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Washington, D.C. 20549





OF 1934


Date of Report (Date of earliest event reported): March 30, 2021


Romeo Power, Inc.

(Exact name of registrant as specified in its charter)


Delaware   001-38795   83-2289787

(State or other jurisdiction

of incorporation)



File Number)


(I.R.S. Employer

Identification No.)


4380 Ayers Avenue

Vernon, CA 90058

(Address of principal executive offices) (Zip Code)


(833) 467-2237

(Registrant’s telephone number, including area code)


Not Applicable 

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


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 (see General Instruction A.2. below):


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class Trading Symbol(s) Name of each exchange on which registered
Common stock, par value $0.0001 per share RMO New York Stock Exchange
Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share RMO.WT New York Stock Exchange


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   x


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.  x







Item 2.02. Results of Operations and Financial Condition.


On March 30, 2021, Romeo Power, Inc. (the “Company”) issued a press release announcing its preliminary results of operations for the fiscal quarter and year ended December 31, 2020. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated into this Item 2.02 by reference. 


Additionally, on March 30, 2021, the Company held an earnings conference call open to the public (the "Earnings Call"). Mr. Lionel E. Selwood, Jr., the Company's Chief Executive Officer, along with Ms. Lauren Webb, the Company's Chief Financial Officer, discussed the preliminary financial and operating results of the Company for the fiscal quarter and year ended December 31, 2020. The transcript of the Earnings Call is furnished as Exhibit 99.2 and incorporated herein by reference.


The information furnished in this Current Report on Form 8-K (including Exhibit 99.1 and Exhibit 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.


Cautionary Note Regarding Forward-Looking Statements


This Current Report on Form 8-K includes information that may constitute forward-looking statements. These forward-looking statements are based on the Company's current beliefs, assumptions and expectations regarding future events, which in turn are based on information currently available to the Company. By their nature, forward-looking statements address matters that are subject to risks and uncertainties. Forward-looking statements include, without limitation, statements relating to the Company’s expectations regarding its future financial performance, revenues and capital expenditures, the Company’s expectations with respect to backlog and demand for its products, the magnitude and timing of future contracts, and the availability and pricing of battery cells. A variety of factors could cause actual events and results, as well as the Company's expectations, to differ materially from those expressed in or contemplated by the forward-looking statements. Risk factors affecting the Company are discussed in detail in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.


Item 9.01. Financial Statements and Exhibits.




  99.1 Press release, dated March 30, 2021.


99.2Transcript of Earnings Call held on March 30, 2021.


  104 Cover Page Interactive Data File (embedded within the Inline XBRL document).







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


  Romeo Power, Inc.
Date: April 2, 2021 By: /s/ Lauren Webb
  Name:    Lauren Webb
  Title: Chief Financial Officer