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 quarter ended June 30, 2024

☐ 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: 001-39136

micromobility.com, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

84-3015108

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

500 Broome St., New York, NY 10013

(Address of principal executive offices)

(917) 675-7157

(Issuer’s telephone number)

(Former name or former address, if changed since last report.)

Securities registered pursuant to Section 12(b) of the Act: None.

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 17, 2024, 92,214,637 shares of common stock, par value $0.00001 per share, were issued and outstanding.

MICROMOBILITY.COM, INC.

FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2024

TABLE OF CONTENTS

	Page
Part I. Financial Information	1
Item 1. Unaudited Financial Statements	1
Condensed Consolidated Balance Sheets as of June 30, 2024 (Unaudited) and December 31, 2023	1
Condensed Consolidated Statements of Operations and Comprehensive Loss for the three and six months ended June 30, 2024 and 2023 (unaudited)	2
Condensed Consolidated Statements Changes in Convertible Preferred Stock and Stockholders’ Deficit for the three and six months ended June 30, 2024 and 2023 (unaudited)	3
Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2024 and 2023 (unaudited)	5
Notes to Unaudited Condensed Consolidated Financial Statements	6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	14
Item 3. Quantitative and Qualitative Disclosures Regarding Market Risk	22
Item 4. Controls and Procedures	22
Part II. Other Information	24
Item 1. Legal Proceedings	24
Item 1A. Risk Factors	24
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	25
Item 3. Defaults Upon Senior Securities	25
Item 4. Mine Safety Disclosures	25
Item 5. Other Information	25
Item 6. Exhibits	25
Part III. Signatures	26

PART 1 - FINANCIAL INFORMATION

Item 1. Interim Financial Statements.

Micromobility.com, Inc.

(Formerly Helbiz, Inc.)

Condensed Consolidated Balance Sheets

(in thousands, except share and per share data)

(unaudited)


	June 30,			December 31,
	2024			2023
ASSETS
Current assets:
Cash and cash equivalents	$	162		$	128
Accounts receivables		515			704
Accounts receivables - Related Party		129			—
VAT receivables		129			928
Prepaid and other current assets		1,003			1,268
Total current assets		1,938			3,028
Property, equipment and deposits, net		1,680			2,435
Right of use assets		712			1,180
Other assets		392			389
TOTAL ASSETS	$	4,722		$	7,032

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable	$	9,936		$	11,598
Accounts payable related to media rights		8,462			11,394
Accrued expenses and other current liabilities		5,570			5,571
Legal contingencies		5,829			3,978
Deferred revenues		5,121			1,558
Operating lease liabilities		281			462
Short term financial liabilities, net		15,555			13,528
Total current Liabilities		50,754			48,089
Non-current financial liabilities, net		1,357			1,842
Operating lease liabilities		585			861
Other non-current liabilities		14			42
TOTAL LIABILITIES		52,710			50,834
Commitments and contingencies		Note 9

STOCKHOLDERS’ DEFICIT
Preferred stock, $0.00001 par value; 100,000,000 shares authorized; none issued and outstanding		—			—
Class A Common stock, $0.00001 par value; 900,000,000 shares authorized and; 92,214,637 and 8,856,230 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively.		211,628			210,339
Accumulated other comprehensive loss		(1,550	)		(2,144	)
Accumulated deficit		(258,066	)		(251,997	)
Total Stockholders’ deficit		(47,988	)		(43,802	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	4,722			7,032

The accompanying notes are an integral part of these condensed consolidated financial statements.

Micromobility.com, Inc.

(Formerly Helbiz, Inc.)

Condensed Consolidated Statements of Operations and Comprehensive Loss

(in thousands, except share and per share data)

(unaudited)


	Three Months Ended June 30,						Six Months Ended June 30,
	2024			2023			2024			2023
Revenue	$	787		$	3,495		$	1,358		$	7,414
Operating expenses:
Cost of revenue		977			12,522			2,060			23,589
General and administrative		1,210			5,239			4,738			11,471
Sales and marketing		311			925			586			2,164
Research and development		—			766			—			1,610
Impairment of assets		—			16,444			—			16,444
Total operating expenses		2,498			35,897			7,384			55,278

Loss from operations		(1,711	)		(32,402	)		(6,026	)		(47,864	)

Non-operating income (expenses), net
Interest expense, net		(840	)		(1,865	)		(1,703	)		(3,566	)
Gain on extinguishment of financial debts		94			431			822			431
SEPA financial income (expenses), net		—			(495	)		(102	)		(2,703	)
Other income (expenses), net		907			146			940			(32	)
Total non-operating income (expenses), net		161			(1,783	)		(43	)		(5,871	)

Income Taxes		—			(34	)		—			(37	)
Net loss	$	(1,550	)	$	(34,219	)	$	(6,069	)	$	(53,773	)

Net loss per share attributable to common stockholders, basic and diluted	$	(0.03	)	$	(217.85	)	$	(0.14	)	$	(554.29	)

Weighted-average number of shares outstanding used to compute net loss per share, basic and diluted		60,861,682			157,073			43,747,124			97,012

Net loss		(1,550	)		(34,219	)		(6,069	)		(53,773	)

Other comprehensive (loss) income, net of tax:
Changes in foreign currency translation adjustments		17			998			594			751

Net loss and comprehensive income	$	(1,533	)	$	(33,221	)	$	(5,475	)	$	(53,022	)

The accompanying notes are an integral part of these condensed consolidated financial statements.

Micromobility.com, Inc.

(Formerly Helbiz, Inc.)

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Deficit for the three and six months ended June 30, 2024

(in thousands, except share and per share data)

(unaudited)



		Class A Common Stock					Accumulated			Accumulated Other Comprehensive (Loss)			TOTAL STOCKHOLDERS’
		Shares		Amount			Deficit			Income			DEFICIT
Balance as of April 1, 2024	-	-	45,185,172	$	210,950	-	$	(256,516	)	$	(1,567	)	$	(47,133	)
Issuance of common shares – for Conversion of Related Party - Promissory Note			47,029,465		611			—			—			611
Share based compensation			—		67			—			—			67
Changes in currency translation adjustment			—		—			—			17			17
Net loss	-	-	—		—	-		(1,550	)		—			(1,550	)
Balance as of June 30, 2024	-	-	92,214,637	$	211,628	-	$	(258,066	)	$	(1,550	)	$	(47,988	)


	Class A Common Stock					Accumulated			Accumulated Other Comprehensive			TOTAL STOCKHOLDERS’
	Shares		Amount			Deficit			(Loss) Income			DEFICIT
Balance as of January 1, 2024		8,856,230	$	210,339	-	$	(251,997	)	$	(2,144	)		(43,802	)
Issuance of common shares – for Advance Notices under SEPA		35,400,000		564			—			—			564
Issuance of common shares – for Settlement of financial liabilities		928,942		6			—			—			6
Issuance of common shares – for Conversion of Related Party - Promissory Note		47,029,465		611			—			—			611
Share based compensation		—		108			—			—			108
Changes in currency translation adjustment		—		—			—			594			594
Net loss		—		—	-		(6,069	)		—			(6,069	)
Balance as of June 30, 2024		92,214,637		211,628	-	$	(258,066	)	$	(1,550	)	$	(47,988	)

The accompanying notes are an integral part of these condensed consolidated financial statements.

Micromobility.com, Inc.

(Formerly Helbiz, Inc.)

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Deficit for the three and six months ended June 30, 2023

(in thousands, except share and per share data which account for two reverse Splits occurred during year ended December 31, 2023)

(unaudited)


	Class A Common Stock				Class B Common Stock				Accumulated			Accumulated Other Comprehensive (Loss)			TOTAL STOCKHOLDERS’
	Shares		Amount		Shares		Amount		Deficit			Income			DEFICIT
Balance as of April 1, 2023		37,533	$	173,889		1,897	$	—	$	(209,496	)	$	(3,151	)	$	(38,758	)
Issuance of common shares – for Advance Notices under SEPA		287,717		13,627		—		—		—			—			13,627
Issuance of common shares - for Settlement of Payroll Liabilities		283		104		—		—		—			—			104
Issuance of warrants - for Settlement of Account payables		—		69		—		—		—			—			69
Issuance of common shares - for Settlement of Account Payables		673		250		—		—		—			—			250
Share based compensation		775		99		—		—		—			—			99
Changes in currency translation adjustment		—		—		—		—		—			998			998
Net loss		—		—		—		—		(34,219	)		—			(34,219	)
Balance as of June 30, 2023		326,981	$	188,038		1,897	$	—	$	(243,715	)	$	(2,153	)	$	(57,830	)


	SERIES B –PREFERRED			SERIES A – CONVERTIBLE PREFERRED			Class A Common Stock				Class B Common Stock				Accumulated			Accumulated Other Comprehensive			TOTAL STOCKHOLDERS’
	STOCK			STOCK			Shares		Amount		Shares		Amount		Deficit			(Loss) Income			DEFICIT
Balance as of January 1, 2023	$	—		$	945			21,802	$	152,996		1,897	$	—	$	(189,942	)	$	(2,904	)		(39,850	)
Issuance of common shares – for Advance Notices under SEPA		—			—			301,720		31,732		—		—		—			—			31,732
Issuance of common shares – for Conversion of Convertible Notes		—			—			691		1,296		—		—		—			—			1,296
Issuance of common stock – for Conversion of Series A Convertible Preferred Stocks		—			(945	)		904		945		—		—		—			—			945
Issuance of common shares – for purchasing Intangible Assets		—			—			46		50		—		—		—			—			50
Issuance of common shares – for settlement of Payroll liabilities		—			—			370		182		—		—		—			—			182
Issuance of common shares - for Settlement of Account payables		—			—			673		151		—		—		—			—			151
Issuance of warrants - for Settlement of Account payables		—			—			—		69		—		—		—			—			69
Share based compensation		—			—			775		615		—		—		—			—			615
Issuance of Series B Preferred Stock		0			—			—		—		—		—		—			—			0
Redemption of Series B Preferred Stock		(0	)		—			—		—		—		—		—			—			(0	)
Changes in currency translation adjustment		—			—			—		—		—		—		—			751			751
Net loss		—			—			—		—		—		—		(53,773	)		—			(53,773	)
Balance as of June 30, 2023	$	—		$	—			326,981		188,038		1,897	$	—	$	(243,715	)	$	(2,153	)	$	(57,830	)

The accompanying notes are an integral part of these condensed consolidated financial statements.

Micromobility.com, Inc.

(Formerly Helbiz, Inc.)

Condensed Consolidated Statements of Cash Flows

(in thousands, except share and per share data)

(unaudited)


	Six months ended June 30,
	2024			2023
Operating activities
Net loss	$	(6,069	)	$	(53,773	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Impairment losses		—			16,444
Depreciation and amortization		776			3,561
Loss on disposal of assets		73			3,054
Non-cash interest expenses and amortization of debt discount		1,567			1,186
Amortization of Right-of-use assets		197			889
Share-based compensation		108			615
Gain on extinguishment financial debts		(822	)		(431	)
Other non-cash activities		2			(59	)
Changes in operating assets and liabilities:
Accounts receivables		60			748
Prepaid and other assets		1,047			4,786
Accounts payables		(4,738	)		2,744
Accrued expenses and other current liabilities		5,406			(1,598	)
Other non-current liabilities		(29	)		(4	)
Net cash used in operating activities		(2,422	)		(21,836	)

Investing activities
Purchase of property, equipment, and vehicle deposits		(60	)		(279	)
Purchase of intangible assets		—			(235	)
Net cash used in investing activities		(60	)		(514	)

Financing activities
Gross proceeds from issuance of financial liabilities		261			4,642
Repayment of financial liabilities		(1,107	)		(14,368	)
Proceeds from issuance of financial liabilities, due to related party - Officer		2,403			—
Repayment of financial liabilities, due to related party - Officer		(60	)		—
Proceeds from sale of Class A common shares, net		564			31,732
Net cash provided by financing activities		2,061			22,006


Increase (decrease) in cash and cash equivalents, and restricted cash		(421	)		(344	)
Effect of exchange rate changes		440			809
Net increase (decrease) in cash and cash equivalents, and restricted cash		19			464
Cash and cash equivalents, and restricted cash, beginning of year		143			736
Cash and cash equivalents, and restricted cash, end of year	$	162		$	1,200

RECONCILIATION OF CASH, CASH EQUIVALENT AND RESTRICTED CASH TO THE CONSOLIDATED BALANCE SHEET
Cash and cash equivalents		162			512
Restricted cash, included in Current assets		—			688
Supplemental disclosure of cash flow information
Cash paid for:
Interest	$	120		$	2,334
Income taxes, net of refunds	$	—		$	37
Non-cash investing & financing activities
Issuance of common shares – for Conversion of Related-party Promissory Notes		611			1,296
Issuance of common shares – for conversion of financial liabilities		6			—
Lease agreements early termination		488			—
New Lease agreement		175			—
Issuance of common shares – for conversion of Series A Preferred Shares		—			945
Issuance of common shares - for Settlement of Payroll Liabilities		—			182
Issuance of common shares - for Settlement of Account payables		—			151
Issuance of warrants - for Settlement of Account payables		—			69
Issuance of common shares – for purchasing Intangible Assets		—			50

The accompanying notes are an integral part of these condensed consolidated financial statements.

Micromobility.com, Inc.

(Formerly Helbiz, Inc.)

Notes to Condensed Consolidated Financial Statements

(in thousands, except share and per share data)

(Unaudited)

1. Description of Business and Basis of Presentation

Description of Business

micromobility.com, Inc. (formerly known as Helbiz, Inc., and, together with its subsidiaries, “micromobility.com” or the “Company”) was incorporated in the state of Delaware in October 2015 with its headquarters in New York, New York. The Company is an intra-urban transportation company that seeks to help urban areas reduce their dependency on individually owned cars by offering affordable, accessible, and sustainable forms of personal transportation, specifically addressing first and last mile transport.

Founded on proprietary technology platforms, the Company’s core business is the offering of electric vehicles in the sharing environment. Through its Mobility App, the Company offers an intra-urban transportation solution that allows users to instantly rent electric vehicles.

The Company currently has electric vehicles operating in the United States and Europe.

Basis of Presentation

These accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated.

The Company uses the U.S. dollar as the functional currency. For foreign subsidiaries where the U.S. dollar is the functional currency, gains, and losses from remeasurement of foreign currency balances into U.S. dollars are included in the condensed consolidated statements of operations. For the foreign subsidiary where the local currency is the functional currency, translation adjustments of foreign currency financial statements into U.S. dollars are recorded to a separate component of accumulated other comprehensive loss.

The condensed consolidated balance sheet as of December 31, 2023, included herein was derived from the audited financial statements as of that date. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of, and for the year ended, December 31, 2023, included in our Annual Report on Form 10-K.

The accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s financial position, results of operations, comprehensive loss, stockholders’ equity, and cash flows, but are not necessarily indicative of the results of operations to be anticipated for any future annual or interim period.

2. Going Concern and Management’s Plans

The Company has experienced recurring operating losses and negative cash flows from operating activities since its inception. To date, these operating losses have been funded primarily from outside sources of invested capital. The Company had, and expects to continue to have, an ongoing need to raise additional cash from outside sources to fund its operations. Successful transition to attaining profitable operations depends upon achieving a level of revenues adequate to support the Company’s cost structure. These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued.

The Company plans to continue to fund its operations through debt and equity financing. Debt or equity financing may not be available on a timely basis on terms acceptable to the Company, or at all.

The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business and, as such, the financial statements do not include any adjustments relating to the recoverability and classification of recorded amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.

3. Summary of Significant Accounting Policies and Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP generally requires management to make estimates and assumptions that affect the reported amount of certain assets, liabilities, revenues, and expenses, and the related disclosure of contingent assets and liabilities. Specific accounts that require management estimates include determination of fair values of warrant and financial instrumen

SEC Form 10-Q filed by micromobility.com Inc.