NEWARK,
Calif., Oct. 16, 2024 /PRNewswire/ -- Lucid
Group, Inc. (Nasdaq: LCID; "Lucid") announced today the
commencement of a public offering of 262,446,931 shares of its
common stock. The underwriter may offer the shares of common stock
from time to time for sale in one or more transactions to
purchasers directly, through agents or through brokers in brokerage
transactions on Nasdaq, in the over-the-counter market, through
negotiated transactions or in a combination of such methods, or
otherwise at a fixed price or prices, which may be changed, at
market prices prevailing at the time of sale, at prices related to
prevailing market prices or at negotiated prices.
Lucid intends to grant the underwriter a 30-day option to
purchase up to 39,367,040 additional shares of its common
stock.
BofA Securities is acting as the sole underwriter for the public
offering.
In addition, Lucid's majority stockholder and affiliate of the
Public Investment Fund ("PIF"), Ayar Third Investment Company
("Ayar"), has indicated that they intend to purchase 374,717,927
shares of common stock from Lucid in a private placement
concurrently with the public offering, subject to certain
conditions, at the same price per share initially to be paid by the
underwriter for the public offering. The private placement is
subject to completion of the public offering and customary closing
conditions. As a result of these purchases, Ayar expects to
maintain its approximate 58.8% ownership of Lucid's outstanding
common stock. In addition, Ayar has indicated that they intend to
purchase from us, in the event that the underwriter exercises its
option, additional shares of our common stock to maintain its
ownership of Lucid's outstanding common stock, and an additional
closing for such purchase would be held 10 days after the
underwriter's exercise of its option.
Lucid intends to use the net proceeds from the public offering,
as well as from the private placement by its majority stockholder,
for general corporate purposes, which may include, among other
things, capital expenditures and working capital.
The public offering is being made pursuant to Lucid's effective
shelf registration statement on Form S-3, including a base
prospectus, filed with the Securities and Exchange Commission (the
"SEC") and a prospectus supplement relating to the public offering.
Prospective investors should read the preliminary prospectus
supplement and the accompanying base prospectus in that
registration statement and other documents that Lucid has filed or
will file with the SEC for information about Lucid and the public
offering. You may obtain these documents for free by visiting EDGAR
on the SEC's website at www.sec.gov. Alternatively, copies of the
preliminary prospectus supplement and the base prospectus may be
obtained from BofA Securities, Inc., NC1-022-02-25, 201 North Tryon
Street, Charlotte, NC 28255-0001,
Attn: Prospectus Department, or by email at
dg.prospectus_requests@bofa.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy shares of Lucid's common stock, nor
shall there be any sale of these securities in any jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction.
Investor Relations
Contact
investor@lucidmotors.com
Media Contact
media@lucidmotors.com
Trademarks
This communication contains trademarks,
service marks, trade names and copyrights of Lucid Group, Inc. and
its subsidiaries and other companies, which are the property of
their respective owners.
Forward-Looking Statements
This communication includes
"forward-looking statements" within the meaning of the "safe
harbor" provisions of the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements may be
identified by the use of words such as "estimate," "plan,"
"project," "forecast," "intend," "will," "shall," "expect,"
"anticipate," "believe," "seek," "target," "continue," "could,"
"may," "might," "possible," "potential," "predict" or other similar
expressions that predict or indicate future events or trends or
that are not statements of historical matters. These
forward-looking statements include, but are not limited to,
statements regarding plans and expectations with respect to Lucid's
registration statement on Form S-3, the timing, size and use of
proceeds, if any, of the public offering and any private placement
of shares of Lucid's common stock to Lucid's majority stockholder,
any potential future offering or capital raises, the promise of
Lucid's technology, and the goal of Lucid. These statements are
based on various assumptions, whether or not identified in this
communication, and on the current expectations of Lucid's
management. These forward-looking statements are not intended to
serve as, and must not be relied on by any investor as, a
guarantee, an assurance, or a definitive statement of fact or
probability. Actual events and circumstances are difficult or
impossible to predict and may differ from these forward-looking
statements. Many actual events and circumstances are beyond the
control of Lucid. These forward-looking statements are subject to a
number of risks and uncertainties, including those factors
discussed under the heading "Risk Factors" in Part II, Item 1A. of
Lucid's Quarterly Report on Form 10-Q for the quarter
ended June 30, 2024, as well as other documents Lucid has
filed or will file with the SEC. If any of these risks
materialize or Lucid's assumptions prove incorrect, actual results
could differ materially from the results implied by these
forward-looking statements. There may be additional risks that
Lucid currently does not know or that Lucid currently believes are
immaterial that could also cause actual results to differ from
those contained in the forward-looking statements. In addition,
forward-looking statements reflect Lucid's expectations, plans or
forecasts of future events and views as of the date of this
communication. Lucid anticipates that subsequent events and
developments will cause Lucid's assessments to change. However,
while Lucid may elect to update these forward-looking statements at
some point in the future, Lucid specifically disclaims any
obligation to do so, except as may be required under applicable
securities laws. These forward-looking statements should not be
relied upon as representing Lucid's assessments as of any date
subsequent to the date of this communication. Accordingly, undue
reliance should not be placed upon the forward-looking
statements.
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SOURCE Lucid Group