UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2023
Commission File Number: 001-41066
Sono Group N.V.
(Registrant’s name)
Waldmeisterstrasse 76
80935 Munich
Germany
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Sono Motors GmbH implements additional measures in connection with its M&A process
As previously disclosed, Sono Group N.V. (“Sono N.V.”) and Sono Motors GmbH, the sole subsidiary of Sono N.V. (“Sono GmbH” and together with Sono N.V., the “companies”), have engaged in an M&A process to find buyers or investors in either or both of the companies in connection with the self-administration proceedings applied for by the companies pursuant to the German Insolvency Code (Insolvenzordnung). Although intensive discussions with various investors are currently still ongoing, the discussions have not progressed as far as planned and hoped. According to the companies’ current assessment, it is not likely that a contract will be signed with a future investor within the next few days. Against this background and in the interest of protecting all creditors, Sono GmbH is in the process of terminating the contracts of its remaining employees to ensure that employee wages do not result in an additional liquidity burden in the event that talks with investors fail. The terminations are expected to become effective in January and February 2024. Despite this preventative measure, the companies’ goal to secure the preservation and continuation of the companies by successfully concluding investor talks in the next few weeks remains unchanged.
Additional information and background on the companies’ self-administration proceedings and the M&A Process may be found in Sono N.V.’s Form 6-Ks filed with the Securities and Exchange Commission on May 15, 2023, May 22, 2023, June 12, 2023, September 7, 2023 and September 29, 2023.
About This Document
The information included in this Form 6-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.
Forward-Looking Statements
This document includes forward-looking statements. The words "expect", "anticipate", "intend", "plan", "estimate", "aim", "forecast", "project", "target", “will” and similar expressions (or their negative) identify certain of these forward-looking statements. These forward-looking statements are statements regarding the companies’ intentions, beliefs, or current expectations. Forward-looking statements involve inherent known and unknown risks, uncertainties, and contingencies because they relate to events and depend on circumstances that may or may not occur in the future and may cause the actual results, performance, or achievements of the companies to be materially different from those expressed or implied by such forward looking statements. These risks, uncertainties and assumptions include, but are not limited to, risks, uncertainties and assumptions with respect to: our expectations regarding the companies’ self-administration proceedings, the outcome of which, if they are approved, is uncertain; our ability to maintain relationships with lenders, suppliers, customers, employees and other third parties as a result of the self-administration proceedings and the related increased performance and credit risks associated with our constrained liquidity position and capital structure; our ability to access the external funding required to successfully restructure our business, including by successfully engaging in M&A activities; our ability to maintain Sono Group N.V.’s stock exchange listing; and the length of time that Sono Group N.V. and Sono Motors GmbH would operate under the self-administration proceedings. Many of these risks and uncertainties relate to factors that are beyond Sono Group N.V.’s ability to control or estimate precisely, such as the actions of courts, regulators and other factors. Readers should therefore not place undue reliance on these statements, particularly not in connection with any contract or investment decision. Except as required by law, Sono Group N.V. assumes no obligation to update any such forward-looking statements.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Sono Group N.V. | ||||
| By | /s/ Jona Christians | |||
| Name: | Jona Christians | |||
| Title: |
Chief Executive Officer and Member of the Management Board
|
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| By | /s/ Torsten Kiedel | |||
| Name: | Torsten Kiedel | |||
| Title: | Chief Financial Officer and Member of the Management Board | |||
October 30, 2023