8-KThe WireStrategic
Results of Operations · Reg FD Disclosure
Filed Oct 16, 2024 · 1y ago · Accession 0001104659-24-109242
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Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section
13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported):
October 16, 2024
Lucid
Group, Inc.
(Exact name of registrant as specified in its
charter)
Delaware
001-39408
85-0891392
(State or other jurisdiction
of
incorporation or organization)
(Commission File
Number)
(I.R.S. Employer Identification
No.)
7373
Gateway Boulevard
Newark ,
CA
94560
(Address of Principal Executive
Offices)
(Zip Code)
Registrant’s telephone number, including
area code: ( 510 )
648-3553
(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
Class
A Common Stock, $0.0001 par value per share
LCID
The
Nasdaq Stock Market LLC
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 ¨
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. ¨
Item 2.02
Results of Operations and Financial Condition.
The Company intends to file a preliminary prospectus supplement
with the Securities and Exchange Commission (the “Preliminary Prospectus Supplement”) on October 16, 2024 in connection
with a proposed underwritten public offering (the “Offering”) of its Class A common stock, par value $0.0001 per
share (the “Common Stock”). The Preliminary Prospectus Supplement is expected to include the following disclosure under
the heading “Recent Developments” :
“ Preliminary Financial Results and
Operational Information
Although our financial results for the quarter
ended September 30, 2024 are not yet finalized, we estimate that our financial results and certain operational information will fall
within the following ranges.
Quarter Ended
September 30, 2024
Low
High
(in thousands)
Statement of Operations Data:
Revenue
$ 199,000
$ 200,000
Loss from operations
$ (765,000 )
$ (790,000 )
Balance Sheet Data:
Cash and cash equivalents (at end of period)
$ 1,893,000
$ 1,894,000
Long-term debt (at end of period)
$ 2,000,800
$ 2,000,800
As of September 30, 2024, we had approximately $5.16 billion
of total liquidity, consisting of (i) approximately $4,027 million in cash, cash equivalents, and investment balances,
(ii) $750 million available under our DDTL Credit Facility, (iii) approximately $160 million available under our ABL
Credit Facility and (iv) approximately $219 million available under our GIB Credit Facility. Availability under our ABL Credit
Facility is subject to the value of eligible assets in the borrowing base.
In addition, during the quarter ended September 30, 2024, we produced
1,805 vehicles and delivered 2,781 vehicles, of which approximately 8% were subject to operating lease accounting.”
The foregoing estimates are preliminary as the Company is in the process
of completing its closing procedures for the quarter ended September 30, 2024. The preliminary estimates are based solely upon information
available to the Company as of the date of this Current Report on Form 8-K and actual results may differ from these estimates subject
to the completion of the Company’s quarter-end closing procedures, final adjustments and developments that may arise between now
and the time the financial results for the quarter ended September 30, 2024 are finalized. Investors should refer to the actual results
included in the Company’s financial statements for the quarter ended September 30, 2024 once it becomes available upon filing
of the Company’s Quarterly Report on Form 10-Q.
The Company’s independent registered public accounting firm has
not reviewed or performed any procedures with respect to these preliminary estimates and, accordingly, does not express an opinion or
any other form of assurance about them.
Item 7.01
Regulation FD Disclosure.
The information contained in
Item 2.02 of this Current Report on Form 8-K is incorporated by reference herein.
On October 16, 2024,
the Company issued a press release (the “Press Release”) announcing that it has commenced the Offering and a concurrent private
placement of Common Stock to its majority stockholder, Ayar Third Investment Company. A copy of this Press Release is furnished herewith
as Exhibit 99.1 and is incorporated herein by reference.
The information in this current
report on Form 8-K and the exhibits attached hereto 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 incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless
of any general incorporation language in such filing.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number
Description
99.1
Lucid Press Release dated
October 16, 2024
104
Cover Page Interactive Data File (formatted as inline XBRL).
SIGNATURE
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.
Date: October 16, 2024
Lucid Group, Inc.
By:
/s/ Gagan Dhingra
Gagan Dhingra
Interim Chief Financial Officer
Filing details
- Company
- Lucid Group, Inc.
- Ticker
- LCID
- CIK
- 1811210
- Form type
- 8-K
- Filing date
- Oct 16, 2024
- Report date
- Oct 16, 2024
- Document
- tm2426052d7_8k.htm
- Size
- 220 KB