Tigo Energy, Inc. entered into a non-binding letter of intent to acquire Roth CH Acquisition IV Co. (NasdaqCM:ROCG) from a group of shareholders for approximately $610 million in a reverse merger transaction on November 1, 2022. Tigo Energy, Inc. entered into an Agreement and Plan of Merger to acquire Roth CH Acquisition IV Co. from a group of shareholders for approximately $610 million in a reverse merger transaction on December 5, 2022. Under the terms of the transaction, outstanding shares of Tigo Energy Common Stock will be converted into the right to receive 60 million shares of Roth Common Stock and existing Tigo stockholders will roll 100% of their equity into the Company. Current Tigo stockholders will retain approximately 82% of the ownership at close of the Company, assuming no ROCG stockholders exercise their redemption rights. Upon the closing of transaction, the combined company will change its name to “Tigo Energy, Inc.” and is expected to list on NASDAQ under the ticker symbol “TYGO.” Tigo will pay a termination fee of $3 million to Roth, in case Tigo terminates the transaction. Current Tigo Chief Executive Officer and Chairman, Zvi Alon, will continue to lead the Company along with the current management team.

The transaction is subject to shareholder approval of both Roth and Tigo Energy; waiting period applicable to the Merger under the HSR Act having expired (or early termination having been granted); Registration Statement shall have become effective; shares of Acquiror Common Stock to be issued in connection with the Merger shall have been approved for listing on the Nasdaq; Acquiror having at least $5,000,001 in net tangible assets; Lock-Up Agreement duly executed; and other customary closing conditions. The Boards of Directors of Tigo and ROCG have unanimously approved the transaction. As of December 20, 2022, Roth CH stockholders approved the proposal to amend its amended and restated certificate of incorporation, giving Roth CH the right to extend the date by which it has to consummate a business combination from February 10, 2023 to July 10, 2023. The Business Combination was approved by Roth shareholders in a special meeting held on May 18, 2023. The transaction is expected to close in the second quarter of 2023. As per filling on May 10, 2023, the transaction is expected to close on May 23, 2023.

Steven D. Pidgeon of DLA Piper LLP (US) and Loeb & Loeb LLP acted as legal advisors to Roth. Colin Diamond, Bryan Luchs, Sang I. Ji, Victoria Rosamond, Taylor Pullins, Ketan Pastakia and Laura Katherine Mann of White & Case LLP acted as legal advisor to Tigo. Continental Stock Transfer & Trust Company acted as transfer agent and KSmith of Advantage Proxy, Inc. acted as information agent to Roth. Roth will pay a fee of up to $25,000 to Advantage Proxy to assist in the proxy solicitation process. DLA Piper LLP (US) acted as due diligence provider to Roth. Ellenoff Grossman & Schole LLP acted as legal advisor to ROTH Capital Partners, LLC and Craig-Hallum, as the underwriters in the Roth IPO.

Tigo Energy, Inc. completed the acquisition of Roth CH Acquisition IV Co. (NasdaqCM:ROCG) from a group of shareholders in a reverse merger transaction on May 23, 2023. The combined company will operate under the name “Tigo Energy, Inc.” and will be led by Tigo's senior management, who will continue to serve in their current roles. Commencing at the open of trading on May 24, 2023, Tigo's common stock will trade on Nasdaq under the ticker symbol “TYGO.”