Mullen Automotive Files S-1 Registration

TL;DR

Mullen Automotive just filed an S-1, looks like they're raising more cash.

AI Summary

Mullen Automotive Inc. filed an S-1 registration statement on July 26, 2024, to register an unspecified number of securities. The company, formerly known as Net Element, Inc., is based in Brea, California, and is involved in the automotive industry. David Michery serves as President, CEO, and Chairman.

Why It Matters

This S-1 filing indicates Mullen Automotive is preparing to offer new securities, which could impact its capital structure and stock price.

Risk Assessment

Risk Level: high — S-1 filings often precede stock offerings, which can dilute existing shareholders and are common for companies seeking significant capital, suggesting potential financial challenges or aggressive growth plans.

Key Numbers

• 333-281063 — SEC File Number (Identifies the specific SEC registration)
• 90-1025599 — IRS Employer Identification Number (Company's tax identification number)

Key Players & Entities

• MULLEN AUTOMOTIVE INC. (company) — Registrant
• 0001829126-24-005041 (dollar_amount) — Accession Number
• 20240726 (dollar_amount) — Filing Date
• Net Element, Inc. (company) — Former Company Name
• David Michery (person) — President, CEO and Chairman
• 1405 Pioneer Street, Brea, California 92821 (dollar_amount) — Principal Executive Offices Address
• 7146131900 (dollar_amount) — Business Phone Number

FAQ

Key Financial Figures

• $0.001 — ”) of our common stock, par value $0.001 per share (“ Common Stock ”
• $1.20 — Stock on The Nasdaq Capital Market was $1.20 per share. We are a “smaller rep
• $3.5 million — purchased the assets of Romeo Power for $3.5 million. This included battery production lines
• $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)
• $3.2 m — n initial aggregate principal amount of $3.2 million, or $3.0 million including the 5%
• $3.0 million — te principal amount of $3.2 million, or $3.0 million including the 5% original issue discoun
• $10.5 m — l initial aggregate principal amount of $10.5 million, or $10.0 million including the 5
• $10.0 million — e principal amount of $10.5 million, or $10.0 million including the 5% original issue discoun
• $29.0 m — l initial aggregate principal amount of $29.0 million, or $27.5 million including the 5
• $27.5 million — e principal amount of $29.0 million, or $27.5 million including the 5% original issue discoun

Filing Documents

• mullenautomotive_s1.htm (S-1) — 653KB
• mullenautomotive_ex5-1.htm (EX-5.1) — 15KB
• mullenautomotive_ex23-1.htm (EX-23.1) — 4KB
• mullenautomotive_ex23-2.htm (EX-23.2) — 3KB
• mullenautomotive_ex107.htm (EX-FILING FEES) — 25KB
• img_001.jpg (GRAPHIC) — 10KB
• ex5-1_001.jpg (GRAPHIC) — 27KB
• ex5-1_002.jpg (GRAPHIC) — 67KB
• ex5-1_003.jpg (GRAPHIC) — 2KB
• ex23-1_001.jpg (GRAPHIC) — 8KB
• 0001829126-24-005041.txt ( ) — 860KB

USE OF PROCEEDS

USE OF PROCEEDS 8 PRIVATE PLACEMENT OF NOTES AND WARRANTS 9 SELLING STOCKHOLDERS 14

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 16 PLAN OF DISTRIBUTION 27 LEGAL MATTERS 29 EXPERTS 29 WHERE YOU CAN FIND MORE INFORMATION 29 INFORMATION INCORPORATED BY REFERENCE 30 i Table of Contents ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the U.S. Securities and Exchange Commission (the “ SEC ”). Under this registration process, the Selling Stockholders may, from time to time, sell the securities offered by them described in this prospectus. We will not receive any proceeds from the sale by the Selling Stockholders of the securities offered by them described in this prospectus, other than any proceeds from any cash exercise of the Warrants. We may also file a prospectus supplement or post-effective amendment to the registration relating to this offering. The prospectus supplement or post-effective amendment may also add, update or change information contained in this prospectus. If there is any inconsistency between the information in this prospectus and the applicable prospectus supplement or post-effective amendment, you should rely on the prospectus supplement or post-effective amendment, as applicable. Before purchasing any securities, you should carefully read this prospectus, any post-effective amendment, and any applicable prospectus supplement, together with the additional information described under the headings “ Where You Can Find More Information ” and “ Information Incorporated By Reference .” Neither we nor the Selling Stockholders have authorized anyone to provide you with any information or to make any representations other than those contained, or incorporated by reference, in this prospectus, any post-effective amendment, or any applicable prospectus supplement prepared by or on behalf of us or to which we have referred you. We and the Selling Stockhol

forward-looking statements, which involve risks and uncertainties. These forward-looking

forward-looking statements, which involve risks and uncertainties. These forward-looking the terms “believe,” “estimate,” “project,” “anticipate,” “expect,” “seek,” “predict,” “continue,” “possible,” “intend,” “may,” “might,” “will,” “could,” would” or “should” or, in each case, their negative, or other variations or comparable terminology. These

forward-looking statements include all matters that are not historical facts. They

forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this prospectus and the documents incorporated by reference in this prospectus, and include statements regarding our intentions, beliefs or current expectations concerning, among other things, development, manufacturing and sales of our vehicles, our operations, prospects, strategies, and the industry in which we operate. We derive many of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, we caution that it is very difficult to predict the impact of known factors, and, of course, it is impossible for us to anticipate all factors that could affect our actual results. Forward-looking statements should not be read as a guarantee of future performance or results and may not be accurate indications of when such performance or results will be achieved. In light of these risks and uncertainties, the forward-looking events and circumstances discussed in this prospectus may not occur and actual results could differ materially from those anticipated or implied in the forward-looking statements. Forward-looking statements contained in this prospectus represent our judgment as of the date of this prospectus. You should not put undue reliance on any forward-looking actual results, changes in assumptions or changes in other factors affecting forward-looking information, except to the extent required by applicable laws. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cau

forward-looking statements are based upon information available to us on the date

forward-looking statements are based upon information available to us on the date of this prospectus. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. We caution you that forward-looking statements are not guarantees of future performance and that our actual results of operations, financial condition, business and prospects may differ materially from those made in or suggested by the forward-looking financial condition, business and prospects are consistent with the forward-looking may not be indicative of results in subsequent periods.

Forward-looking statements necessarily involve risks and uncertainties, and our actual

Forward-looking statements necessarily involve risks and uncertainties, and our actual results could differ materially from those anticipated in the forward-looking statements due to several factors, including those set forth under the heading “ Risk Factors ” in our most recent Annual Report on Form 10-K filed with the SEC, as such risk factors may be amended, supplemented, or superseded from time to time by other reports we file with the SEC, including subsequent Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, and the risk factors described under the caption “ Risk Factors ” in any applicable prospectus supplement. See “ Where You Can Find More Information ” and “ Information Incorporated by Reference .” The factors set forth below under “ Risk Factors ” and other cautionary statements made in this prospectus should be read and understood as being applicable to all related forward-looking statements wherever they appear in this prospectus. You should read this prospectus, the documents incorporated by reference in this prospectus, and the documents that we reference in this prospectus and have filed as exhibits to the registration statement of which this prospectus is a part completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary iii Table of Contents PROSPECTUS SUMMARY The following summary highlights information contained elsewhere in this prospectus and in documents incorporated by reference. This summary is not complete and may not contain all the information you should consider before investing in our securities. You should read this entire prospectus and the documents incorporated by reference in this prospectus carefully, especially the risks of investing in our securities discussed under the heading “Risk Factors,” and our

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View this S-1 filing on SEC EDGAR