corp., Shareholder Representative Services LLC valued at $450,000,000 (effective 2022-01-25).","evidence_excerpt":"On January 25, 2022 (the “ Effective Date ”), the parties to the Original Agreement entered into an Amended and Restated Agreement and Plan of Merger (the “ Merger Agreement ”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/837852/000110465923009345/0001104659-23-009345-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"Via Motors International, Inc., Longboard Merger Corp., Shareholder Representative Services LLC"},{"label":"Value","value":"$450,000,000"},{"label":"Effective","value":"2022-01-25"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}