---
schema_version: "secwatch.filing_event.v1"
accession: "0001553350-23-000075"
form_type: "8-K/A"
ticker: "MCOM"
cik: "0001788841"
company_name: "micromobility.com Inc."
filed_at: "2023-02-03T23:59:59+00:00"
generated_at: "2026-06-20T01:13:51.709117+00:00"
event_type: "m_and_a"
sentiment: "negative"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Helbiz provides Wheels Labs audited financials showing $32.4M net loss and going concern

## Summary
- Acquisition consideration: ~6.75M Series A convertible preferred shares (6.99% of HLBZ common stock pre-close), convertible 1:1 on stockholder approval; 7.5% annual dividend.
- Wheels 2021 net loss $32.4M, accumulated deficit $121.1M as of Dec 31, 2021.
- Wheels 2021 revenue $9.8M, cost of revenue $13.5M, vehicle depreciation $9.9M, negative gross margin.
- Auditor going-concern emphasis: Wheels has recurring losses, negative operating cash flows ($18.5M in 2021), working capital deficit $2.2M.
- Helbiz also issued 20M shares upon conversion of ~$3.4M in debentures; insider debt conversions and shares for services.

## SEC filing metadata
- accession: 0001553350-23-000075
- form_type: 8-K/A
- ticker: MCOM
- cik: 0001788841
- company_name: micromobility.com Inc.
- filed_at: 2023-02-03T23:59:59+00:00
- event_type: m_and_a
- sentiment: negative
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 2.01, 3.02, 2.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1788841/000155335023000075/0001553350-23-000075-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1788841/000155335023000075/helbiz_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001553350-23-000075
- JSON: https://secwatch.observer/filing/0001553350-23-000075.json
- Plain text: https://secwatch.observer/filing/0001553350-23-000075.txt

## Key facts
- M&A Transactions
  micromobility.com Inc. completed an acquisition involving Wheels Labs, Inc. (closed 2022-11-18).
  - Action: acquisition
  - Counterparty: Wheels Labs, Inc.
  - Closing: 2022-11-18
  source text: On November 18, 2022, we acquired all of the issued and outstanding shares of capital stock of Wheels Labs, Inc. (“Wheels”), and Wheels became our wholly-owned subsidiary when another wholly-owned subsidiary (“Merger Sub”) merged with and into Wheels (the “Merger”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1788841/000155335023000075/0001553350-23-000075-index.htm
- Material Agreements
  micromobility.com Inc. entered into Escrow Agreement with Wheels Labs, Inc., Merger Sub, an escrow agent and an authorized representative of certain security holders of Wheels valued at All or a portion of the shares of Series A Convertible Preferred Stock issued pursuant to the Amende (effective 2022-11-18).
  - Action: entry
  - Agreement: merger
  - Counterparty: Wheels Labs, Inc., Merger Sub, an escrow agent and an authorized representative of certain security holders of Wheels
  - Value: All or a portion of the shares of Series A Convertible Preferred Stock issued pursuant to the Amende
  - Effective: 2022-11-18
  source text: The shares of Series A Convertible Preferred Stock issued pursuant to the Amended Merger Agreement were issued into escrow pursuant to the Escrow Agreement.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1788841/000155335023000075/0001553350-23-000075-index.htm
- Material Agreements
  micromobility.com Inc. entered into Amended and Restated Agreement and Plan of Merger with Wheels Labs, Inc. valued at Issued approximately 6,751,811 shares of Series A convertible preferred stock equal to 6.99% of the (effective 2022-11-18).
  - Action: entry
  - Agreement: merger
  - Counterparty: Wheels Labs, Inc.
  - Value: Issued approximately 6,751,811 shares of Series A convertible preferred stock equal to 6.99% of the
  - Effective: 2022-11-18
  source text: nd outstanding shares of capital stock of Wheels Labs, Inc. (“Wheels”), and Wheels became our wholly-owned subsidiary when
  evidence_url: https://www.sec.gov/Archives/edgar/data/1788841/000155335023000075/0001553350-23-000075-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
