Mullen Automotive Files Definitive Proxy Statement
Ticker: BINI · Form: DEF 14A · Filed: Jun 10, 2024 · CIK: 1499961
Sentiment: neutral
Topics: proxy-statement, annual-meeting, governance
TL;DR
Mullen Auto ( Mullen) filed its proxy statement for the July 9th meeting. Vote your shares!
AI Summary
Mullen Automotive Inc. filed its definitive proxy statement (DEF 14A) on June 10, 2024, for its annual meeting on July 9, 2024. The company, previously known as Net Element, Inc., is seeking shareholder approval for matters related to its corporate governance and operations. The filing indicates no fee was required for this submission.
Why It Matters
This filing provides shareholders with crucial information regarding upcoming votes at the annual meeting, impacting the company's future direction and governance.
Risk Assessment
Risk Level: medium — DEF 14A filings are routine, but Mullen Automotive has a history of volatility and significant operational challenges, making its proxy matters potentially more impactful.
Key Numbers
- 0001829126-24-004051 — Accession Number (Unique identifier for the SEC filing)
- 001-34887 — SEC File Number (Mullen Automotive's SEC file number)
Key Players & Entities
- MULLEN AUTOMOTIVE INC. (company) — Registrant
- Net Element, Inc. (company) — Former company name
- 20240610 (date) — Filing date
- 20240709 (date) — Meeting date
FAQ
What is the purpose of this DEF 14A filing?
This filing is a definitive proxy statement filed by Mullen Automotive Inc. to provide shareholders with information regarding matters to be voted on at their annual meeting.
When is the Mullen Automotive annual meeting scheduled?
The annual meeting is scheduled for July 9, 2024.
What was Mullen Automotive's former name?
Mullen Automotive Inc. was formerly known as Net Element, Inc. and Net Element International, Inc.
Was there a fee required for this filing?
No, the filing indicates that no fee was required for this submission.
What is the company's primary business classification?
Mullen Automotive Inc. is classified under Standard Industrial Classification 3711, which is MOTOR VEHICLES & PASSENGER CAR BODIES.
Filing Stats: 4,819 words · 19 min read · ~16 pages · Grade level 17 · Accepted 2024-06-10 17:15:17
Key Financial Figures
- $0.001 — f record of our common stock, par value $0.001 per share (“ Common Stock ”
- $52.6 million — rchase an aggregate principal amount of $52.6 million of 5% Original Issue Discount Senior Se
- $13.2 m — n initial aggregate principal amount of $13.2 million, or $12.5 million including the 5
- $12.5 million — e principal amount of $13.2 million, or $12.5 million including the 5% original issue discoun
- $39.5 m — chase an additional principal amount of $39.5 million, or $37.5 million including the 5
- $37.5 million — l principal amount of $39.5 million, or $37.5 million including the 5% original issue discoun
- $3 million — ock has average daily trading volume of $3 million in the previous 10 trading days, (iii)
- $5 — ote Shares ”) at the lower of (i) $5.49, (ii) 95% of the closing sale price
- $1.16 — conversion price will not be less than $1.16 per share. Upon any event of default,
- $300,000 — ns) in an aggregate amount in excess of $300,000, subject to any cure or grace period pr
Filing Documents
- mullenautomotive_def14a.htm (DEF 14A) — 213KB
- proxy_001.jpg (GRAPHIC) — 196KB
- proxy_002.jpg (GRAPHIC) — 141KB
- 0001829126-24-004051.txt ( ) — 659KB
From the Filing
DEF 14A 1 mullenautomotive_def14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under §240.14a-12 MULLEN AUTOMOTIVE INC. (Name of registrant as specified in its charter) N/A (Name of person(s) filing proxy statement, if other than the registrant) Payment of Filing Fee (Check the appropriate box): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11. MULLEN AUTOMOTIVE INC. 1405 Pioneer Street Brea, California 92821 NOTICE OF SPECIAL MEETING OF STOCKHOLDERS To Be Held on July 9, 2024 9:30 A.M. (Pacific Time) To Our Stockholders: You are cordially invited to attend the Special Meeting of Stockholders (the “ Special Meeting ”) of MULLEN AUTOMOTIVE INC. (“ Mullen ,” “ we ,” “ our ,” “ us ,” or the “ Company ”), a Delaware corporation, to be held on July 9, 2024 at 9:30 a.m. Pacific Time, in a virtual meeting format. You will be able to attend the meeting and vote online during the Special Meeting by accessing www.virtualshareholdermeeting.com/MULN2024SM and follow the instructions provided to you with these proxy materials. The Special Meeting of stockholders is being held for the following purposes: (1) Proposal 1 — To approve, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of shares of common stock pursuant to senior secured convertible notes and related warrants, and any future adjustments of the conversion price of the notes and exercise price of the warrants, purchased pursuant to the Securities Purchase Agreement, in excess of the 19.99% share cap contained therein; (2) Proposal 2 — To approve, for purposes of complying with Nasdaq Listing Rule 5635(d), the potential issuance and sale of shares of common stock pursuant to a Common Stock Purchase Agreement with an equity line investor in excess of the 19.99% share cap contained therein; and (3) Proposal 3 — To approve the adjournment of the Special Meeting from time to time, to a later date or dates, if necessary or appropriate, under certain circumstances, including for the purpose of soliciting additional proxies in favor of the foregoing proposal, in the event the Company does not receive the requisite stockholder vote to approve such proposal or establish a quorum. The Board of Directors has fixed the close of business on June 3, 2024 as the record date for the Special Meeting and only holders of shares of record at that time will be entitled to vote and participate at the Special Meeting and any postponements, adjournments or continuations thereof. A list of stockholders will be available at our offices at 1405 Pioneer Street, Brea, CA 92821 for a period of at least 10 days prior to the Special Meeting. Important Notice Regarding the Availability of Proxy Materials for the Special Stockholder Meeting to Be Held on July 9, 2024: The Special Meeting Proxy Statement is available at www.proxyvote.com You are cordially invited to attend the Special Meeting. However, if you do not expect to attend or if you plan to attend but desire the proxy holders to vote your shares, please promptly date and sign your proxy card and return it in the enclosed postage paid envelope or you may also instruct the voting of your shares over the Internet or by telephone by following the instructions on your proxy card. Voting by written proxy, over the Internet, or by telephone will not affect your right to vote in person in the event you find it convenient to attend. By order of the Board of Directors /s/ David Michery David Michery Chief Executive Officer Date: June 10, 2024 MULLEN AUTOMOTIVE INC. 1405 PIONEER STREET BREA, CALIFORNIA 92821 PROXY STATEMENT FOR SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON July 9, 2024 AT 9:30 A.M. (PACIFIC TIME) Date, Time and Place of the Special Meeting This proxy statement is being furnished by Mullen Automotive Inc., a Delaware corporation (the “ Company, ” “ Mullen ” or “ We ”), in connection with the special meeting (the “Special Meeting” ) of stockholders to be held on July 9, 2024, at 9:30 a.m. (Pacific Time) in a virtual meeting format at www.virtualshareholdermeeting.com/MULN2024SM . We anticipate that this proxy statement, the Notice of Special Meeting of Stockholders and form of proxy card will be mailed to our stockholders commencing on o