UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On February 28, 2024, ElectraMeccanica Vehicles Corp. (the “Company”) entered into a sale and purchase agreement with Solo Automotive, Inc. (the “Purchaser”). Jerry Kroll, a former member of the Company’s board of directors (the “Board”), is the principal of the Purchaser. Pursuant to the terms of the agreement, the Company has agreed to transfer two G2 SOLO and one non-operational Sparrow showroom vehicles on an “as is, where is” basis, along with certain SOLO-related assets, including, among other things, certain parts, tools, documentation and intellectual property, to the Purchaser. In consideration for such transfer, Mr. Kroll has agreed, among other things, to vote all common shares of the Company beneficially owned by him in favor of each of the proposals set forth in the Company’s definitive proxy statement, filed with the U.S. Securities and Exchange Commission on February 13, 2024, for the Company’s upcoming special meeting of shareholders on March 20, 2024 (the “ElectraMeccanica Special Meeting”), including the proposal to approve the proposed arrangement (the “Arrangement Proposal”) with Xos, Inc. (“Xos”). As of the date of this Current Report on Form 8-K, Mr. Kroll beneficially owned approximately 5.4 million common shares of the Company.
On February 28, 2024, Mr. Kroll also entered into a voting support and lock-up agreement with Xos pursuant to which Mr. Kroll has agreed, among other things, not to dispose of any shares of Xos’ common stock received as consideration in connection with the Arrangement for 90 days following the effective date of the Arrangement, in addition to voting support for the Arrangement Proposal.
On March 1, 2024, the Company issued a press release announcing Mr. Kroll’s voting commitment for the proposals to be considered at the ElectraMeccanica Special Meeting, including the Arrangement Proposal. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference in its entirety.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit | ||
| Number | Description | |
| 99.1 | Press Release, dated March 1, 2024 | |
| 104 | Cover Page Interactive Data File (cover page XBRL tags are embedded within the Inline XBRL document) |
SIGNATURES
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 hereunto duly authorized.
| Date: March 1, 2024 | ELECTRAMECCANICA VEHICLES CORP. | |
| By: | /s/ Michael Bridge | |
| Michael Bridge | ||
| General Counsel and Corporate Secretary | ||