---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-088273"
form_type: "8-K"
ticker: null
cik: "0001731289"
company_name: "Nikola Corp"
filed_at: "2023-03-31T23:59:59+00:00"
generated_at: "2026-06-17T08:07:03.169314+00:00"
event_type: "debt"
sentiment: "negative"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# Nikola raises $100M in equity and exchanges $100M of notes in restructuring deals

## Summary
- Raised $100M gross from public offering and direct offering at $1.12/share; proceeds for working capital and general corporate purposes.
- Exchanged $100M of existing convertible notes for new 8%/11% PIK Series B notes due 2026; conversion rate 686.8 per $1,000.
- Public offering closes April 4; direct offering and note exchange close on or about April 11.
- Citigroup is sole book-runner for the public offering.
- Supplemental indenture amends existing notes to limit conversion and require cash settlement until stock authorization.

## SEC filing metadata
- accession: 0001193125-23-088273
- form_type: 8-K
- cik: 0001731289
- company_name: Nikola Corp
- filed_at: 2023-03-31T23:59:59+00:00
- event_type: debt
- sentiment: negative
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1731289/000119312523088273/0001193125-23-088273-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1731289/000119312523088273/d446990d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-088273
- JSON: https://secwatch.observer/filing/0001193125-23-088273.json
- Plain text: https://secwatch.observer/filing/0001193125-23-088273.txt

## Key facts
- Debt Financings
  Nikola Corp incurred convertible notes of $100.0 million with Antara Capital LP at 8.00% per annum, to the extent paid in cash, and 11.00% per annum, to the extent maturing May 31, 2026.
  - Instrument: convertible notes
  - Principal: $100.0 million
  - Counterparty: Antara Capital LP
  - Rate: 8.00% per annum, to the extent paid in cash, and 11.00% per annum, to the extent
  - Maturity: May 31, 2026
  - Event: incurrence
  source text: On March 29, 2023, the Company, together with its wholly owned subsidiary, Nikola Subsidiary Corporation (the “Initial Guarantor Subsidiary”), entered into a privately negotiated exchange and investment agreement (the “Exchange Agreement”) with the Investor, relating to the exchange of $100.0 million aggregate principal amount of the Company’s 8.00% / 11.00% Convertible Senior PIK Toggle Notes due 2026 (the “Existing Notes”) held by the Investor for the issuance to the Investor of $100.0 million aggregate principal amount of the Company’s 8.00% / 11.00% Series B Convertible Senior PIK Toggle Notes due 2026 (the “Notes”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1731289/000119312523088273/0001193125-23-088273-index.htm
- Material Agreements
  Nikola Corp entered into "Purchase Agreement" with Antara Capital LP, on behalf of certain of its advised or managed funds and accounts (the "Investor") valued at up to $100.0 million (effective 2023-03-29).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Antara Capital LP, on behalf of certain of its advised or managed funds and accounts (the "Investor")
  - Value: up to $100.0 million
  - Effective: 2023-03-29
  source text: On March 29, 2023, Nikola Corporation (the “Company”) entered into a stock purchase agreement (the “Purchase Agreement”) with Antara Capital LP, on behalf of certain of its advised or managed funds and accounts (the “Investor”), pursuant to which the Investor agreed to purchase up to $100.0 million of shares of the Company’s common stock
  evidence_url: https://www.sec.gov/Archives/edgar/data/1731289/000119312523088273/0001193125-23-088273-index.htm
- Material Agreements
  Nikola Corp entered into "Exchange Agreement" with Antara Capital LP, on behalf of certain of its advised or managed funds and accounts (the "Investor") valued at $100.0 million aggregate principal amount (effective 2023-03-29).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: Antara Capital LP, on behalf of certain of its advised or managed funds and accounts (the "Investor")
  - Value: $100.0 million aggregate principal amount
  - Effective: 2023-03-29
  source text: On March 29, 2023, the Company, together with its wholly owned subsidiary, Nikola Subsidiary Corporation (the “Initial Guarantor Subsidiary”), entered into a privately negotiated exchange and investment agreement (the “Exchange Agreement”) with the Investor, relating to the exchange of $100.0 million aggregate principal amount of the Company’s 8.00% / 11.00% Convertible Senior PIK Toggle Notes due 2026 (the “Existing Notes”) held by the Investor for the issuance to the Investor of $100.0 million aggregate principal amount of the Company’s 8.00% / 11.00% Series B Convertible Senior PIK Toggle Notes due 2026
  evidence_url: https://www.sec.gov/Archives/edgar/data/1731289/000119312523088273/0001193125-23-088273-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.