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Lucid Group | 8-K: Entry into Subscription Agreements

SEC announcement ·  Mar 25 08:13
Summary by Moomoo AI
On March 24, 2024, Lucid Group, Inc., an electric vehicle manufacturer, entered into a significant financial agreement with Ayar Third Investment Company, an affiliate of Saudi Arabia's Public Investment Fund and Lucid's majority shareholder. Under the terms of the subscription agreement, Ayar will purchase 100,000 shares of Lucid's Series A Convertible Preferred Stock for $1 billion in a private placement. The transaction is expected to close within 10 business days, subject to standard closing conditions. The preferred stock will be convertible into approximately 278.15 million shares of Lucid's common stock, representing about 12% of the company's issued and outstanding common stock, at an initial conversion price of $3.5952 per share. The agreement also includes transfer restrictions on Ayar for 12 months post-closing and...Show More
On March 24, 2024, Lucid Group, Inc., an electric vehicle manufacturer, entered into a significant financial agreement with Ayar Third Investment Company, an affiliate of Saudi Arabia's Public Investment Fund and Lucid's majority shareholder. Under the terms of the subscription agreement, Ayar will purchase 100,000 shares of Lucid's Series A Convertible Preferred Stock for $1 billion in a private placement. The transaction is expected to close within 10 business days, subject to standard closing conditions. The preferred stock will be convertible into approximately 278.15 million shares of Lucid's common stock, representing about 12% of the company's issued and outstanding common stock, at an initial conversion price of $3.5952 per share. The agreement also includes transfer restrictions on Ayar for 12 months post-closing and amends the existing Investor Rights Agreement to grant Ayar registration rights. The Convertible Preferred Stock will rank senior to common stock regarding dividends and liquidation preference, with dividends accruing at 9% per annum. Additionally, the agreement outlines conditions for mandatory conversion, optional redemption by the company, and provisions in the event of a fundamental change. The sale of the Convertible Preferred Stock and the issuance of common stock upon conversion will be exempt from registration under the Securities Act.

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