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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): December 28, 2020

  

IDEANOMICS, INC.

(Exact name of registrant as specified in its charter)

 

Nevada   20-1778374

(State or other jurisdiction

of incorporation)

 

(IRS Employer

Identification No.)

 

001-35561

(Commission File Number)

 

1441 Broadway, Suite 5116, New York, NY 10018 

(Address of principal executive offices) (Zip Code)

 

212-206-1216

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

Securities registered pursuant to Section 12(b) of the Act: 

 

Title of each class   Trading symbol(s)   Name of each exchange on which registered
Common stock, $0.001 par value per share   IDEX   The Nasdaq Stock Market

 

 

 

 

 

Item 1.01. Entry into a Material Definitive Agreement

 

On December 28, 2020, Ideanomics, Inc. (“Ideanomics”), through its Mobile Energy Group and its Contracting Entity Qingdao Chengyang Medici Zhixing New Energy Automobile Co., Ltd. (“Qingdao Chengyang Midici”), have entered into an automobile sales contract, effective December 28, 2020 (the “Sales Agreement”) and a four party payment agreement, effective December 28, 2020 (the “Payment Agreement” and, with the Sales Agreement, the “Agreements”), with Meihao Travel (Hangzhou) Automobile Technology Co., Ltd. (“Meihao Chuxing”), a joint venture of BYD (HK) Co. Ltd and Didi Chuxing, to purchase and pay for an initial 2,000 units of the model BYD D1 electric vehicle. Under the terms of the Agreements, among other things, (i) the purchase price per vehicle is RMB 112,000, and the total contract price is RMB 224,000,000, including 13% VAT tax; and (ii) Ideanomics and Qingdao Chengyang Midici are obligated to pay RMB 22,400,000 as a down payment, subject to certain conditions.

 

The Agreements are written in the Chinese language and are governed by the law of the People’s Republic of China. The Agreements and translations from the Chinese language into English will be filed by Ideanomics as exhibits to its upcoming annual report on Form 10-K.

 

Item 7.01. Regulation FD Disclosure

 

On December 28, 2020, Ideanomics issued a press release announcing that its Mobile Energy Group and its Contracting Entity Qingdao Chengyang Midici have entered into the Agreements. A copy of the press release is attached as Exhibit 99.1 hereto. The information in Item 7.01 of this report and Exhibit 99.1 is being furnished, not filed, for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

 

Item 9.01 Financial Statements and Exhibits

 

d) Exhibits

 

Exhibit No.   Description
99.1   Press Release, dated December 28, 2020
104   Cover Page Interactive Data File (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.

 

  Ideanomics, Inc.
       
Date: December 31, 2020 By:   /s/ Alfred Poor  
    Alfred Poor  
    Chief Executive Officer  

 

 

 

 

 

 

Exhibit 99.1

 

MEG Announces Purchase Agreement for 2,000 Units of D1,

BYD’s Custom Electric Ride-hailing Vehicle

 

- MEG’s Qingdao Medici enters into a purchase agreement for an initial 2,000 units of model BYD D1
- BYD D1 is the world’s first custom-built, all electric car specifically for ride-hailing with smart technology, safety, and comfort features for both drivers and passengers
- Through the Didi Chuxing app, passengers can hail this customized online car in multiple cities

 

New York, December 28, 2020/PRNewswire/ - Ideanomics (NASDAQ: IDEX) ("Ideanomics" or the "Company") announces that its Mobile Energy Global (“MEG”) and its contracting entity Qingdao Chengyang Medici have signed an agreement with Meihao Chuxing, a joint venture between BYD and Didi, to purchase an initial 2,000 units of model BYD D1. The ride-hailing vehicles are intended for deployment in multiple cities within China, with deliveries expected to begin in H1 2021.

 

“The D1 is a very thoughtfully designed ride-hailing EV and is a culmination of the latest design and technology to bring drivers and their customers an enjoyable travel experience. We are very pleased to work with Meihao Chuxing and BYD to promote the sales of the D1,” said Alf Poor, Ideanomics CEO. “Supported by a viable government subsidy program, the proliferation of EVs in China is a testament to the value that public and private partnerships can bring to large scale global challenges. We look forward to developing these types of partnerships and the rollout of more innovative vehicles like the D1 to our taxi and ride-hailing customers.”

 

 

 

 

 

 

Meihao Chuxing (Hangzhou) Automobile Technology Co., Ltd. was established in 2019, though a 65/35 joint venture between BYD and Didi with BYD having controlling interest. Launched in November 2020, model BYD D1 was jointly developed by BYD and Didi as the world’s first custom-built, all electric car for ride-hailing. The vehicles feature L2 Assisted Driving system, are linked with a fleet management system that helps large fleet operators track and optimize operational status, real-time energy management, as well as a myriad of other safety and comfort features. BYD D1 is equipped with its latest Blade Battery (LFP chemistry) with a range of 418 km (260 miles) and can reach top speeds of 130 km/h (81 mph). Didi Chuxing is deploying and promoting the ride-hailing service in a number of Chinese cities. Passengers can order the customized ride-sharing service via the Didi app.

 

Please refer to the company’s 8-k filings for further material details of the agreement

 

About BYD

 

BYD Company Ltd. is one of China's largest privately owned enterprises. Since its inception in 1995, the company quickly developed solid expertise in rechargeable batteries and became a relentless advocate of sustainable development, successfully expanding its renewable energy solutions globally with operations in over 50 countries and regions. Its creation of a Zero Emissions Energy Ecosystem – comprising affordable solar power generation, reliable energy storage, and cutting-edge electrified transportation – has made it an industry leader in the energy and transportation sectors.

BYD is listed on the Hong Kong and Shenzhen Stock Exchanges. More information on the company can be found at www.byd.com.

 

About Ideanomics

 

Ideanomics is a global company focused on the convergence of financial services and industries experiencing technological disruption. Our Mobile Energy Global (MEG) division is a service provider that facilitates the adoption of electric vehicles by commercial fleet operators through offering vehicle procurement, finance and leasing, and energy management solutions under our innovative sales to financing to charging (S2F2C) business model. Ideanomics Capital is focused on disruptive fintech solutions for the financial services industry. Together, MEG and Ideanomics Capital provide our global customers and partners with leading technologies and services designed to improve transparency, efficiency, and accountability, and our shareholders with the opportunity to participate in high-potential, growth industries.

 

The company is headquartered in New York, NY, with offices in Beijing, Hangzhou, and Qingdao, and operations in the U.S., China, Ukraine, and Malaysia.

 

 

 

 

Safe Harbor Statement

 

This press release contains certain statements that may include "forward looking statements". All statements other than statements of historical fact included herein are "forward-looking statements." These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects" or similar expressions, involve known and unknown risks and uncertainties, and include statements regarding our intention to transition our business model to become a next-generation financial technology company, our business strategy and planned product offerings, our intention to phase out our oil trading and consumer electronics businesses, and potential future financial results. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of risks and uncertainties, such as risks related to: our ability to continue as a going concern; our ability to raise additional financing to meet our business requirements; the transformation of our business model; fluctuations in our operating results; strain to our personnel management, financial systems and other resources as we grow our business; our ability to attract and retain key employees and senior management; competitive pressure; our international operations; and other risks and uncertainties disclosed under the sections entitled "Risk Factors" and "Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our most recent Form 10-K and Form 10-Q filed with the Securities and Exchange Commission, and similar disclosures in subsequent reports filed with the SEC, which are available on the SEC website at www.sec.gov. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these risk factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.

 

Investor Relations and Media Contact

 

Ideanomics, Inc.

Tony Sklar, SVP of Investor Relations

1441 Broadway, Suite 5116 New York, NY 10018

ir@ideanomics.com

 

Valerie Christopherson / Lora Wilson

Global Results Communications (GRC)

+1 949 306 6476

valeriec@globalresultspr.com