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): July 13, 2020

Registrant’s telephone number, including area code: (954) 895-0352

N/A

Former name or former address, if changed since last report

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 Entry into a Definitive Material Agreement.

On July 13, 2020, LMP Automotive Holdings, Inc., a Delaware corporation (the “Company”) entered into an asset purchase and contribution agreement (the “APA”) with Newnan Imports, Inc., a Georgia corporation (“Newnan”) and Walt Gutierrez, an individual resident of Georgia (“Gutierrez”), to acquire an interest in certain of Newnan’s assets related to its ownership and operation of a franchised Toyota motor vehicle dealership located at 2 Herring Road, Newnan, Georgia 30265 (the “Dealership”). In exchange for the acquisition of such assets, the Company will pay $27,000,000 for a 75% membership interest in the Dealership. The acquisition is subject to certain customary conditions, including approval by Toyota Motor Sales, USA, Inc. and Southeast Toyota Distributors, LLC.

The APA is attached to this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference. The foregoing description of the APA and the transactions contemplated thereby is not complete and is qualified in their entirety by the contents of the APA.

Item 8.01 Other Events.

On July 15, 2020, the Company issued a press release announcing certain of its financial results for its third fiscal quarter of 2020. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K. On July 17, 2020, the Company issued a press release announcing its entry into the APA and the transaction contemplated thereby. A copy of the press release is furnished herewith as Exhibit 99.2 to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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