Xos Confirms Nasdaq Listing, Warrant Exercise Terms

TL;DR

**XOS confirms Nasdaq listing and warrant exercise price of $345.00 per share.**

AI Summary

Xos, Inc. filed an 8-K on February 1, 2024, reporting an "Entry into a Material Definitive Agreement" and providing updated information on its securities. The filing confirms that Xos, Inc.'s Common Stock (trading symbol XOS) and Warrants are registered on The Nasdaq Capital Market. Each whole warrant is exercisable for one share of Common Stock at an exercise price of $345.00 per share. This matters to investors because it confirms the company's continued listing on Nasdaq and provides crucial details about the exercise terms of its warrants, which can impact future share dilution and capital structure.

Why It Matters

This filing confirms Xos, Inc.'s continued listing on Nasdaq and clarifies the terms for exercising its warrants, which is important for understanding potential future dilution and the company's capital structure.

Risk Assessment

Risk Level: low — This filing is primarily informational, confirming existing securities and their listing, and does not introduce new significant risks.

Analyst Insight

A smart investor would note the warrant exercise price of $345.00 per share and consider its implications for potential future dilution if these warrants are exercised, especially relative to the current stock price.

Key Numbers

• $345.00 — Warrant Exercise Price (The price at which each whole warrant can be converted into one share of Common Stock.)

Key Players & Entities

• Xos, Inc. (company) — the registrant filing the 8-K
• Nasdaq Capital Market (company) — the exchange where Xos, Inc.'s securities are registered
• $345.00 (dollar_amount) — the exercise price per share for Xos, Inc. warrants

FAQ

Key Financial Figures

• $0.0001 — ange on which registered Common Stock, $0.0001 par value per share XOS The Nasdaq
• $345.00 — of Common Stock at an exercise price of $345.00 per share XOSWW The Nasdaq Capital

Filing Documents

• ny20019231x2_8k.htm (8-K) — 60KB
• ny20019231x2_ex2-1.htm (EX-2.1) — 145KB
• 0001140361-24-004967.txt ( ) — 413KB
• xos-20240131.xsd (EX-101.SCH) — 4KB
• xos-20240131_def.xml (EX-101.DEF) — 18KB
• xos-20240131_lab.xml (EX-101.LAB) — 28KB
• xos-20240131_pre.xml (EX-101.PRE) — 20KB
• ny20019231x2_8k_htm.xml (XML) — 6KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Amendment to Arrangement Agreement As previously disclosed, on January 11, 2024, Xos, Inc., a Delaware corporation ("Xos") and ElectraMeccanica Vehicles Corp., a corporation existing under the laws of the Province of British Columbia ("ElectraMeccanica"), entered into an arrangement agreement (as amended, the "Arrangement Agreement"), pursuant to which Xos will acquire all of the issued and outstanding common shares of ElectraMeccanica pursuant to a plan of arrangement (the "Plan of Arrangement") under the Business Corporations Act (British Columbia). On January 31, 2024, Xos and ElectraMeccanica entered into an amendment agreement (the "Amendment Agreement") to the Arrangement Agreement in order to, among other things, make clear that after the Effective Time (as defined in the Plan of Arrangement), the Plan of Arrangement will be binding on ElectraMeccanica, shareholders of ElectraMeccanica (including Dissenting Shareholders (as defined in the Plan of Arrangement)), Xos and Xos' permitted assignees under the Arrangement Agreement and their respective successors, ElectraMeccanica's registrar and transfer agent and the Depositary (as defined in the Plan of Arrangement). A copy of the Amendment Agreement is attached as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description of the Amendment Agreement does not purport to be complete and is qualified in its entirety by reference to the Amendment Agreement. Additional Information and Where to Find It In connection with the proposed transaction, Xos and ElectraMeccanica intend to file with the U.S. Securities and Exchange Commission (the "SEC") joint preliminary and definitive proxy statements, including management information circulars, and other relevant documents relating to the proposed transaction. Promptly after filing the joint definitive proxy statement with the SEC, Xos and ElectraMeccanica wil

01 Financial

Item 9.01 Financial (d) Exhibits Exhibit Number Description 2.1* Amendment Agreement by and between Xos and ElectraMeccanica dated January 31, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) *Exhibits and/or schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish supplementally copies of any of the omitted exhibits and schedules upon request by the SEC; provided, however, that the registrant may request confidential treatment pursuant to Rule 24b-2 under the Exchange Act for any exhibits or schedules so furnished. 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 hereunto duly authorized. Dated: January 31, 2024 XOS, INC. By: /s/ Dakota Semler Dakota Semler Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR