SOBR SOBR Safe, Inc.
Price Chart
Executive Summary
SOBR Safe, Inc. filed an S-4 registration statement for a reverse merger with Clean World Ventures, Inc. (CWV). Under the Merger Agreement, CWV will become a wholly owned subsidiary of SOBR, with CWV stockholders receiving ~98.3% of the combined company and existing SOBR stockholders retaining ~1.7%. The deal includes a $22M CWV pre-closing financing and up to $2M in convertible SOBR notes. The combined entity will pursue CWV's green hydrogen and clean electricity business; SOBR's legacy alcohol-detection assets may be spun off or wound down.
Actionable Insight
The reverse merger effectively announces SOBR's business has no standalone path – existing equity is nearly wiped out. After the deal closes (targeted Q3 2026), the surviving entity will be CWV, which has yet to generate commercial revenue and reported a -$90.5M Q1 net loss. Monitor: (1) stockholder votes on the nine proposals, (2) Nasdaq listing decision for combined entity (requires ~$4/share post-split price), (3) CWV's ability to close the $22M pre-closing financing and subsequent larger capital raises. High risk of total loss for current SOBR holders.
Key Facts
- Existing SOBR stockholders diluted to ~1.7% of combined company; CWV holders get ~98.3%.
- CWV plans $22M pre-closing financing at $2.42/share; SOBR plans up to $2M in 6.5% convertible notes with 10% OID.
- SOBR received Nasdaq delisting notice on March 19, 2026; hearing held April 28, 2026; outcome pending.
- CWV incurred a net loss of ~$90.5M for Q1 2026 vs ~$8.4M in Q1 2025, driven by non-cash debt costs.
- SOBR had $2.1M cash at March 31, 2026; monthly operating burn ~$700K; going concern doubt exists at both companies.
Financial Impact
SOBR existing shareholders retain ~1.7% equity post-merger. CWV pre-money valuation not explicitly stated but implied by exchange ratio financing terms. CWV needs ~$250M post-merger financing and $200M project financing; no guarantee of raising these funds.
Risk Factors
- High risk the merger fails (stockholder vote, Nasdaq listing condition).
- CWV has significant going concern risk with only $0.3M cash and negative cash flow.
- Combined entity needs massive additional capital ($250M+); financing may not be available.
- Existing SOBR equity holders diluted to 1.7% - near-total economic loss.
- Nasdaq delisting still possible if reverse split fails or listing application is rejected.
Market Snapshot
Documents Analyzed
This report is based on 8 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| S-4 Filing (Primary) | 0001477932-26-003737 |
| Document: sobr_ex107.htm | 0001477932-26-003737 |
| Document: sobr_ex232.htm | 0001477932-26-003737 |
| Document: sobr_ex151.htm | 0001477932-26-003737 |
| Document: sobr_ex231.htm | 0001477932-26-003737 |
| Document: 0001477932-26-003737-index-headers.html | 0001477932-26-003737 |
| Document: 0001477932-26-003737-index.html | 0001477932-26-003737 |
| Document: 0001477932-26-003737.txt | 0001477932-26-003737 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
|
Jun 9, 2026
3d ago
|
S-4
| $0.7680 awaiting T+5 | awaiting T+5 | — | $1.00 (−30.21%) |
|
May 27, 2026
17d ago
|
8-K
| $1.11 $1.16 | ▼ −4.50% | ▼ −3.30% | $1.00 (+9.91%) |
|
May 5, 2026
5w ago
|
10-K/A
| $1.39 $1.54 | ▲ +10.79% | ▲ +8.81% | $1.00 (−28.06%) |
|
Apr 17, 2026
8w ago
|
8-K
| $0.6070 $0.5470 | ▼ −9.88% | ▼ −10.80% | $1.00 (+64.74%) |
US Market Status
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