Lordstown Motors closes $52.7M initial investment from Foxconn; Series A Preferred issued

NU RIDE INC.

Foxconn invested $52.7M for 12.9M common shares at $1.76/sh and 300,000 Series A Preferred at $100/sh.
Second closing of 26.9M common shares at $1.76/sh contingent on CFIUS clearance and HSR expiration.
Series A Preferred carries 8% annual dividend, convertible into common at $1.936/sh after May 2023.
Foxconn may purchase up to 700,000 additional Preferred shares ($100/sh) upon EV program milestone achievements.
Registration Rights Agreement grants Foxconn demand and piggyback rights; company to file resale registration.

item 1.01 item 3.02 item 3.03 item 5.03 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

NU RIDE INC.: Company filed Certificate of Designation designating 1,000,000 shares of Series A Convertible Preferred Stock with specified rights, preferences and limitations, effective November 18, 2022 (effective 2022-11-18).

Change: charter amendment
Effective: 2022-11-18

Exact text from the filing

In connection with the Initial Closing, on November 18, 2022, the Company filed with the Secretary of the State of Delaware the previously disclosed form of Certificate of Designation, Preferences and Rights of the Series A Convertible Preferred Stock (the “Certificate of Designations”), designating 1,000,000 shares as Series A Convertible Preferred Stock and designating the rights, preferences and limitations of such shares, which became effective on November 18, 2022.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

NU RIDE INC. entered into Investment Agreement with Foxconn Ventures Pte. Ltd. valued at approximately $52.7 million (effective 2022-11-07).

Action: entry
Agreement: equity purchase
Counterparty: Foxconn Ventures Pte. Ltd.
Value: approximately $52.7 million
Effective: 2022-11-07

Exact text from the filing

Lordstown Motors Corp. (the “Company”) entered into the Investment Agreement (the “Investment Agreement”) on November 7, 2022 with Foxconn Ventures Pte. Ltd.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

NU RIDE INC. entered into Registration Rights Agreement with Foxconn (effective 2022-11-22).

Action: entry
Counterparty: Foxconn
Effective: 2022-11-22

Exact text from the filing

on November 22, 2022, the Company and Foxconn entered into the previously disclosed Registration Rights Agreement (the “Registration Rights Agreement”)

View on SEC.gov

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NU RIDE INC. filing history →

Source: SEC EDGAR

accession 0001104659-22-121019

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