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): January 25, 2021
ARCIMOTO,
INC.
(Exact
name of registrant as specified in its charter)
Oregon
(State
or other jurisdiction of incorporation)
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001-38213
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26-1449404
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(Commission
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(IRS Employer
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File Number)
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Identification No.)
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2034
West 2nd Avenue, Eugene, OR 97402
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code (541) 683-6293
(Former
name or former address, if changed since last report.)
Securities
registered pursuant to Section 12(b) of the Act:
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:
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☐
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Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
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Title
of Each Class
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Trading
Symbol(s)
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Name
of Each Exchange on Which Registered
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Common stock, no
par value
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FUV
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Nasdaq Capital Market
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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. ☐
Item
8.01 Other Events.
On
January 25, 2021, Arcimoto, Inc. (the “Company”) distributed a newsletter that provided a general update on the Company.
A copy of the newsletter is attached and incorporated herein by reference.
Caution
With Respect To Forward-looking Statements:
Except
for historical information, all of the statements, expectations, and assumptions contained in this press release are forward-looking
statements. Forward-looking statements include, but are not limited to, statements that express our intentions, beliefs, expectations,
strategies, predictions or any other statements relating to our future activities or other future events or conditions. These
statements are based on current expectations, estimates and projections about our business based, in part, on assumptions made
by management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that
are difficult to predict and include, without limitation, our expectations as to product deliveries, the establishment of our
service and delivery network and our expected rate of production. Therefore, actual outcomes and results may, and are likely to,
differ materially from what is expressed or forecasted in the forward-looking statements due to numerous factors discussed from
time to time in documents which we file with the SEC. In addition, such statements could be affected by risks and uncertainties
related to, among other things: our ability to manage the distribution channels for our products, including our ability to successfully
implement our rental strategy, direct to consumer distribution strategy and any additional distribution strategies we may deem
appropriate; our ability to design, manufacture and market vehicle models within projected timeframes given that a vehicle consists
of several thousand unique items and we can only go as fast as the slowest item; our inexperience to date in manufacturing vehicles
at the high volumes that we anticipate; our ability to maintain quality control over our vehicles and avoid material vehicle recalls;
the number of reservations and cancellations for our vehicles and our ability to deliver on those reservations; unforeseen or
recurring operational problems at our facility, or a catastrophic loss of our manufacturing facility; our dependence on our suppliers;
changes in consumer demand for, and acceptance of, our products: changes in the competitive environment, including adoption of
technologies and products that compete with our products; the overall strength and stability of general economic conditions and
of the automotive industry more specifically; changes in laws or regulations governing our business and operations; costs and
risks associated with potential litigation; and other risks described from time to time in periodic and current reports that we
file with the SEC. Any forward-looking statements speak only as of the date on which they are made, and except as may be required
under applicable securities laws, we do not undertake any obligation to update any forward-looking statements.
Item
9.01. Exhibits.
(d)
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
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ARCIMOTO, INC.
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Date: January 25, 2021
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By:
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/s/
Mark Frohnmayer
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Mark Frohnmayer
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Chief Executive Officer
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EXHIBIT
INDEX
3
Exhibit 99.1
Dear (Name),
As we enter a new year for Arcimoto, I'd like to take a moment
to reflect on the page we are turning as well as chart out a bit of the road ahead.
To put it mildly, this last year has been a tough one. So many
families, including Arcimoto's, have lost loved ones to the global pandemic. We've borne sustained isolation and civic unrest triggered
by deep-rooted injustice, inequity and political division, all the while witnessing the ever-escalating impacts of climate change,
including devastating wildfires that have deeply impacted our own community.
Against this backdrop I am all the more proud of the accomplishments
of the Arcimoto team:
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In spite of multiple production shutdowns and supply chain interruptions due to COVID, the team delivered 97 Arcimotos to customers
in 2020, an increase of 110% over the prior year. We also built 26 vehicles for marketing, testing and pilot fleet programs.
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We
expanded the Arcimoto platform family, adding the Deliverator, Rapid Responder, Cameo,
and Roadster alongside our flagship Fun Utility Vehicle product line. High-visibility
early pilots with HyreCar, Wahlburgers Key West and the City of Orlando have provided
invaluable feedback as we look to scale production.
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We
outlined a path to achieve true mass production, partnered with Munro and Associates
for volume production planning, and entered into a purchase agreement for a facility
that will increase our manufacturing footprint more than fivefold.
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We
teamed up with global logistics giant DHL with the goal of providing a seamless common
carrier shipping option for our customers, opened Florida, our first state outside the
West Coast, for customer deliveries, and anticipate opening more states in the near future.
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We
rightsized our balance sheet by executing five capital raises totaling in excess of $56M,
retired all of our senior secured and convertible debt, and finished the year in the
strongest financial position the company has ever known.
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And
we are now making our first corporate acquisition, bolstering our technology portfolio
in order to provide fundamentally new, extraordinarily efficient micro mobility solutions
for the global marketplace.
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Our path forward is clear. With the anticipated
alleviation of early supply chain challenges in the early part of this year, we expect significant year-over-year growth in unit
output for 2021 and beyond. We are putting in place the technology components and design patterns to drive down the cost of our
vehicles for our customers as well as provide the foundation for vehicle sharing, ride sharing, and autonomy. Finally, we are
continuing to build a world-class team capable of bringing the Arcimoto vision to fruition.
Although the collective challenges before our society are enormous,
we do have reason to hope. Because of a substantial drop in daily travel, 2020 saw the largest yearly decline in CO2 emissions
ever. The aggressive plans of the Biden Administration aim to support American EV makers and customers through new federal electric
fleets, tax credits, and forward-thinking legislation, while at the same time helping to create thousands of new American jobs.
Around the world, faced with overwhelming evidence, more and more of us are coming together, united by science, ready to confront
our health and climate crises. And here at Arcimoto, we are moving forward full force to provide true, sustainable mobility solutions
to the world.
On behalf of the whole team, I'd like to offer our sincere gratitude
for your continued support of Arcimoto and our mission.
Mark Frohnmayer
Founder and CEO
Arcimoto