NEWARK, Calif., Nov. 8, 2022 /PRNewswire/ — Lucid Group, Inc. (Nasdaq: LCID; “Lucid”) introduced immediately that it has entered into an “at-the-market” program pursuant to an fairness distribution settlement, dated November 8, 2022, between the Company and BofA Securities, Inc., Barclays Capital Inc. and Citigroup Global Markets Inc. as managers. Under the at-the-market program, Lucid might promote up to $600 million of shares of its frequent inventory by means of the managers. Such gross sales may very well be made by means of unusual brokers’ transactions, to or by means of a market maker, in privately negotiated transactions, in block trades, in transactions which can be deemed to be “at-the-market offerings” as outlined in Rule 415 underneath the Securities Act of 1933, as amended, or by means of a mix of any such strategies of sale. The managers may additionally promote Lucid’s frequent inventory by some other technique permitted by legislation.
The worth, quantity and timing of any gross sales underneath the at-the-market program can be decided at Lucid’s sole discretion and in accordance with the phrases of the fairness distribution settlement.
In addition, Lucid has entered into an settlement with its majority stockholder and affiliate of the Public Investment Fund (“PIF”), Ayar Third Investment Company (“Ayar”), pursuant to which Ayar has agreed to buy from Lucid up to $915 million of shares of its frequent inventory in a number of personal placements by means of not less than March 31, 2023. Ayar can pay a worth per share equal to the volume-weighted common worth to the general public of the shares that Lucid truly offered within the at-the-market program throughout such calendar quarter. These personal placements should not a component of this providing, and are as well as to the $600 million of shares that Lucid might promote underneath the fairness distribution settlement. Ayar could have the precise, however not the duty, to enter right into a subscription settlement considerably in keeping with the present settlement in respect of any enhance to the utmost providing quantity underneath the fairness distribution settlement and/or any new at-the-market providing of the Company’s frequent inventory in the course of the time period of the present settlement. In addition, topic to sure exceptions, Ayar has agreed not to, amongst different issues, provide, promote, pledge or in any other case switch any shares of our frequent inventory for six months after the date of any personal placement.
Lucid intends to use the online proceeds from the at-the-market program, in addition to from the personal placements by its majority stockholder, for normal company functions, which can embrace, amongst different issues, capital expenditures and working capital.
The public providing of shares in Lucid’s at-the-market program is being made pursuant to Lucid’s efficient shelf registration assertion on Form S-3, together with a base prospectus, filed with the Securities and Exchange Commission (the “SEC”). The providing is being made solely by means of a prospectus complement and the accompanying base prospectus. Prospective traders ought to learn the prospectus complement and the accompanying base prospectus in that registration assertion and different paperwork that Lucid has filed or will file with the SEC for details about Lucid and the providing. You might acquire these paperwork at no cost by visiting EDGAR on the SEC’s web site at www.sec.gov. Alternatively, copies of the prospectus complement and the bottom prospectus could also be obtained by contacting BofA Securities NC1-004-03-43 200, Attention: Prospectus Department, 200 North College Street, third Fl Charlotte, NC 28255-0001, or by e-mail at [email protected]; Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by phone at (888) 603-5847 or by e-mail at [email protected] ; or Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by phone at 800-831-9146.
This press launch doesn’t represent an provide to promote or the solicitation of an provide to purchase shares of Lucid’s frequent inventory, nor shall there be any sale of these securities in any jurisdiction wherein such provide, solicitation or sale can be illegal prior to registration or qualification underneath the securities legal guidelines of any such jurisdiction.
About Lucid Group
Lucid’s mission is to encourage the adoption of sustainable vitality by creating superior applied sciences and probably the most fascinating luxurious electrical autos centered across the human expertise.
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Forward-Looking Statements
This communication contains “forward-looking statements” inside the that means of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements could also be recognized by the use of phrases resembling “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “shall,” “expect,” “anticipate,” “believe,” “seek,” “target,” “continue,” “could,” “may,” “might,” “possible,” “potential,” “predict” or different related expressions that predict or point out future occasions or tendencies or that aren’t statements of historic issues. These forward-looking statements embrace, however should not restricted to, statements relating to plans and expectations with respect to Lucid’s registration assertion on Form S-3, timing, length and quantity of gross sales underneath Lucid’s at-the-market fairness program, timing and quantity of gross sales to Lucid’s majority stockholder, any potential future providing or capital raises, and the promise of Lucid’s know-how. These statements are primarily based on numerous assumptions, whether or not or not recognized on this communication, and on the present expectations of Lucid’s administration. These forward-looking statements should not meant to function, and should not be relied on by any investor as, a assure, an assurance, or a definitive assertion of reality or likelihood. Actual occasions and circumstances are troublesome or unimaginable to predict and might differ from these forward-looking statements. Many precise occasions and circumstances are past the management of Lucid. These forward-looking statements are topic to a quantity of dangers and uncertainties, together with these components mentioned underneath the heading “Risk Factors” in Part II, Item 1A of Lucid’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, in addition to different paperwork Lucid has filed or will file with the SEC. If any of these dangers materialize or Lucid’s assumptions show incorrect, precise outcomes might differ materially from the outcomes implied by these forward-looking statements. There could also be extra dangers that Lucid at the moment doesn’t know or that Lucid at the moment believes are immaterial that would additionally trigger precise outcomes to differ from these contained within the forward-looking statements. In addition, forward-looking statements mirror Lucid’s expectations, plans or forecasts of future occasions and views as of the date of this communication. Lucid anticipates that subsequent occasions and developments will trigger Lucid’s assessments to change. However, whereas Lucid might elect to replace these forward-looking statements in some unspecified time in the future sooner or later, Lucid particularly disclaims any obligation to accomplish that. These forward-looking statements shouldn’t be relied upon as representing Lucid’s assessments as of any date subsequent to the date of this communication. Accordingly, undue reliance shouldn’t be positioned upon the forward-looking statements.
SOURCE Lucid Group
