Item 1.01 Entry into a Material Definitive Agreement






Underwriting Agreement


On December 4, 2019, LMP Automotive Holdings, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with ThinkEquity, a division of Fordham Financial Management, Inc., (the "Representative") as representative of the underwriters set forth on Schedule 1 thereto (collectively, the "Underwriters"), relating to the Company's initial public offering (the "IPO") of its common stock, par value $0.00001 per share (the "Common Stock"). Under the Underwriting Agreement, the Company agreed to sell 2,645,000 shares of Common Stock to the Underwriters, which includes the Underwriters' exercise in full of the over-allotment option, at a purchase price per share of $4.65 (the offering price to the public of $5.00 per share minus the underwriters' discount), pursuant to the Company's registration statement on Form S-1 (File No. 333-232172), as amended, under the Securities Act of 1933, as amended (the "Securities Act"), and the related registration statement on Form S-1 (File No. 333-235353) that was filed by the Company under Rule 462(b) under the Securities Act (collectively, the "Registration Statement").

The Underwriting Agreement includes customary representations, warranties and covenants by the Company. It also provides that the Company will indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act, or contribute to payments the Underwriters may be required to make because of any of those liabilities.

Certain of the Underwriters and their respective affiliates have, from time to time, performed, and may in the future perform, various investment banking services for the Company for which they received or will receive customary fees and expenses.

The closing of the IPO occurred on December 9, 2019.

The foregoing summary of the Underwriting Agreement is qualified in its entirety by reference to the full text of the Underwriting Agreement, a copy of which is attached as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Representative's Warrant Agreement

On December 9, 2019, pursuant to the Underwriting Agreement, the Company entered into a representative's warrant agreement (the "Representative's Warrant Agreement") with certain affiliates of the Representative. Pursuant to the Representative's Warrant Agreement, the Company provided certain affiliates of the Representative with a warrant to purchase 115,000 shares of Common Stock in the aggregate. Such warrant may be exercised beginning on the date that is 180 days after the date on which the Registration Statement became effective until the date that is five years after the date on which the Registration Statement became effective. The initial exercise price of the Representative's Warrant Agreement is $6.25 per share.

The foregoing summary of the Representative's Warrant Agreement is qualified in its entirety by reference to the full text of the Representative's Warrant Agreement, a copy of which is attached as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits






Exhibit No.   Description

1.1             Underwriting Agreement, dated December 4, 2019, by and between LMP
              Automotive Holdings, Inc. and ThinkEquity, a division of Fordham
              Financial Management, Inc. (as representative of the underwriters
              named therein).
4.1*            Representative's Warrant Agreement, dated December 9, 2019, by and
              between LMP Automotive Holdings, Inc. and Fordham Financial
              Management, Inc.
99.1*           Schedule I



* The Representative's Warrants issued by the Company to each of the entities and individuals set forth on Exhibit 99.1, all of whom are affiliates of the Representative, are substantially identical in all material respects to the Representative's Warrant issued to Fordham Financial Management, Inc. and filed as an exhibit hereto, except as to the recipient of such warrants and the number of shares of Common Stock issuable upon exercise of such warrants. Pursuant to Instruction 2 to Item 601 of Regulation S-K, we have omitted filing copies of such warrants as exhibits to this Current Report on Form 8-K and have filed a schedule as Exhibit 99.1 hereto identifying the other warrants omitted and setting forth the material details in which such warrants differ from the warrant filed herewith.





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