AMV Atlis Motor Vehicles Inc

As previously disclosed, on January 5, 2023, Atlis Motor Vehicles, Inc. (the “Company”) entered into an amendment (the “Purchase Agreement Amendment”) to the Securities Purchase Agreement, dated as of November 3, 2022 (the “Purchase Agreement”), with each institutional investor party to the Purchase Agreement (collectively, the “Investors”), pursuant to which the Company and each Investor agreed, among other things, that, upon the terms and subject to the conditions stated therein, each Investor shall have the right, severally and not jointly, to purchase in a second tranche of funding (the “Second Tranche”) a base allocation of $5.0 million in Senior Secured Original Issue 10% Discount Convertible Promissory Notes (“Notes”), which are convertible into shares of the Company’s Class A common stock, and warrants (“Warrants”) to purchase a number of shares of the Company’s Class A common stock equal to 30% of the face value of the Notes divided by the volume weighted average price. 

On January 27, 2023, each Investor exercised its right to purchase $5.0 million aggregate principal amount of Notes and Warrants in the Second Tranche, with gross proceeds to the Company of $4.5 million (or $10.0 million aggregate principal amount of Notes and Warrants for all Investors, with gross proceeds to the Company of $9.0 million). The Second Tranche is expected to close on or about January 31, 2023, subject to customary closing conditions.