Sono Group N.V. (SSM) Form 424B5 — Sep 2, 2026
Sono Group N.V. (Nasdaq: SSM) is selling 283,500 ordinary shares at $2.67 per share in a registered direct offering to accredited investors and qualified institutional buyers, for gross proceeds of $756,945 and estimated net proceeds of about $556,945 after expenses. There is no underwriter or placement agent, and delivery is expected on or about September 2, 2026. The offering is sized at roughly 19.9% of the company's 1,424,834 shares outstanding, just below the Nasdaq 20% shareholder-approval threshold, and new investors face immediate dilution of $3.98 per share against a net tangible book deficit of $(1.96) per share as of June 30, 2026.
Key figures
- Cash Position
- 166000
- Gross Proceeds
- 756945
- Offering Price
- 2.67
- Shares Offered
- 283500
- Net Proceeds
- 556945
- Fy2025 Net Income
- €4.0 million (driven by fair value gains on convertible debentures)
- Cash Position As Of
- March 31, 2026
- Offering Expenses
- 200000
- Reverse Split Ratio
- 1-for-75 (effective January 6, 2025)
- Fy2025 Operating Loss
- €7.7 million
- Subsidiary Sale Price
- €1.00 (Sono Motors GmbH, May 4, 2026)
- Dilution Per New Investor
- $3.98 per share
- Call Option Aggregate Cost
- approximately $21.0 million
- Call Option Preferred Shares
- 700
- Preferred Shares Outstanding
- 1401
- Accumulated Deficit Dec31 2025
- approximately $317.4 million
- Shares Outstanding Pre Offering
- 1424834
- Prior Debt Converted To Preferred
- approximately $42.1 million
- Shares Outstanding After Offering
- 1708334
- Offering Percent Of Shares Outstanding
- 19.9%
- Net Tangible Book Value Per Share Jun30 2026
- $(1.96)
- Ordinary Shares Issuable On Preferred Conversion
- 42030000
Price after filing
Close on the filing date to close N calendar days later (from $4.80). Historical, not a forecast.
AI analysis
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