Basic Stats
| CIK | 1784168 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Electric Last Mile Solutions Inc - Class A
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| June 14, 2022 |
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 June 13, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation) (Co |
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| June 13, 2022 |
Electric Last Mile Solutions, Inc. Announces Chapter 7 Bankruptcy Filing Exhibit 99.1 Electric Last Mile Solutions, Inc. Announces Chapter 7 Bankruptcy Filing TROY, Mich., June 12, 2022 ? Electric Last Mile Solutions, Inc. (NASDAQ: ELMS) (?ELMS? or ?the Company?), a pure-play commercial electric vehicle (?EV?) company that has been focused on redefining productivity for the last mile, today announced the Company plans to file for Chapter 7 bankruptcy. In February 2022, |
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| June 13, 2022 |
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 June 10, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation) (Co |
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| June 2, 2022 |
Exhibit 10.1 Execution Version FIRST AMENDMENT TO LAND CONTRACT THIS FIRST AMENDMENT TO LAND CONTRACT (this ?First Amendment?) is effective as of April 30, 2022, between SF Motors, Inc., a Delaware corporation, DBA SERES (?Vendor?) and Electric Last Mile, Inc., a Delaware corporation (?Purchaser?). WITNESSETH: WHEREAS, Vendor and Purchaser entered into that certain Land Contract dated as of June 2 |
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| June 2, 2022 |
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 May 26, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation) (Com |
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| May 27, 2022 |
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 April 11, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation) (C |
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| May 24, 2022 |
Exhibit 99.1 Electric Last Mile Solutions Announces Receipt of Notice from Nasdaq Regarding Late Filing of Quarterly Report on Form 10-Q TROY, Mich., May 24, 2022 ? Electric Last Mile Solutions, Inc. (Nasdaq: ELMS; ELMSW) (?ELMS? or the ?Company?) today announced that it has received a notice from The Nasdaq Stock Market LLC (?Nasdaq?) stating that because the Company has not yet filed its Quarter |
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| May 24, 2022 |
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 May 18, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation) (Com |
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| May 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 001-39457 CUSIP NUMBER 28489L104 (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: March 31, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transi |
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| April 11, 2022 |
Exhibit 99.1 Electric Last Mile Solutions Announces Receipt of Notice from Nasdaq Regarding Late Filing of Annual Report on Form 10-K TROY, Mich., April 11, 2022 ? Electric Last Mile Solutions, Inc. (Nasdaq: ELMS; ELMSW) (?ELMS? or the ?Company?), today announced that it has received a notice from The Nasdaq Stock Market LLC (?Nasdaq?) stating that because the Company has not yet filed its Annual |
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| April 11, 2022 |
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 April 5, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation) (Co |
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| April 1, 2022 |
NT 10-K 1 ea157717-nt10kelectricmile.htm NOTIFICATION OF LATE FILING OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires:April 30, 2022 Estimated average burden hours per response . . . . . . 2.50 SEC FILE NUMBER 001-39457 CUSIP NUMBER 28489L104 (Check one): x Form 10-K o Form 20-F o Form 11-K o |
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| March 15, 2022 |
Costs Associated with Exit or Disposal Activities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 21, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporatio |
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| March 11, 2022 |
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 February 3, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation) |
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| March 4, 2022 |
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 February 21, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation) |
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| March 4, 2022 |
Exhibit 10.3 SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT (the ?Agreement?), is made as of March 1, 2022, and effective as of February 1, 2022 (the ?Effective Date?), by and between Electric Last Mile Solutions, Inc., a Delaware corporation (the ?Company?), and James Taylor (the ?Executive,? and, together with the Company, the ?Parties,? and each a ?Party?). WHEREAS, the Executive was employed b |
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| March 4, 2022 |
EX-10.1 2 ea156449ex10-1electric.htm SETTLEMENT AGREEMENT, DATED AS OF MARCH 1, 2022, BY AND BETWEEN ELECTRIC LAST MILE SOLUTIONS, INC. AND JASON LUO Exhibit 10.1 SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT (the “Agreement”), is made as of March 1, 2022, and effective as of February 1, 2022 (the “Effective Date”), by and between Electric Last Mile Solutions, Inc., a Delaware corporation (the “C |
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| March 3, 2022 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 8, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation |
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| March 3, 2022 |
Letter of BDO, dated March 1, 2022 Exhibit 16.1 Tel: 248-362-2100 2600 West Big Beaver, Suite 600 Fax: 248-362-4459 Troy, MI 48084 www.bdo.com March 1, 2022 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the disclosure contained in Item 4.01 of Form 8-K for the event that occurred on February 8, 2022, filed by our former client, Electric Last Mile Solutions, Inc. (t |
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| February 14, 2022 |
Letter of the Audit Committee, dated February 9, 2022 Exhibit 16.2 February 9, 2022 By Electronic Mail BDO USA, LLP c/o Chris Hickmann 2600 West Big Beaver, Suite 600 Troy, MI 48084 Dear BDO USA, LLP, The Audit Committee of the Board of Directors of Electric Last Mile Solutions, Inc. (?ELMS? or the ?Company?) has reviewed your letter dated February 8, 2022, which claims to report conclusions made under Section 10A(b)(2) of the Securities Exchange Act |
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| February 14, 2022 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Other Events 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 February 8, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation) |
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| February 14, 2022 |
Letter of BDO, dated February 8, 2022 Exhibit 16.1 Tel: 248-362-2100 Fax: 248-362-4459 www.bdo.com 2600 West Big Beaver, Suite 600 Troy, Ml 48084 February 8, 2022 By Email Brian M. Krzanich, Chairman Richard N. Peretz, Director David Boris, Director Neil Goldberg, Director Electric Last Mile Solutions, Inc. 1055 W. Square Lake Road Troy, Ml 48098 Dear Board of Directors: BDO USA, LLP (?BDO?) is sending this letter to you pursuant to S |
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| February 1, 2022 |
Exhibit 99.1 Electric Last Mile Solutions Announces Leadership Transition and Financial Update ELMS Board Member Shauna McIntyre Named Interim CEO and President; Brian Krzanich, ELMS Board Member and CEO of CDK Global, to Serve as Non-Executive Chairman of the Board Transition Follows Resignation of CEO and President James Taylor and Chairman Jason Luo Company Advises Non-Reliance on Financial Sta |
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| February 1, 2022 |
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 January 26, 2022 Date of Report (Date of earliest event reported) ELECTRIC LAST MILE SOLUTIONS, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-39457 84-2308711 (State or Other Jurisdiction of Incorporation) |
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| February 1, 2022 |
EX-10.1 2 ea154782ex10-1electriclast.htm BINDING EMPLOYMENT AGREEMENT TERM SHEET, BY AND BETWEEN THE COMPANY AND SHAUNA MCINTYRE, DATED FEBRUARY 1, 2022 Exhibit 10.1 Binding Employment Term Sheet This term sheet (“Term Sheet”) sets forth the principal terms of an employment agreement between Shauna McIntyre (“Executive”), Electric Last Mile Solutions, Inc. (“ELMS”) and Electric Last Mile, Inc. (to |
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| January 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. 2 Under the Securities Exchange Act of 1934 ELECTRIC LAST MILE SOLUTIONS, INC. (Name of Issuer) Common stock, $0.0001 par value per share (Title of Class of Securities) 28489L104 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi |
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| November 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39457 ELECTRIC LAS |
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| November 12, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-258146 PROSPECTUS SUPPLEMENT NO. 7 (To Prospectus Dated August 6, 2021) ELECTRIC LAST MILE SOLUTIONS, INC. 118,684,445 Shares of Common Stock Warrants to Purchase 247,082 Shares of Common Stock This Prospectus Supplement No. 7 is being filed to update and supplement the information contained in the prospectus dated August 6, 2021 (as supplement |
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| November 10, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-258146 PROSPECTUS SUPPLEMENT NO. 6 (To Prospectus Dated August 6, 2021) ELECTRIC LAST MILE SOLUTIONS, INC. 118,684,445 Shares of Common Stock Warrants to Purchase 247,082 Shares of Common Stock This Prospectus Supplement No. 6 is being filed to update and supplement the information contained in the prospectus dated August 6, 2021 (as supplement |
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| November 10, 2021 |
ELMS Announces Third-Quarter 2021 Financial Results Exhibit 99.1 ELMS Announces Third-Quarter 2021 Financial Results ? Completed launch and initial deliveries of the ELMS Urban Delivery, the first Class 1 commercial electric vehicle in the U.S., to become revenue-generating company ? Secured 6,000-unit order commitment ? Signed long term agreements for battery and components supply and nationwide vehicle service ? Expanded operational footprint to |
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| November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 5, 2021 ELECTRIC LAST MILE SOLUTIONS, INC. |
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| November 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 10, 2021 ELECTRIC LAST MILE SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation |
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| October 6, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-258146 PROSPECTUS SUPPLEMENT NO. 5 (To Prospectus Dated August 6, 2021) ELECTRIC LAST MILE SOLUTIONS, INC. 118,684,445 Shares of Common Stock Warrants to Purchase 247,082 Shares of Common Stock This Prospectus Supplement No. 5 is being filed to update and supplement the information contained in the ?Selling Securityholders? section of the Compa |
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| September 27, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-258146 PROSPECTUS SUPPLEMENT NO. 4 (To Prospectus Dated August 6, 2021) ELECTRIC LAST MILE SOLUTIONS, INC. 118,684,445 Shares of Common Stock Warrants to Purchase 247,082 Shares of Common Stock This Prospectus Supplement No. 4 is being filed to update and supplement the information contained in the prospectus dated August 6, 2021 (as supplement |
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| September 27, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 21, 2021 ELECTRIC LAST MILE SOLUTIONS, INC. |
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| September 27, 2021 |
Exhibit 10.1 FIRM ORDER AGREEMENT THIS FIRM ORDER AGREEMENT (the ?Agreement?) is made effective as of the date of full execution of this Agreement (the ?Effective Date?) between Electric Last Mile, Inc., a Delaware corporation (?ELMS?) and Randy Marion Isuzu, LLC dba Randy Marion ELMS, a North Carolina limited liability company (?Buyer?). ELMS and Buyer may hereafter be referred to collectively as |
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| September 3, 2021 |
Form of Restricted Stock Unit Award Agreement (Time & Performance Vesting). EX-10.3 2 ea146909ex10-3electriclast.htm FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT (TIME & PERFORMANCE VESTING) Exhibit 10.3 ELECTRIC LAST MILE SOLUTIONS, INC. 2020 INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (Time & Performance Vesting) THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) is made and entered into as of , 20 (the “Grant Date”), by and between Electric Last Mi |
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| September 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 30, 2021 ELECTRIC LAST MILE SOLUTIONS, INC. |
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| September 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1) Electric Last Mile Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 28489L104 (CUSIP Number) Jason Luo AJ Capital Investment, LLC Luo Pan Investment II, LLC 1055 W. Square Lake Road Troy, Michigan |
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| September 3, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-258146 PROSPECTUS SUPPLEMENT NO. 3 (To Prospectus Dated August 6, 2021) ELECTRIC LAST MILE SOLUTIONS, INC. 118,684,445 Shares of Common Stock Warrants to Purchase 247,082 Shares of Common Stock This Prospectus Supplement No. 3 is being filed to update and supplement the information contained in the prospectus dated August 6, 2021 (as supplement |
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| August 30, 2021 |
Exhibit 4.3 Electric Last Mile Solutions, Inc. 2020 INCENTIVE PLAN 1. Establishment of the Plan; Effective Date; Duration. (a) Establishment of the Plan; Effective Date. Electric Last Mile Solutions, Inc., a Delaware corporation (the ?Company?), hereby establishes this incentive compensation plan to be known as the ?Electric Last Mile Solutions, Inc. 2020 Incentive Plan,? as amended from time to t |
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| August 30, 2021 |
As filed with the Securities and Exchange Commission on August 30, 2021 As filed with the Securities and Exchange Commission on August 30, 2021 Registration No. |
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| August 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39457 ELECTRIC LAST MIL |
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| August 13, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-258146 PROSPECTUS SUPPLEMENT NO. 2 (To Prospectus Dated August 6, 2021) ELECTRIC LAST MILE SOLUTIONS, INC. 118,684,445 Shares of Common Stock Warrants to Purchase 247,082 Shares of Common Stock This Prospectus Supplement No. 2 is being filed to update and supplement the information contained in the prospectus dated August 6, 2021 (as supplement |
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| August 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 10, 2021 ELECTRIC LAST MILE SOLUTIONS, INC. |
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| August 12, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 12, 2021 ELECTRIC LAST MILE SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) |
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| August 12, 2021 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-258146 PROSPECTUS SUPPLEMENT NO. 1 (To Prospectus Dated August 6, 2021) ELECTRIC LAST MILE SOLUTIONS, INC. 118,684,445 Shares of Common Stock Warrants to Purchase 247,082 Shares of Common Stock This Prospectus Supplement No. 1 is being filed to update and supplement the information contained in the prospectus dated August 6, 2021 (as supplement |
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| August 6, 2021 |
Prospectus Filed Pursuant to Rule 424(b)(3) Registration No. 333-258146 ELECTRIC LAST MILE SOLUTIONS, INC. 118,684,445 Shares of Common Stock Warrants to Purchase 247,082 Shares of Common Stock The selling securityholders named in this prospectus may offer and sell from time to time up to 110,351,152 shares of our common stock, par value $0.0001 per share, and warrants to purchase up to 247,082 sh |
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| August 4, 2021 |
Electric Last Mile Solutions, Inc. 1055 W. Square Lake Road Troy, Michigan 48098 August 4, 2021 CORRESP 1 filename1.htm Electric Last Mile Solutions, Inc. 1055 W. Square Lake Road Troy, Michigan 48098 August 4, 2021 VIA EDGAR Correspondence United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F. Street, N.E. Washington, D.C. 20549 Re: Acceleration of Effective Date Electric Last Mile Solutions, Inc. Registration Statement on Form S-1 (F |
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| July 30, 2021 |
As filed with the Securities and Exchange Commission on July 29, 2021 As filed with the Securities and Exchange Commission on July 29, 2021 Registration No. |
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| July 23, 2021 |
Power of Attorney (included on signature page of Registration Statement). As filed with the Securities and Exchange Commission on July 23, 2021 Registration No. |
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| July 19, 2021 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 13, 2021 ELECTRIC LAST MILE SOLUTIONS, INC. |
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| July 19, 2021 |
Exhibit 16.1 July 19, 2021 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Ladies and Gentlemen: We have read Electric Last Mile Solutions, Inc. statements (formerly known as Forum Merger III Corporation) included under Item 4.01 of its Form 8-K dated July 19, 2021. We agree with the statements concerning our Firm under Item 4.01, in which |
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| July 12, 2021 |
Exhibit 10.3 SUPPLEMENTAL AGREEMENT (to the Agreement for Engineering, Design and Development, Dated March 18, 2021, and Master Purchase Agreement, Dated March 19, 2021) ?2021 ? 3 ? 18 ???????????????? ?2021 ? 3 ? 19 ???????????????? This Agreement is executed this 25 day of JUNE 2021 by and between ELECTRIC LAST MILE, INC.(?PURCHASER?) and LIUZHOU WULING AUTOMOBILE INDUSTRY CO., LTD. (?SELLER?). |
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| July 12, 2021 |
Exhibit 10.1 Certain information (as indicated by [***]) has been excluded from this Exhibit 10.1 pursuant to Item 601(b)(10)(iv) of Regulation S-K because such information is both (1) not material and (2) the type of information that the Registrant treats as private and confidential. MASTER PURCHASE AGREEMENT ????? THIS MASTER PURCHASE AGREEMENT (the ?Agreement?) is made as of March 19, 2021 (the |
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| July 12, 2021 |
Exhibit 10.2 ELECTRIC LAST MILE, INC. AGREEMENT FOR ENGINEERING, DESIGN & DEVELOPMENT SERVICES ?????????? This Agreement for Engineering, Design, and Development Services (?Agreement?) is made effective as of March 18, 2021 by and between [Electric Last Mile, Inc], a Delaware Corporation, with its principle place of business in Michigan, USA (?Buyer?), and [Liuzhou Wuling Automobile Industry Co., |
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| July 12, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 7, 2021 ELECTRIC LAST MILE SOLUTIONS, INC. |
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| July 6, 2021 |
SC 13D 1 ea143713-13dluoelectric.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Electric Last Mile Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 28489L104 (CUSIP Number) Jason Luo AJ Capital Investment, LLC Luo Pan Investment II, LLC 1055 W. S |
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| July 6, 2021 |
Joint Filing Agreement by and among the Reporting Persons. EX-11 2 ea143713ex11electriclast.htm JOINT FILING AGREEMENT BY AND AMONG THE REPORTING PERSONS Exhibit 11 JOINT FILING AGREEMENT Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations thereunder (the “Exchange Act”), the undersigned hereby agree to the joint filing on behalf of each of them of any filing required by such party under Sectio |
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| June 30, 2021 |
Exhibit 10.18 FORUM MERGER III CORPORATION 2020 INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (Time-Vesting) THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this ?Agreement?) is made and entered into as of [?], 20[?] (the ?Grant Date?), by and between Forum Merger III Corporation, a Delaware corporation (the ?Company?), and the employee of the Company or one of its affiliates whose signature is |
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| June 30, 2021 |
Exhibit 10.12 Execution Version EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is agreed upon and entered into this 10th day of December, 2020, by and between James Taylor (the “Employee”) and Electric Last Mile, Inc., a Delaware corporation, together with its affiliates, successors and assigns (the “Company”) (each individually a “Party” and collectively the “Parties”). RECITALS |
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| June 30, 2021 |
Exhibit 10.17 FORUM MERGER III CORPORATION 2020 INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (Earnout Shares) THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this ?Agreement?) is made and entered into as of [?], 20[?], by and between Forum Merger III Corporation, a Delaware corporation (the ?Company?), and the employee of the Company or one of its affiliates whose signature is set forth on the |
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| June 30, 2021 |
Exhibit 10.14 Execution Version EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the ?Agreement?) is agreed upon and entered into this 10th day of December, 2020, by and between Benjamin Wu (the ?Employee?) and Electric Last Mile, Inc., a Delaware corporation, together with its affiliates, successors and assigns (the ?Company?) (each individually a ?Party? and collectively the ?Parties?). RECITALS |
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| June 30, 2021 |
Exhibit 10.8 Execution Copy Privileged & Confidential SUPPLY AGREEMENT This SUPPLY AGREEMENT (this ?Agreement?) is made as of the 9th day of April, 2021, by and between Chongqing Sokon Motors(Group) Imp. & Exp. Co., Ltd. , a People?s Republic of China corporation with address at No. 618 Liangjiang Avenue, Longxing, Yubei District, Chongqing, China (?Supplier?), and Electric Last Mile, Inc., a Dela |
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| June 30, 2021 |
EX-10.7 5 ea143467ex10-7electric.htm EXCLUSIVE IP LICENSE AGREEMENT, DATED APRIL 9, 2021, BY AND BETWEEN SF MOTORS, INC., D/B/A SERES AND ELECTRIC LAST MILE, INC Exhibit 10.7 Execution Copy Privileged & Confidential EXCLUSIVE IP LICENSE AGREEMENT This EXCLUSIVE IP LICENSE AGREEMENT (together with all Exhibits hereto, this “Agreement”) is executed as of April 9, 2021 (the “Execution Date”) and ente |
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| June 30, 2021 |
Exhibit 10.19 FORUM MERGER III CORPORATION 2020 INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (Performance-Vesting) THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this ?Agreement?) is made and entered into as of [?], 20[?] (the ?Grant Date?), by and between Forum Merger III Corporation, a Delaware corporation (the ?Company?), and the employee of the Company or one of its affiliates whose signa |
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| June 30, 2021 |
Exhibit 10.3 Execution Version ESCROW AGREEMENT This ESCROW AGREEMENT (this “Agreement”) is made and entered into as of June 25, 2021, by and among Forum Merger III Corporation, a Delaware corporation, (“Parent”), Jason Luo, in the capacity as the initial Stockholder Representative (acting on behalf of the Stockholders and not in his personal capacity) under the Merger Agreement (as defined below) |
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| June 30, 2021 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Current Report on Form 8-K to which this Unaudited Pro Forma Condensed Combined Financial Information is attached (the ?Form 8-K?) or, if such terms are not defined in the Form 8-K, then such terms shall have the meanings ascribed t |
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| June 30, 2021 |
Exhibit 10.6 AGREEMENT OF PURCHASE AND SALE between SF MOTORS, INC. DBA SERES, a Delaware corporation (?Seller?) and ELECTRIC LAST MILE, INC., a Delaware corporation (?Buyer?) TABLE OF CONTENTS Page No. ARTICLE I PURCHASE AND SALE 1 Section 1.1 Purchase and Sale of Property 1 Section 1.2 Real Estate Sublease 2 Section 1.3 Excluded Assets 2 Section 1.4 Assumed Liabilities 3 Section 1.5 Purchase Pri |
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| June 30, 2021 |
EX-10.10 8 ea143467ex10-10electric.htm PROMISSORY NOTE IN THE ORIGINAL PRINCIPAL AMOUNT OF $43,620,689.66, DATED JUNE 25, 2021, BY ELECTRIC LAST MILE, INC. IN FAVOR OF SF MOTORS, INC. DBA SERES Exhibit 10.10 PROMISSORY NOTE $43,620,689.66 Effective Date: June 25, 2021 Maturity Date: May 25, 2023 FOR VALUE RECEIVED, ELECTRIC LAST MILE, INC., a Delaware corporation (hereinafter referred to as “Borro |
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| June 30, 2021 |
EX-10.15 13 ea143467ex10-15electric.htm FORM OF DIRECTOR OFFER LETTER Exhibit 10.15 2851 High Meadow Circle Suite 170 Auburn Hills, MI 48326 December 18, 2020 [Name] VIA EMAIL: email@address Dear Mr. [Name], As discussed, Electric Last Mile, Inc., a Delaware corporation (“ELM”), intends to enter into a business combination transaction with Forum Merger III Corporation, a Delaware corporation (“For |
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| June 30, 2021 |
Exhibit 10.4 DIRECTOR NOMINATION AGREEMENT THIS DIRECTOR NOMINATION AGREEMENT (this ?Agreement?) is made and entered into as of June 25, 2021 (the ?Effective Time?), by and among Electric Last Mile Solutions, Inc., a Delaware corporation (f/k/a Forum Merger III Corporation) (the ?Company?), and Forum Investors III LLC, a Delaware limited liability company (the ?Sponsor?). Capitalized terms used bu |
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| June 30, 2021 |
EX-10.9 7 ea143467ex10-9electric.htm LAND CONTRACT, DATED JUNE 25, 2021, BY AND BETWEEN SF MOTORS, INC. DBA SERES AND ELECTRIC LAST MILE, INC Exhibit 10.9 LAND CONTRACT This LAND CONTRACT (“Contract”) is executed to be effective as of the 25th day of June, 2021 (“Execution Date”), by and between SF Motors, Inc., a Delaware corporation, DBA SERES (“Vendor”), and Electric Last Mile, Inc., a Delaware |
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| June 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 24, 2021 ELECTRIC LAST MILE SOLUTIONS, INC. |
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| June 30, 2021 |
EX-10.16 14 ea143467ex10-16electric.htm 2020 INCENTIVE PLAN Exhibit 10.16 Forum Merger III Corporation 2020 INCENTIVE PLAN 1. Establishment of the Plan; Effective Date; Duration. (a) Establishment of the Plan; Effective Date. Forum Merger III Corporation, a Delaware corporation (the “Company”), hereby establishes this incentive compensation plan to be known as the “Forum Merger III Corporation 202 |
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| June 30, 2021 |
EX-10.13 11 ea143467ex10-13electric.htm EMPLOYMENT AGREEMENT, DATED DECEMBER 10, 2020 AND EFFECTIVE AS OF JUNE 25, 2021, BY AND BETWEEN HAILIANG HU AND ELECTRIC LAST MILE, INC Exhibit 10.13 Execution Version EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is agreed upon and entered into this 10th day of December, 2020, by and between Hailiang Hu (the “Employee”) and Electric Last |
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| June 30, 2021 |
EX-10.11 9 ea143467ex10-11electric.htm EMPLOYMENT AGREEMENT, DATED DECEMBER 10, 2020 AND EFFECTIVE AS OF JUNE 25, 2021, BY AND BETWEEN JASON LUO AND ELECTRIC LAST MILE, INC Exhibit 10.11 Execution Version EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is agreed upon and entered into this 10th day of December, 2020, by and between Jason Luo (the “Employee”) and Electric Last Mile, |
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| June 30, 2021 |
EX-21.1 18 ea143467ex21-1electric.htm LIST OF SUBSIDIARIES Exhibit 21.1 ELECTRIC LAST MILE SOLUTIONS, INC. SUBSIDIARIES Entity Name Country or State of Organization Electric Last Mile, Inc. Delaware |
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| June 25, 2021 |
EX-3.2 3 ea143307ex3-2electric.htm AMENDED AND RESTATED BYLAWS Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF ELECTRIC LAST MILE SOLUTIONS, INC. (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of Electric Last Mile Solutions, Inc. (the “Corporation”) within the State of Delaware shall be located at either (a) the principal place of business of the Corporatio |
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| June 25, 2021 |
EX-99.1 2 ea143271ex99-1electriclast.htm PRESS RELEASE, DATED JUNE 24, 2021 Exhibit 99.1 Forum Merger III Corporation Stockholders Approve Business Combination with Electric Last Mile, Inc. – Electric Last Mile Expected to Begin Trading on the Nasdaq Under Ticker “ELMS” on June 28, 2021 Delray Beach, FL and Troy, MI (June 24, 2021) – Forum Merger III Corporation (Nasdaq: FIII, FIIIU, FIIIW) (“Foru |
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| June 25, 2021 |
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): June 24, 2021 ELECTRIC LAST MILE SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (C |
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| June 25, 2021 |
EX-3.1 2 ea143307ex3-1electric.htm THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FORUM MERGER III CORPORATION David Boris hereby certifies that: ONE: The name of this company is Forum Merger III Corporation and the date of filing the original Certificate of Incorporation of this corporation with the Secretary of State |
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| June 25, 2021 |
Exhibit 10.1 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (this ?Agreement?) is entered into on June 25, 2021, by and among Forum Merger III Corporation (the ?Company?), and the undersigned parties listed on the signature pages hereto (each, an ?Investor? and, collectively, the ?Investors?) and will be effective as of the Effective Time |
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| June 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A (Amendment No. 1) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ELECTRIC LAST MILE SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware 84-2308711 (State of incorporation or organization) (IRS Employer Identificati |
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| June 25, 2021 |
EX-99.2 3 ea143271ex99-2electriclast.htm PRESS RELEASE, DATED JUNE 25, 2021. Exhibit 99.2 Electric Last Mile Closes Business Combination; Common Stock Expected to Begin Trading on Nasdaq as “ELMS” on June 28, 2021 Troy, MI and Delray Beach, FL (June 25, 2021) – Electric Last Mile, Inc. and Forum Merger III Corporation (Nasdaq: FIII, FIIIU, FIIIW) (“Forum”) today announced the completion of the com |
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| June 24, 2021 |
EX-99.1 2 ea143229ex99-1forummerger.htm PRESS RELEASE Exhibit 99.1 Electric Last Mile Appoints Jonathan Ballon as Chief Digital Officer Former Intel VP & GM of IoT and GE Digital Co-Founder Brings Decades of Technology Leadership Troy, Mich. (June 24, 2021) – Electric Last Mile, Inc. (“ELMS” or “the Company”) today announced that Jonathan Ballon has joined the Company as its first Chief Digital Of |
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| June 24, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): June 23, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commiss |
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| June 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| June 24, 2021 |
DEFA14A 1 ea143232-defa14aforummerger.htm SOLICITING MATERIAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate |
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| June 22, 2021 |
DEFA14A 1 ea143104-defa14aforum3.htm SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Che |
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| June 22, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): June 22, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commiss |
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| June 22, 2021 |
Electric Last Mile Announces Additions to Leadership Team Exhibit 99.1 Electric Last Mile Announces Additions to Leadership Team Troy, Mich. (June 22, 2021) ? Electric Last Mile, Inc. (?ELMS? or ?the Company?) today announced eight new additions to its global leadership team in the areas of engineering, operations, marketing, business development and sales. Georgette Borrego Dulworth joins the team as Vice President of Human Resources, Praveen Cherian as |
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| June 21, 2021 |
EX-99.2 3 ea143028ex99-2forum3.htm PRESS RELEASE, DATED JUNE 21, 2021 Exhibit 99.2 ELMS to Reveal All-Electric Medium Duty Commercial Truck at Expo for FedEx Ground Contractors – Reveal will Occur at Route Consultant Contractor Expo in Nashville, TN – Largest Independent Gathering of FedEx Ground Contractors in the Country – ELMS to Begin Taking Orders with Production Slated for Second Half of 202 |
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| June 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| June 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| June 21, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): June 21, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commiss |
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| June 21, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): June 21, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commiss |
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| June 21, 2021 |
EX-99.1 2 ea143028ex99-1forum3.htm PRESS RELEASE, DATED JUNE 21, 2021 Exhibit 99.1 Forum Merger III Corporation and Electric Last Mile, Inc. Remind Stockholders to Vote to Approve Business Combination – Independent proxy advisory firm Glass Lewis recommends Forum stockholders vote “FOR” the business combination – All stockholders of Forum as of May 20, 2021 are encouraged to vote their shares befo |
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| June 21, 2021 |
Exhibit 99.1 Forum Merger III Corporation Management Team Purchases $4.9 Million of Forum III Shares on Open Market Delray Beach, FL and Troy, MI (June 21, 2021) – Forum Merger III Corporation (Nasdaq: FIII, FIIU, FIIW) (“Forum” or the “Company”) and Electric Last Mile, Inc. (“ELMS”) today announced that Forum’s management team purchased approximately $4.9 million, or 500,000 shares, of Forum’s co |
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| June 17, 2021 |
DEFA14A 1 ea142885-defa14aforum3.htm SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Che |
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| June 17, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): June 17, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commiss |
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| June 17, 2021 |
Exhibit 99.1 Forum Merger III Corporation and Electric Last Mile, Inc. Remind Stockholders to Vote to Approve Business Combination ? Independent proxy advisory firm Glass Lewis recommends Forum stockholders vote ?FOR? the business combination ? All stockholders of Forum as of May 20, 2021 are encouraged to vote their shares before June 24, 2021 ? Stockholders who need assistance voting their share |
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| June 17, 2021 |
DEFA14A 1 ea142845-defa14aforum3.htm ADDITIONAL DEFINITIVE PROXY SOLICITING MATERIAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant |
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| June 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of |
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| June 9, 2021 |
Exhibit 99.1 Forum Merger III Corporation and Electric Last Mile, Inc. Announce Filing of Definitive Proxy Statement and Special Meeting of Stockholders to Be Held June 24, 2021 to Approve Business Combination ? Following closing, the combined company?s common stock and warrants will trade under the ticker symbols ?ELMS? and ?ELMSW?, respectively ? All stockholders of Forum as of May 20, 2021 are |
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| June 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| June 9, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): June 9, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commissi |
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| June 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| June 9, 2021 |
DEFA14A 1 ea142512-defa14aforummerge3.htm FORM DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ |
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| June 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 3) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant S Filed by a Party other than the Registrant £ Check the appropriate box: S Preliminary Proxy Statement £ Confidential, for Use |
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| June 8, 2021 |
June 8, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D. |
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| June 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| May 27, 2021 |
PRER14A 1 prer14a2forummerger3.htm REVISED PRELIMINARY PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 2) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the |
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| May 27, 2021 |
May 27, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D. |
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| May 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39457 FORUM MERGER III |
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| May 24, 2021 |
DEFA14A 1 ea141511-defa14aforum3.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Prelimina |
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| May 24, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 24, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commissi |
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| May 24, 2021 |
Electric Last Mile, Inc. to Participate in Upcoming Investor Conferences EX-99.1 2 ea141510ex99-1forummerger3.htm PRESS RELEASE, DATED MAY 24, 2021 Exhibit 99.1 Electric Last Mile, Inc. to Participate in Upcoming Investor Conferences Troy, MI. (May 24, 2021) – Electric Last Mile, Inc. (“ELMS”), a pure-play commercial electric vehicle company focused on last-mile delivery solutions, today announced its participation in several upcoming investor events: ● Jefferies Renew |
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| May 20, 2021 |
DEFA14A 1 ea141396-defa14aforum3.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Prelimina |
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| May 19, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 19, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commissi |
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| May 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of |
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| May 19, 2021 |
ELMS Selects Randy Marion Automotive Group as First Strategic Distribution Partner EX-99.1 2 ea141272ex99-1forummerger3.htm PRESS RELEASE, DATED MAY 19, 2021. Exhibit 99.1 ELMS Selects Randy Marion Automotive Group as First Strategic Distribution Partner · Randy Marion Automotive Group (RMA), one of the largest commercial fleet dealers in the nation, nominated as ELMS’ first Strategic Distribution Partner for the Urban Delivery · RMA is expected to order 6,000 Urban Delivery EVs |
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| May 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| May 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 001-39457 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| May 13, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 13, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commissi |
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| May 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| May 13, 2021 |
ELMS to Participate at Wolfe Research Transportation and Industrials Conference EX-99.1 2 ea140740ex99-1forummerger3.htm PRESS RELEASE Exhibit 99.1 ELMS to Participate at Wolfe Research Transportation and Industrials Conference Troy, MI. (May 13, 2021) – Electric Last Mile, Inc. (“ELMS”), a commercial electric vehicle company focused on last-mile delivery solutions, announced today that Co-Founder and CEO James Taylor will participate in the Wolfe Research Transportation and |
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| May 10, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 DEFA14A 1 ea140561-defa14aforum3.htm SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Che |
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| May 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Amendment No. 1) Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant S Filed by a Party other than the Registrant ? Check the appropriate box: S Preliminary Proxy Statement ? Confidential, for Use |
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| May 7, 2021 |
Exhibits 2.1 Execution Version AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this ?Amendment?) is made as of May 7, 2021, by and among Forum Merger III Corporation, a Delaware corporation (?Parent?), ELMS Merger Corp., a Delaware corporation and a wholly owned Subsidiary of Parent (?Merger Sub?), Electric Last Mile, Inc., a Delaware corporati |
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| May 7, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): May 7, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commissio |
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| May 7, 2021 |
Letter Agreement, dated as of May 7, 2021, by Forum Merger III Corporation. EX-10.1 3 ea140522ex10-1forummer3.htm LETTER AGREEMENT, DATED AS OF MAY 7, 2021, BY FORUM MERGER III CORPORATION Exhibit 10.1 Execution Version May 7, 2021 Electric Last Mile, Inc. 2541 High Meadow Circle Suite 170 Auburn Hills, MI 48362 Re: Satisfaction or Amendment of Certain Closing Conditions in Merger Agreement; Approval of Entry into Material Agreement Dear Sir or Madam: Reference is hereby |
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| May 7, 2021 |
EX-10.1 3 ea140522ex10-1forummer3.htm LETTER AGREEMENT, DATED AS OF MAY 7, 2021, BY FORUM MERGER III CORPORATION Exhibit 10.1 Execution Version May 7, 2021 Electric Last Mile, Inc. 2541 High Meadow Circle Suite 170 Auburn Hills, MI 48362 Re: Satisfaction or Amendment of Certain Closing Conditions in Merger Agreement; Approval of Entry into Material Agreement Dear Sir or Madam: Reference is hereby |
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| May 7, 2021 |
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): May 7, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commissio |
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| May 7, 2021 |
EX-2.1 2 ea140522ex2-1forummer3.htm FIRST AMENDMENT TO THE AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 7, 2021, BY AN AMONG FORUM MERGER III CORPORATION, ELMS MERGER CORP., ELECTRIC LAST MILE, INC. AND JASON LUO Exhibits 2.1 Execution Version AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made as of May 7, 2021, by and a |
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| May 7, 2021 |
Annual Report - AMENDMENT NO. 1 TO FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39457 FORUM MERGER |
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| May 7, 2021 |
CORRESP 1 filename1.htm May 7, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attn: Dale Welcome, Staff Accountant Kevin Stertzel, Staff Accountant Sherry Haywood, Staff Attorney Thomas Jones, Staff Attorney Re: Forum Merger III Corporation Preliminary Proxy Statement on Schedule 14A Fi |
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| May 6, 2021 |
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): May 5, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commissio |
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| May 3, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 3, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commissio |
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| May 3, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 DEFA14A 1 ea140027-defa14aforum3.htm SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Che |
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| May 3, 2021 |
Electric Last Mile Working with Cox Automotive to Prepare for Commercial EV Fleet Service Future EX-99.1 2 ea140026ex99-1forummer3.htm PRESS RELEASE, DATED APRIL 29, 2021 Exhibit 99.1 Electric Last Mile Working with Cox Automotive to Prepare for Commercial EV Fleet Service Future Troy, Mich. & Atlanta (May 3, 2021) – Electric Last Mile, Inc. (“ELMS” or “the Company”), a pure-play commercial electric vehicle (“EV”) company focused on last mile delivery solutions, and Cox Automotive Inc. (“Cox |
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| April 7, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 DEFA14A 1 ea139145-defa14aforummerge3.htm SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant |
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| April 2, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| March 31, 2021 |
EX-4.5 2 f10k2020ex4-5forummerger3.htm DESCRIPTION OF SECURITIES Exhibit 4.5 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of March 31, 2021, Forum Merger III Corporation has three classes of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”): (1) our units; (2) our |
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| March 31, 2021 |
10-K 1 f10k2020forummerger3.htm ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Co |
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| March 24, 2021 |
Exhibit 99.1 Electric Last Mile and Geotab Inc. Announce Partnership Partnership to support rollout of ELMS AIR connectivity suite and deliver advanced, turnkey telematics solutions to fleet managers Troy, MI. (March 24, 2021) – Electric Last Mile, Inc. (“ELMS”), a commercial electric vehicle company focused on last-mile delivery solutions, and Geotab Inc. (“Geotab”), a global leader in IoT and co |
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| March 24, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): March 24, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commis |
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| March 24, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 DEFA14A 1 ea138224-defa14aforum3.htm SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Che |
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| March 16, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): March 16, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commis |
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| March 16, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 DEFA14A 1 ea137748-defa14aforum3.htm SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Che |
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| March 16, 2021 |
Investor Presentation, dated March 2021. EX-99.2 3 ea137747ex99-2forummerger3.htm INVESTOR PRESENTATION, DATED MARCH 2021 Exhibit 99.2 |
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| March 16, 2021 |
Electric Last Mile Provides Update on Pre-Orders and Start of Production EX-99.1 2 ea137747ex99-1forummerger3.htm PRESS RELEASE, DATED MARCH 16, 2021 Exhibit 99.1 Electric Last Mile Provides Update on Pre-Orders and Start of Production ● Pre-orders received for the ELMS Urban Delivery vehicle surpass 45,000 ● ELMS intends to begin production of the Urban Delivery by the end of the third quarter of 2021 at the Mishawaka, Indiana manufacturing facility Troy, MI. (March 1 |
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| March 2, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 ea136769-8kforummerger3.htm CURRENT REPORT 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): March 2, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State |
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| March 2, 2021 |
Electric Last Mile, Inc. to Participate in Upcoming Investor Conferences Exhibit 99.1 Electric Last Mile, Inc. to Participate in Upcoming Investor Conferences Troy, MI. (March 2, 2021) – Electric Last Mile, Inc. (“ELMS” or the “Company”), a commercial electric vehicle company focused on last-mile delivery solutions, today announced its participation in several upcoming investor events: § Deutsche Bank EV Startups Virtual Bus Tour (March 5, 2021) § Baird Vehicle Technol |
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| March 2, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of |
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| February 26, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of |
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| February 26, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): February 26, 2021 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Com |
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| February 26, 2021 |
Investor Presentation February 2021 Exhibit 99.1 Investor Presentation February 2021 D isclai m er 2 Important Disclosures This investor presentation (the ?presentation?) is for information purposes only to assist interested parties in making their own evaluation with respect to the possible transaction (the ?Transaction?) between Forum Merger III Corporation (?Forum?) and Electric Last Mile, Inc . (?ELMS?) . The information contain |
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| February 25, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 DEFA14A 1 ea136453-defa14aforum3.htm SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Che |
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| February 24, 2021 |
Exhibit A Pursuant to the instructions in Item 6 of Schedule 13G, the following lists the identity of each relevant entity that beneficially owns shares of the security class being reported on this Schedule 13G. |
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| February 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. 1 Under the Securities Exchange Act of 1934 FORUM MERGER III CORPORATION (Name of Issuer) Class A common stock, $0.0001 par value per share (Title of Class of Securities) 349885103 (CUSIP Number) January 4, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi |
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| February 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of |
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| February 24, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 DEFA14A 1 ea136266-defa14afmergiii.htm SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ C |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Information Required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant S Filed by a Party other than the Registrant £ Check the appropriate box: S Preliminary Proxy Statement £ Confidential, for Use of the Commission |
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| February 3, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 FORUM MERGER III CORPORATION (Name of Issuer) Class A common stock, $0.0001 par value per share (Title of Class of Securities) 349885103 (CUSIP Number) January 4, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| February 2, 2021 |
SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) FORUM MERGER III CORPORATION (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 349885103 (CUSIP Number) DECEMBER 31, 2020 (Date of event which requires filing of this statement) Check the approp |
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| January 25, 2021 |
EX-99.1 2 ea133837ex99-1forum3.htm PRESS RELEASE, DATED JANUARY 25, 2021 Exhibit 99.1 Electric Last Mile and Forum Merger III Corporation Announce Board of Director Nominees for Post-Combination Company Independent director nominees include former UPS CFO Richard Peretz, Sense Photonics CEO and former Google automotive services program lead Shauna McIntyre, CDK Global CEO and former Intel CEO Bria |
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| January 25, 2021 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| January 25, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 ea133837-8kforummerger3.htm CURRENT REPORT 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 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (St |
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| December 21, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - CURRENT REPORT 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 21, 2020 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Com |
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| December 21, 2020 |
- SOLICITING MATERIAL PURSUANT TO 240.14A-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| December 21, 2020 |
Exhibit 99.1 Electric Last Mile Offered Incentives by the Indiana Economic Development Corporation for Local Manufacturing Auburn Hills, MI. (Dec. 21, 2020) – Electric Last Mile, Inc. (ELMS) is pleased to announce that the Indiana Economic Development Corporation (IEDC), which leads the state’s economic development efforts, has offered ELMS a series of conditional tax credits and training grants b |
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| December 18, 2020 |
DEFA14A 1 ea131915-defa14aforummrg3.htm FORM DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ P |
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| December 18, 2020 |
[IEDC] Electric Vehicle Company Eyes US Production, Job Growth in Mishawaka Exhibit 99.1 [IEDC] Electric Vehicle Company Eyes US Production, Job Growth in Mishawaka MISHAWAKA, Ind. (Dec. 17, 2020) – Electric Last Mile, Inc. (ELMS), an electric vehicle (EV) company focused on commercial and delivery fleet vehicles, announced intentions today to establish operations and launch production at the former AM General commercial plant in Mishawaka. Subject to the completion of EL |
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| December 18, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 ea131914-8kforummrgr3.htm CURRENT REPORT 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 17, 2020 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (Sta |
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| December 11, 2020 |
Form of Stockholder Support Agreement. Exhibit 10.5 SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”), dated as of [●], 2020, is entered into by and between Forum Merger III Corporation, a Delaware corporation (“Parent”), and the undersigned stockholder (the “Stockholder” and, together with Parent, each a “Party” and collectively, the “Parties”) of Electric Last Mile, Inc., a Delaware corporation (the “Company”). Capitalized |
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| December 11, 2020 |
Exhibit 10.4 SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of December 10, 2020, is entered into by and among Forum Investors III LLC, a Delaware limited liability company (the “Sponsor Holdco”, the Persons set forth on Schedule I hereto (together with the Sponsor Holdco, each a “Sponsor” and, together, the “Sponsors”), Forum Merger III Corporation, a Delawa |
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| December 11, 2020 |
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 10, 2020 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Com |
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| December 11, 2020 |
Exhibit 10.2 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES IN THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURIT |
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| December 11, 2020 |
Form of Subscription Agreement. Exhibit 10.1 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on December 10, 2020, by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), and the undersigned subscriber (“Subscriber”). WHEREAS, concurrently with the execution of this Subscription Agreement, the Company is entering into an Agreement and Plan of Merger |
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| December 11, 2020 |
Exhibit 10.4 SPONSOR SUPPORT AGREEMENT This SPONSOR SUPPORT AGREEMENT (this “Agreement”), dated as of December 10, 2020, is entered into by and among Forum Investors III LLC, a Delaware limited liability company (the “Sponsor Holdco”, the Persons set forth on Schedule I hereto (together with the Sponsor Holdco, each a “Sponsor” and, together, the “Sponsors”), Forum Merger III Corporation, a Delawa |
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| December 11, 2020 |
Exhibit 10.3 RESTRICTIVE COVENANT AGREEMENT This Restrictive Covenant Agreement (this “Agreement”) is entered into as of December [●], 2020 by and between Forum Merger III Corporation, a Delaware corporation (“Parent”), and [●] (the “Restricted Party”, and together with Parent, the “Parties”, and each a “Party”) and will be effective as of the Effective Time (as defined in the Merger Agreement (as |
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| December 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of |
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| December 11, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - CURRENT REPORT 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 11, 2020 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Com |
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| December 11, 2020 |
EV Company Electric Last Mile to List on Nasdaq Through Merger With Forum Merger III Corporation Exhibit 99.1 EV Company Electric Last Mile to List on Nasdaq Through Merger With Forum Merger III Corporation ● Combined company to be named Electric Last Mile Solutions, Inc. and continue to be listed on the Nasdaq under the new ticker symbol “ELMS” ● Pro forma implied equity value of the combined company is approximately $1.4 billion ● ELMS expects to launch its Urban Delivery van as the first e |
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| December 11, 2020 |
Form of Convertible Promissory Note of Electric Last Mile, Inc. Exhibit 10.2 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATES IN THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURIT |
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| December 11, 2020 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among FORUM MERGER III CORPORATION, ELMS MERGER CORP., ELECTRIC LAST MILE, INC. and JASON LUO, as the Stockholder Representative Dated as of December 10, 2020 Table of Contents Page Article I THE MERGER; CLOSING Section 1.1 The Merger 2 Section 1.2 Time and Place of Closing 3 Section 1.3 Effective Time 3 Section 1.4 The Certificate |
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| December 11, 2020 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among FORUM MERGER III CORPORATION, ELMS MERGER CORP., ELECTRIC LAST MILE, INC. and JASON LUO, as the Stockholder Representative Dated as of December 10, 2020 Table of Contents Page Article I THE MERGER; CLOSING Section 1.1 The Merger 2 Section 1.2 Time and Place of Closing 3 Section 1.3 Effective Time 3 Section 1.4 The Certificate |
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| December 11, 2020 |
Exhibit 10.5 SUPPORT AGREEMENT This SUPPORT AGREEMENT (this “Agreement”), dated as of [●], 2020, is entered into by and between Forum Merger III Corporation, a Delaware corporation (“Parent”), and the undersigned stockholder (the “Stockholder” and, together with Parent, each a “Party” and collectively, the “Parties”) of Electric Last Mile, Inc., a Delaware corporation (the “Company”). Capitalized |
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| December 11, 2020 |
Exhibit 10.1 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on December 10, 2020, by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), and the undersigned subscriber (“Subscriber”). WHEREAS, concurrently with the execution of this Subscription Agreement, the Company is entering into an Agreement and Plan of Merger |
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| December 11, 2020 |
Exhibit 99.1 Electric Last Mile, Inc. Merger with Forum Merger III Corporation Investor Conference Call Transcript December 11, 2020 Operator Welcome to today’s conference call announcing the business combination of Electric Last Mile, Inc. and Forum Merger III Corporation. Joining us on the call is David Boris, Co-Chief Executive Officer of Forum III, and Jim Taylor, Co-Founder and Chief Executiv |
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| December 11, 2020 |
Form of Restrictive Covenant Agreement. Exhibit 10.3 RESTRICTIVE COVENANT AGREEMENT This Restrictive Covenant Agreement (this “Agreement”) is entered into as of December [●], 2020 by and between Forum Merger III Corporation, a Delaware corporation (“Parent”), and [●] (the “Restricted Party”, and together with Parent, the “Parties”, and each a “Party”) and will be effective as of the Effective Time (as defined in the Merger Agreement (as |
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| December 11, 2020 |
Press Release, dated December 11, 2020. Exhibit 99.1 EV Company Electric Last Mile to List on Nasdaq Through Merger With Forum Merger III Corporation ● Combined company to be named Electric Last Mile Solutions, Inc. and continue to be listed on the Nasdaq under the new ticker symbol “ELMS” ● Pro forma implied equity value of the combined company is approximately $1.4 billion ● ELMS expects to launch its Urban Delivery van as the first e |
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| December 11, 2020 |
Investor Presentation, dated December 2020. EX-99.2 9 ea131352ex99-2forum3.htm INVESTOR PRESENTATION, DATED DECEMBER 2020 Exhibit 99.2 Investor Presentation November 2020 Investor Presentation December 2020 Disclaimer 1 Important Disclosures This investor presentation (the “presentation”) is for information purposes only to assist interested parties in making their own evaluation with respect to the possible transaction (the “Transaction”) |
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| December 11, 2020 |
James Taylor, Electric Last Mile EX-99.2 3 ea131525ex99-2forum3.htm TRANSCRIPT OF INTERVIEW ON CNBC HELD ON DECEMBER 11, 2020 Exhibit 99.2 James Taylor, Electric Last Mile CNBC Squawk Box Appearance Transcript December 11, 2020 at 7:53 AM ET Becky Quick, CNBC Welcome back everybody. Tesla may rule the road in the electric vehicle space, but the EV SPAC space is getting pretty crowded. Electric Last Mile Solutions is the latest co |
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| December 11, 2020 |
Investor Presentation November 2020 Investor Presentation December 2020 Exhibit 99.2 Investor Presentation November 2020 Investor Presentation December 2020 Disclaimer 1 Important Disclosures This investor presentation (the “presentation”) is for information purposes only to assist interested parties in making their own evaluation with respect to the possible transaction (the “Transaction”) between Forum Merger III Corporation (“Forum”) and Electric Last Mile, Inc . ( |
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| December 11, 2020 |
8-K 1 ea131352-8kforummerger3.htm CURRENT REPORT 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 10, 2020 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (S |
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| November 12, 2020 |
Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39457 FORUM MERGER |
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| October 21, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Forum Merger III Corporation (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 349885 103 (CUSIP Number) 1615 South Congress Avenue, Suite 103 Delray Beach, Florida 33445 (Name, Address and Telephone Number of Person |
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| September 18, 2020 |
Financial Statements and Exhibits, Other Events 8-K 1 ea127041-8kforum.htm CURRENT REPORT 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): September 18, 2020 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction |
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| September 18, 2020 |
Exhibit 99.1 Forum Merger III Corporation Announces the Separate Trading of its Common Stock and Warrants, Commencing September 21, 2020 Delray Beach, FL, Sept. 18, 2020 (GLOBE NEWSWIRE) - Forum Merger III Corporation (Nasdaq: FIIIU) (the “Company”) announced today that, commencing September 21, 2020, holders of the units sold in the Company’s initial public offering of 25,000,000 units completed |
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| September 1, 2020 |
Exhibit 99.1 JOINT FILING AGREEMENT AGREEMENT dated as of August 31, 2020 by and between Forum Investors III LLC, a Delaware limited liability company, Forum Capital Management III LLC, a Delaware limited liability company, Marshall Kiev and David Boris (together, the ?Parties?). Each Party hereto represents to the other Party that it is eligible to use Schedule 13D to report its beneficial owners |
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| September 1, 2020 |
Activist Investment - SCHEDULE 13D White & Case Draft: August 31, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 28, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 FORUM MERGER III CORPORATION (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 349885202** (CUSIP Number) AUGUST 19, 2020 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule |
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| August 27, 2020 |
Financial Statements and Exhibits, Other Events 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): August 21, 2020 FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction of incorporation) (Commi |
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| August 27, 2020 |
Exhibit 99.1 INDEX TO FINANCIAL STATEMENT PAGE Report of Independent Registered Public Accounting Firm F-2 Balance Sheet F-3 Notes to Financial Statement F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and the Board of Directors of Forum Merger III Corporation Opinion on the Financial Statement We have audited the accompanying balance sheet of Forum Merger III C |
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| August 21, 2020 |
Exhibit 10.6 Execution Version FORUM MERGER III CORPORATION 1615 South Congress Avenue, Suite 103 Delray Beach, Florida 33445 August 18, 2020 Forum Capital Management III LLC 1615 South Congress Avenue, Suite 103 Delray Beach, Florida 33445 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between Forum Merger III Corporation (the “Company”) and Forum Capital |
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| August 21, 2020 |
EX-10.3 7 ea125825ex10-3forum3.htm REGISTRATION RIGHTS AGREEMENT, DATED JULY 16, 2020, BY AND AMONG THE COMPANY, FORUM INVESTORS III LLC AND THE OTHER HOLDERS PARTY THERETO Exhibit 10.3 Execution Version REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 18, 2020, is made and entered into by and among Forum Merger III Corporation, a Delaware cor |
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| August 21, 2020 |
Forum Merger III Corporation Announces Pricing of $250,000,000 Initial Public Offering EX-99.1 11 ea125825ex99-1forum3.htm PRESS RELEASE, DATED AUGUST 18, 2020 Exhibit 99.1 Forum Merger III Corporation Announces Pricing of $250,000,000 Initial Public Offering Delray Beach, FL, Aug. 18, 2020 (GLOBE NEWSWIRE) - Forum Merger III Corporation (the “Company”) announced today that it priced its initial public offering of 25,000,000 units at $10.00 per unit. The units will be listed on The |
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| August 21, 2020 |
Forum Merger III Corporation Announces Closing of $250,000,000 Initial Public Offering EX-99.2 12 ea125825ex99-2forum3.htm PRESS RELEASE, DATED AUGUST 21, 2020 Exhibit 99.2 Forum Merger III Corporation Announces Closing of $250,000,000 Initial Public Offering Delray Beach, FL, Aug. 21, 2020 (GLOBE NEWSWIRE) - Forum Merger III Corporation (Nasdaq: FIIIU) (the “Company”) announced today that it closed its initial public offering of 25,000,000 units at a price of $10.00 per unit. The C |
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| August 21, 2020 |
Exhibit 1.1 25,000,000 Units FORUM MERGER III CORPORATION UNDERWRITING AGREEMENT August 18, 2020 JEFFERIES LLC As the Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. Forum Merger III Corporation, a Delaware corporation (the “Company”), proposes, upon the terms and subject to the conditions set forth in thi |
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| August 21, 2020 |
Exhibit 10.2 Execution Version INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of August 18, 2020, by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration statement on Form S |
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| August 21, 2020 |
Exhibit 4.1 Execution Version WARRANT AGREEMENT FORUM MERGER III CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated August 18,, 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated August 18, 2020, is by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such c |
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| August 21, 2020 |
Exhibit 10.1 Execution Version August 18, 2020 Forum Merger III Corporation 1615 South Congress Avenue, Suite 103 Delray Beach, Florida 33445 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Forum Merger III Corporation, a Delaware |
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| August 21, 2020 |
Exhibit 10.4 Execution Version UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the 18th day of August 2020, by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), having its principal place of business at 1615 South Congress Avenue, Suite 103, Delray Beach, Florida 33445, and Forum Investors III LLC, a Delaware limited lia |
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| August 21, 2020 |
Exhibit 10.5 Execution Version UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of August 18, 2020, by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), and Jefferies LLC (the “Subscriber”). WHEREAS, the Company desires to sell to the Subscriber on a private placement basis (the “Placement”) an aggregate of 125,000 units (th |
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| August 21, 2020 |
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): August 21, 2020 (August 18, 2020) FORUM MERGER III CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-39457 84-2308711 (State or other jurisdiction (Commi |
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| August 21, 2020 |
EX-3.1 3 ea125825ex3-1forum3.htm SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 3.1 FORM OF SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FORUM MERGER III CORPORATION August 18, 2020 Forum Merger III Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corpor |
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| August 20, 2020 |
Forum Merger III Corporation 25,000,000 Units Filed Pursuant to Rule 424(b)(4) Registration No: 333-240171 PROSPECTUS Forum Merger III Corporation $250,000,000 25,000,000 Units Forum Merger III Corporation is a newly organized blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses, which we refer to as our initial business combination. |
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| August 18, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Forum Merger III Corporation (Exact name of registrant as specified in its charter) Delaware 84-2308711 (State of incorporation or organization) (I.R.S. Employer Identification No.) 1615 South Co |
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| August 14, 2020 |
Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 349885 202 FORUM MERGER III CORPORATION UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-THIRD OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of Class A common sto |
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| August 14, 2020 |
August 13, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D. |
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| August 14, 2020 |
Form of Underwriting Agreement Exhibit 1.1 25,000,000 Units FORUM MERGER III CORPORATION UNDERWRITING AGREEMENT August [•], 2020 JEFFERIES LLC As the Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. Forum Merger III Corporation, a Delaware corporation (the “Company”), proposes, upon the terms and subject to the conditions set forth in th |
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| August 14, 2020 |
Exhibit 10.1 [●], 2020 Forum Merger III Corporation 1615 South Congress Avenue, Suite 103 Delray Beach, Florida 33445 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Forum Merger III Corporation, a Delaware corporation (the “Compan |
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| August 14, 2020 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2020, is made and entered into by and among Forum Merger III Corporation, a Delaware corporation (the “Company”), Forum Investors III LLC, a Delaware limited liability company (the “Sponsor”), Jefferies LLC (“Jefferies”) and each of the undersigned parties (together with the Sponsor, |
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| August 14, 2020 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant Exhibit 4.4 WARRANT AGREEMENT FORUM MERGER III CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [ ], 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated [ ], 2020, is by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”). |
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| August 14, 2020 |
Form of Private Placement Units Purchase Agreement between the Registrant and the Underwriters Exhibit 10.7 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of August [●], 2020, by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), and Jefferies LLC (the “Subscriber”). WHEREAS, the Company desires to sell to the Subscriber on a private placement basis (the “Placement”) an aggregate of 125,000 units (the “Initial Units” |
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| August 14, 2020 |
Forum Merger III Corporation 1615 South Congress Avenue, Suite 103 Delray Beach, Florida 33445 August 14, 2020 VIA EDGAR Edward M. |
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| August 14, 2020 |
August 14, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| August 14, 2020 |
Form of Second Amended and Restated Certificate of Incorporation Exhibit 3.3 FORM OF SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FORUM MERGER III CORPORATION [●], 2020 Forum Merger III Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Forum Merger III Corporation”. The original certificate of incorporation of the Corpor |
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| August 14, 2020 |
As filed with the U.S. Securities and Exchange Commission on August 13, 2020. Registration No. 333-240171 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Forum Merger III Corporation (Exact name of registrant as specified in its charter) Delaware 6770 84-2308711 (State or other jurisdiction |
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| August 14, 2020 |
Exhibit 10.6 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the day of August 2020, by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), having its principal place of business at 1615 South Congress Avenue, Suite 103, Delray Beach, Florida 33445, and Forum Investors III LLC, a Delaware limited liability company (the “Su |
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| August 7, 2020 |
Form of Underwriting Agreement EX-1.1 2 ea125076ex1-1forum.htm FORM OF UNDERWRITING AGREEMENT Exhibit 1.1 25,000,000 Units FORUM MERGER III CORPORATION UNDERWRITING AGREEMENT August [•], 2020 JEFFERIES LLC As the Representative of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, New York 10022 Ladies and Gentlemen: Introductory. Forum Merger III Corporation, a Delaware corporation (the “Company”), propose |
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| August 7, 2020 |
Exhibit 4.3 Form of Warrant Certificate [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW Forum Merger III Corporation Incorporated Under the Laws of the State of Delaware CUSIP [●] Warrant Certificate This Warrant Certificate certifies that [ ], or registered assigns, is the regis |
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| August 7, 2020 |
Form of Compensation Committee Charter Exhibit 99.2 FORUM MERGER III CORPORATION COMPENSATION COMMITTEE CHARTER Effective [●], 2020 I. PURPOSES The Compensation Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Forum Merger III Corporation (the “Company”) to: (A) assist the Board in overseeing the Company’s employee compensation policies and practices, including (i) determining and approving the compen |
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| August 7, 2020 |
Form of Second Amended and Restated Certificate of Incorporation Exhibit 3.3 FORM OF SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FORUM MERGER III CORPORATION [●], 2020 Forum Merger III Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Forum Merger III Corporation”. The original certificate of incorporation of the Corpor |
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| August 7, 2020 |
Form of Audit Committee Charter Exhibit 99.1 FORUM III MERGER CORPORATION AUDIT COMMITTEE CHARTER Effective [●], 2020 I. PURPOSES The Audit Committee (the “Committee”) is appointed by the Board of Directors (the “Board”) of Forum III Merger Corporation (the “Company”) to assist the Board in its oversight of the accounting and financial reporting processes of the Company and the Company’s compliance with legal and regulatory requ |
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| August 7, 2020 |
Exhibit 3.1 CERTIFICATE OF INCORPORATION OF FORUM MERGER III CORPORATION June 25, 2019 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the “Certificate”), and does hereby certify as follows: ARTICLE I NAME The name of the corporation is Forum Merger III Corporation (the “Corporation”) |
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| August 7, 2020 |
Exhibit 10.6 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the day of August 2020, by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), having its principal place of business at 1615 South Congress Avenue, Suite 103, Delray Beach, Florida 33445, and Forum Investors III LLC, a Delaware limited liability company (the “Su |
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| August 7, 2020 |
Form of Private Placement Units Purchase Agreement between the Registrant and the Underwriters Exhibit 10.7 UNIT SUBSCRIPTION AGREEMENT This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of August [●], 2020, by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), and Jefferies LLC (the “Subscriber”). WHEREAS, the Company desires to sell to the Subscriber on a private placement basis (the “Placement”) an aggregate of 125,000 units (the “Initial Units” |
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| August 7, 2020 |
EX-10.1 12 ea125076ex10-1forum.htm FORM OF LETTER AGREEMENT AMONG THE REGISTRANT, EACH OF THE REGISTRANT'S OFFICERS AND DIRECTORS AND FORUM INVESTORS III LLC Exhibit 10.1 [●], 2020 Forum Merger III Corporation 1615 South Congress Avenue, Suite 103 Delray Beach, Florida 33445 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accorda |
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| August 7, 2020 |
Amended and Restated Certificate of Incorporation Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FORUM MERGER III CORPORATION July 1, 2020 Forum Merger III Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows: 1. The name of the Corporation is “Forum Merger III Corporation”. The original certificate of incorporation of the Corporation was fi |
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| August 7, 2020 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant Exhibit 4.4 WARRANT AGREEMENT FORUM MERGER III CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [ ], 2020 THIS WARRANT AGREEMENT (this “Agreement”), dated [ ], 2020, is by and between Forum Merger III Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”). |
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| August 7, 2020 |
Exhibit 10.5 Forum Merger III Corporation June 26, 2019 Forum Investors III LLC RE: Securities Subscription Agreement Ladies and Gentlemen: This agreement (the “Agreement”) is entered into on June 26, 2019 by and between Forum Investors III LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Forum Merger III Corporation, a Delaware corporation (the “Company”, “we” or “us”). |
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| August 7, 2020 |
Exhibit 3.4 BY LAWS OF Forum Merger III Corporation (THE “CORPORATION”) ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s registered agent in De |
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| August 7, 2020 |
Exhibit 14 FORUM MERGER III CORPORATION CODE OF ETHICS Effective [●], 2020 I. INTRODUCTION The Board of Directors (the “Board”) of Forum Merger III Corporation has adopted this code of ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the Company’s directors, officers and employees (to the extent that employees are hired in the future) (each a “perso |
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| August 7, 2020 |
Exhibit 4.1 NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 349885 202 FORUM MERGER III CORPORATION UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-FOURTH OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (“Unit”) consists of one (1) share of Class A common st |
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| August 7, 2020 |
As filed with the U.S. Securities and Exchange Commission on August 7, 2020. Registration No. 333-240171 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Forum Merger III Corporation (Exact name of registrant as specified in its charter) Delaware 6770 84-2308711 (State or other jurisdiction o |
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| August 7, 2020 |
Exhibit 10.9 FORUM MERGER III CORPORATION 1615 South Congress Avenue, Suite 103 Delray Beach, Florida 33445 August [●], 2020 Forum Capital Management III LLC [1615 South Congress Avenue, Suite 103 Delray Beach, Florida 33445] Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between Forum Merger III Corporation (the “Company”) and Forum Capital Management III |
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| August 7, 2020 |
Specimen Class A Common Stock Certificate Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 349885 103 FORUM MERGER III CORPORATION CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of fully paid and non-assessable shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), of Forum Merger III Corporation, a Delaware corporation (the “Company”), transferable on the books of the Company in per |
