Fisker Inc., an American electric vehicle automaker, has announced a special meeting of stockholders to be held virtually on March 5, 2024. The meeting's agenda includes two key proposals requiring stockholder approval. The first proposal seeks approval for the potential issuance of more than 19.99% of Fisker's outstanding Class A Common Stock upon conversion of Incremental Notes, in accordance with New York Stock Exchange rules. The second proposal aims to amend the company's charter to increase the authorized shares of Class A Common Stock from 1,250,000,000 to 2,000,000,000. These proposals are part of a broader transaction involving the issuance of senior convertible notes and amendments to the company's securities purchase agreement with an institutional investor. The transaction, initiated in July 2023, included...Show More

Fisker Inc., an American electric vehicle automaker, has announced a special meeting of stockholders to be held virtually on March 5, 2024. The meeting's agenda includes two key proposals requiring stockholder approval. The first proposal seeks approval for the potential issuance of more than 19.99% of Fisker's outstanding Class A Common Stock upon conversion of Incremental Notes, in accordance with New York Stock Exchange rules. The second proposal aims to amend the company's charter to increase the authorized shares of Class A Common Stock from 1,250,000,000 to 2,000,000,000. These proposals are part of a broader transaction involving the issuance of senior convertible notes and amendments to the company's securities purchase agreement with an institutional investor. The transaction, initiated in July 2023, included the issuance of Series A-1 Notes and subsequent Series B-1 Notes, with the possibility of additional notes being issued during a specified period. The company has secured stockholder approval for previous note issuances and seeks further approval due to an increase in the aggregate principal amount of notes available for purchase. The company has also entered into security agreements to secure obligations under the notes, including a Third Supplemental Indenture and an Amended Pledge Agreement. The board of directors has recommended stockholders vote in favor of both proposals.