UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 17, 2021 (
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Item 1.01 | Entry Into a Material Definitive Agreement |
On June 12, 2021, Fisker Group Inc., a Delaware corporation (“Fisker”), a wholly-owned direct subsidiary of Fisker Inc. (the “Company”), entered into a Detailed Manufacturing Agreement (the “Agreement”) with Magna Steyr Fahrzeugtechnik AG & Co KG, a limited liability partnership established and existing under the laws of Austria (“Magna Steyr”), an affiliate of Magna International Inc. (“Magna”).
On October 14, 2020, Fisker and the Company (f/k/a Spartan Energy Acquisition Corp.) entered into a cooperation agreement with Magna setting forth certain terms for the development of a full electric vehicle (the “Cooperation Agreement”). The Cooperation Agreement set out the main terms and conditions of certain operational phase agreements (the “Operational Phase Agreements”) that extend from the Cooperation Agreement and other agreements with Magna that have been or are expected to be entered into by and between the Company and Magna (or its affiliates). On December 17, 2020, the Company announced that Fisker entered into (i) a non-exclusive car platform sharing agreement with Steyr USA LLC (an affiliate of Magna), and (ii) an initial contract manufacturing agreement with Magna (the “Initial CMA”), which were originally contemplated by the Cooperation Agreement. Upon entering into the Agreement, Magna met the second milestone to vest in 6,484,993 warrants underlying the Company’s Class A common stock pursuant to the terms of that warrant entered into between the parties in connection with the Cooperation Agreement.
The Agreement stipulates the terms and conditions under which Magna will manufacture and deliver electric vehicles to, and provide related services for, Fisker and supersedes the Initial CMA. Fisker and Magna intend to perform the work under the Agreement in four phases: (i) a planning, pre-serial phase, (ii) a launch phase, (iii) a serial production phase and (iv) a post-serial production phase. The Agreement continues until March 31, 2029, subject to rights of extension and earlier termination as set forth in the Agreement.
The foregoing summary of the material terms of the Agreement is qualified in its entirety by reference to the full text of the Agreement, which is attached hereto as Exhibit 10.1 and incorporated herein by reference. The Company issued a press release on June 17, 2021, announcing the Agreement, which is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
Exhibit Number |
Description | |
10.1* | Detailed Manufacturing Agreement effective June 12, 2021 by and between Fisker Group Inc. and Magna Steyr Fahrzeugtechnik AG & Co KG | |
99.1 | Press Release dated June 17, 2021 | |
104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
* | Certain portions of this Exhibit (indicated by “[***]”) have been omitted pursuant to Regulation S-K, Item (601)(b)(10). The schedules and exhibits to this Exhibit have been omitted in accordance with Regulation S-K, Item 601(a)(5). The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon its request. |
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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: June 17, 2021 | FISKER INC. | |||||
By: | /s/ Dr. Geeta Gupta | |||||
Dr. Geeta Gupta | ||||||
Chief Financial Officer and Chief Operating Officer |
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