Sono Group N.V. Schedules EGM for Yorkville Investment & Board Changes

TL;DR

**Sono Group is holding an EGM on Jan 31 to vote on a crucial investment deal with Yorkville and board changes.**

AI Summary

Sono Group N.V. announced on January 16, 2024, that it will hold an extraordinary general meeting (EGM) on January 31, 2024. The EGM will address proposals related to investment agreements made in November 2023 with YA II PN, Ltd. (Yorkville), which include corporate measures and changes to the management and supervisory boards. This matters to investors because the outcome of this meeting will directly impact the company's future structure and its ability to secure the planned investment from Yorkville, which is crucial for its financial stability and ongoing operations.

Why It Matters

This filing signals a critical step in Sono Group N.V.'s restructuring and financing efforts, as shareholder approval for the Yorkville investment and related corporate changes is essential for the company's survival and future direction.

Risk Assessment

Risk Level: high — The company is undergoing self-administration proceedings and relies on this investment, making the EGM outcome highly impactful and uncertain.

Analyst Insight

An investor should closely monitor the outcome of the January 31, 2024 EGM, as approval of the Yorkville investment and related corporate changes is critical for Sono Group N.V.'s financial viability. Consider the potential for volatility around this date.

Key Players & Entities

• Sono Group N.V. (company) — the registrant and company holding the EGM
• Sono Motors GmbH (company) — the sole subsidiary of Sono Group N.V.
• YA II PN, Ltd. (company) — the investor, also referred to as Yorkville
• Yorkville (company) — the investor entering into agreements with Sono Group N.V.
• January 16, 2024 (date) — date the EGM was convened
• January 31, 2024 (date) — date of the extraordinary general meeting of shareholders
• November 2023 (date) — when investment-related agreements with Yorkville were entered into

Forward-Looking Statements

• Shareholders will approve the proposals related to the Yorkville investment and board changes. (Sono Group N.V. shareholders) — medium confidence, target: January 31, 2024
• The successful implementation of the Yorkville investment will provide a temporary boost to Sono Group N.V.'s stock price. (Sono Group N.V. stock price) — medium confidence, target: February 2024

FAQ

Filing Documents

• f6k_011624.htm (6-K) — 15KB
• exh_991.htm (EX-99.1) — 86KB
• exh_992.htm (EX-99.2) — 35KB
• exh_993.htm (EX-99.3) — 25KB
• exh_994.htm (EX-99.4) — 16KB
• exh_995.htm (EX-99.5) — 40KB
• exh_996.htm (EX-99.6) — 12KB
• dentonslogo.jpg (GRAPHIC) — 3KB
• 0001171843-24-000275.txt ( ) — 234KB

From the Filing

UNITED 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 January 2024 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 On January 16, 2024, Sono Group N.V. (the “Company”) convened an extraordinary general meeting of shareholders to be held on January 31, 2024 (the “EGM”). Exhibit 99.1 attached hereto includes a copy of the convening notice, including the agenda (the “Agenda”) and explanatory notes, for the EGM. Exhibit 99.2 attached hereto includes a copy of the voting proxy for the EGM. As previously disclosed, the Company and Sono Motors GmbH, the sole subsidiary of the Company. (“Sono GmbH”), entered into investment-related agreements (the “Agreements”) with YA II PN, Ltd. (“Yorkville”) in November 2023. The Agreements contemplate the implementation of certain corporate measures as well as changes in the management and supervisory boards of the Company in connection with the planned investment by Yorkville. Proposals relating to these matters have been included in the Agenda. For more information on the proposals and additional information related thereto, see Exhibit 99.1. Additional information and background on the planned investment by Yorkville and the respective self-administration proceedings of the Company and Sono GmbH may be found in the Company’s Form 6-Ks submitted to the SEC on May 15, 2023, May 22, 2023, June 12, 2023, September 7, 2023, September 29, 2023, October 30, 2023, November 27, 2023, December 14, 2023 and in the Company’s Form 20-F for the year ended December 31, 2022. 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. Exhibit Description of Exhibit 99.1 Convening Notice, including Agenda and Explanatory Notes 99.2 Voting Proxy 99.3 Proposed amendment of the Company’s articles of association (reverse share split and capital reduction) (English translation) 99.4 Wording of each proposed amendment of the Company’s articles of association (authorized capital) (English translation) 99.5 Proposed amended Compensation Policy for managing directors 99.6 Proposed amendment of the Company’s articles of association (deleting majority shareholder rights) (English translation) 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 By /s/ Torsten Kiedel Name: Torsten Kiedel Title: Chief Financial Officer and Member of the Management Board Date: January 16, 2024

View Full Filing

View this 6-K filing on SEC EDGAR