Sono N : pro forma condensed consolidated Balance Sheet and Statement of Income as of and for the nine months ended September 30, 2024 Form 6 K


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December 30, 2024 at 12:57 pm EST


Sono Group N.V. pro forma condensed consolidated Balance Sheet and Statement of Income as of and for the nine months ended September 30, 2024


TABLE OF CONTENTS


Proforma Condensed Consolidated Statements of Income (Loss)

3

Proforma Condensed Consolidated Balance Sheets

4

A. New Issuance of $5 Million Debenture Adjustment

5

B. Conversion of all existing debt to preferred equity

5

Proforma Condensed Consolidated Statements of Income (Loss)

Nine months ended September 30, 2024
(unaudited)

Pro Forma Adjustments

Pro Forma Combined


Following Recapitalization

mUSD 5 New Convertible Debenture
(A)

Debt to Equity Conversion Adjustments
(B)
kEUR

kEUR

kEUR

kEUR

Revenue

Cost of goods sold

Gross loss

Cost of development expenses

(1,075)

(1,075)

Selling and distribution expenses

(437)

(437)

General and administrative expenses

(4,331)

(4,331)

Other operating (expenses)/income

67

67

Gain/(loss) on deconsolidation/reconsolidation

63,549

63,549

Operating Income/(Loss)

57,773

57,773

Interest and similar income

3,583

3,583

Interest and similar expenses

(4,944)

(552)

(5,496)

Income/(Loss) before tax

56,414

(552)

55,860

Taxes on income

Deferred taxes on expense

Income/(Loss) for the period

56,414

(552)

55,860

Proforma Condensed Consolidated Balance Sheets

September 30,
2024
Unaudited

Pro Forma Adjustments

Pro Forma Combined following Recapitalization

mUSD 5 New Convertible Debenture


(A)


Debt to Equity Conversion Adjustments


(B)

kEUR

kEUR

kEUR

kEUR

ASSETS

Noncurrent assets

Property, plant and equipment

80

80

Right-of-use assets

985

985

Other financial assets

50

50

1,115

1,115

Current assets

Work in progress

178

178

Other financial assets

Other non-financial assets

424

424

Cash and cash equivalents

2,957

4,749

7,706

3,559

8,308

Total assets

4,674

4,749

9,423

EQUITY AND LIABILITIES

Equity

Subscribed capital

10,844

36,990

47,834

Capital and other reserves

287,904

287,904

Accumulated deficit

(327,924)

(552)

(328,476)

Total Equity

(29,176)

36,438

7,262

Noncurrent liabilities

Financial liabilities

938

938

938

938

Current liabilities

Financial liabilities

31,689

4,749

(36,438)

Trade and other payables

955

955

Other liabilities

268

268

32,912

4,749

(36,438)

1,223

Total equity and liabilities

4,674

4,749

9,423

A. New Issuance of $5 Million Debenture Adjustment

As part of its strategic financial restructuring, Sono Group N.V. has entered into a Securities Purchase Agreement with Yorkville to issue a new secured convertible debenture with a principal amount of $5.0 million, subject to Nasdaq approving the Company’s requested uplisting to The Nasdaq Capital Market. The funding will be completed immediately prior to the uplisting.

B. Conversion of all existing debt to preferred equity

Sono Group N.V. signed an Exchange Agreement with Yorkville to convert the newly issued debenture, along with all other existing outstanding convertible debentures, into preferred equity. The total debt being exchanged amounts to approximately $37.2 million, including the $32.2 million of previously issued convertible debentures and the $5.0 million new debenture, subject to Nasdaq approving the Company’s requested uplisting to The Nasdaq Capital Market.

Under the agreement, this debt will be converted into 1,242 newly issued preferred shares, each with a nominal value of €300. These shares are convertible into 30,000 ordinary shares post-implementation of the reverse stock split. The conversion will be completed immediately prior to the uplisting, and the resulting equity adjustment will be $37.2 million.

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Disclaimer

Sono Group NV published this content on December 30, 2024, and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on December 30, 2024 at 17:56:06.091.

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Logo Sono Group N.V.

Sono Motors N.V. (Sono Motors) is a solar mobility solutions provider based in Germany. The Company with its proprietary solar technology integrates solar panels into a vehicle’s bodywork, using energy captured from the sun to charge the vehicle’s battery. Its solar technology is being licensed to other manufacturers for application into a variety of vehicle architectures including buses, trucks, trailers, camper vans, trains and boats to extend range, reduce fuel costs and the impact of Carbon Dioxide (CO2) emissions, paving the way for climate-friendly mobility.

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