Mullen Automotive Files 8-K on Financial Obligations & Equity Sales

TL;DR

MULN filed an 8-K: new debt, sold more stock, shareholder vote coming up.

AI Summary

Mullen Automotive Inc. filed an 8-K on July 12, 2024, reporting on events that occurred on July 9, 2024. The filing indicates the creation of a direct financial obligation, unregistered sales of equity securities, and submission of matters to a vote of security holders.

Why It Matters

This filing signals potential new debt or financial commitments and the issuance of new shares, which could impact the company's financial structure and stock dilution.

Risk Assessment

Risk Level: medium — The filing involves financial obligations and unregistered equity sales, which can introduce financial risk and potential dilution for existing shareholders.

Key Players & Entities

• MULLEN AUTOMOTIVE INC. (company) — Filer
• 0001499961 (company) — Central Index Key
• July 9, 2024 (date) — Earliest event date
• July 12, 2024 (date) — Filing date

FAQ

Key Financial Figures

• $0.001 M — ch registered Common Stock, par value $0.001 MULN The Nasdaq Stock Market, LLC (Nasd
• $0.001 — f the Company's common stock, par value $0.001 per share (the " Common Stock ") in the
• $10.5 million — e initial aggregate principal amount of $10.5 million (or $10 million including the 5% origin
• $10 million — e principal amount of $10.5 million (or $10 million including the 5% original issue discoun
• $3,157,894.74 — e initial aggregate principal amount of $3,157,894.74 (or $3.0 million including the 5% origi
• $3.0 million — e principal amount of $3,157,894.74 (or $3.0 million including the 5% original issue discoun

Filing Documents

• mullenautomotive_8k.htm (8-K) — 57KB
• 0001829126-24-004763.txt ( ) — 272KB
• muln-20240709.xsd (EX-101.SCH) — 4KB
• muln-20240709_def.xml (EX-101.DEF) — 26KB
• muln-20240709_lab.xml (EX-101.LAB) — 36KB
• muln-20240709_pre.xml (EX-101.PRE) — 25KB
• mullenautomotive_8k_htm.xml (XML) — 5KB

03 Creation

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. On July 9, 2024, pursuant to the terms of the securities purchase agreement dated May 14, 2024 between Mullen Automotive Inc. (the " Company ") and certain investors (the " Securities Purchase Agreement "), which was previously disclosed in the Company's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (the " SEC ") on May 14, 2024 (the " Form 10-Q "), the investors purchased an additional 5% Original Issue Discount Senior Secured Notes that are convertible into shares of the Company's common stock, par value $0.001 per share (the " Common Stock ") in the initial aggregate principal amount of $10.5 million (or $10 million including the 5% original issue discount) (the " Notes ") and also received five-year warrants exercisable for an aggregate of 3,834,726 shares of Common Stock (the " Warrants "). The Notes and Warrants have the same terms and conditions as the previously issued notes and warrants as described in the Form 10-Q. On July 9, 2024, pursuant to the terms of the Settlement Agreement and Release dated May 31, 2024 between the Company and Ault Lending, LLC (the " Preferred Investor ") as previously disclosed in the Company Current Report on Form 8-K filed with the SEC on June 6, 2024, the Company issued to the Preferred Investor a 5% Original Issue Discount Senior Secured Notes in the initial aggregate principal amount of $3,157,894.74 (or $3.0 million including the 5% original issue discount), and five-year warrants exercisable for an aggregate of 1,150,416 shares of Common Stock, in exchange for 76,923 shares of the Company's Series E Preferred Stock, par value $0.001 per share, held by the Preferred Investor. Such notes and warrants were issued to the Preferred Investor pursuant to the Securities Purchase Agreement and have the same terms and conditions of the Notes and Warrants, as further descr

02 Unregistered

Item 3.02 Unregistered Sales of Equity Securities. The disclosure required by this Item is included in Item 2.03 of this Current Report on Form 8-K and is incorporated herein by reference. The Notes and Warrants issued to the investors pursuant to the Securities Purchase Agreement, and upon conversion or exercise, as applicable, the shares of Common Stock will be issued pursuant to the exemption from registration for transactions by an issuer not involving any public offering under Section 4(a)(2) of the Securities Act of 1933, as amended (the " Securities Act "). The Notes and Warrants issued to the Preferred Investor were issued pursuant to the exemption contained in Section 3(a)(9) of the Securities Act, which applies to transactions in which a security is exchanged by an issuer with its existing security holders exclusively where no commission or other remuneration is paid or given directly or indirectly for soliciting such exchange. From June 10 through July 8, 2024, the Company issued an aggregate of 837,600 additional shares of Common Stock, pursuant to the terms of the Settlement Agreement and Stipulation with Silverback Capital Corporation (" SCC "), dated May 13, 2024 approved by a court order on May 29, 2024 (the " Settlement Agreement "). Further information about the Settlement Agreement and related court order were previously reported in the Company's Current Report on Form 8-K, filed with the SEC on June 6, 2024. The issuance of Common Stock to SCC pursuant to the terms of the Settlement Agreement approved by the court order is exempt from the registration requirements of the Securities Act pursuant to Section 3(a)(10) thereof, as an issuance of securities in exchange for bona fide outstanding claims, where the terms and conditions of such issuance are approved by a court after a hearing upon the fairness of such terms and conditions at which all persons to whom it is proposed to issue securities in such exchange shall have the right to appear.

07. Submission

Item 5.07. Submission of Matters to a Vote of Security Holders. The Company held a special meeting of stockholders on July 9, 2024 (the " Special Meeting "). As of June 3, 2024, the record date for the Special Meeting (the " Record Date "), there were issued and outstanding 15,583,380 shares of Common Stock, 648 shares of series A preferred stock, par value $0.001 per share (" Series A Preferred Stock "), 458 shares of series C preferred stock, par value $0.001 per share (" Series C Preferred Stock ") and 76,923 shares of series E preferred stock, par value $0.001 per share (" Series E Preferred Stock "), entitled to vote at the Special Meeting. There are no shares of series B preferred Stock outstanding and the shares of series D preferred stock were not entitled to vote on the matters at the Special Meeting. Holders of Series A Preferred Stock are entitled to 1,000 votes for each share of Series A Preferred Stock, which represents 648,000 votes. Holders of Series C Preferred Stock are entitled to one vote for each share of Common Stock into which such Series C Preferred Stock may be converted, which was one share. Holders of Series E Preferred Stock are entitled to 10 votes for each share of Common Stock into which such Series E Preferred Stock may be converted, which represents 769,230 votes. A total of 5,257,706 shares of capital stock entitled to vote at the Special Meeting, representing 6,532,430 votes, were present, in person or by proxy, at the Special Meeting, constituting a quorum pursuant to the Company's Amended and Restated Bylaws. A description of each matter voted upon at the Special Meeting is described in detail in the proxy statement as supplemented, filed with the SEC on June 10, 2024 and July 2, 2024, respectively (the " Proxy Statement "). The final votes on the proposals presented at the Special Meeting are set forth below. Proposal 1 : Approval, for purposes of complying with Nasdaq Listing Rule 5635(d), of the issuance of shares of Common

SIGNATURES

SIGNATURES 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. MULLEN AUTOMOTIVE INC. Date: July 12, 2024 By: /s/ David Michery David Michery Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR