Lordstown Motors Files 8-K: Bankruptcy, Director Changes, Exhibits

TL;DR

LMC is in bankruptcy, directors are out, new ones in, and they filed financials. Big changes.

AI Summary

Lordstown Motors Corp. filed an 8-K on March 5, 2024, reporting a bankruptcy or receivership event. The filing also details the departure of directors or certain officers, the election of new directors, and updates on compensatory arrangements for officers. Additionally, it includes financial statements and exhibits.

Why It Matters

This filing indicates significant corporate events for Lordstown Motors, including potential bankruptcy proceedings and changes in its board and executive compensation, which could impact its operational status and investor outlook.

Risk Assessment

Risk Level: high — The explicit mention of bankruptcy or receivership is a critical indicator of severe financial distress and high risk for the company.

Key Players & Entities

• Lordstown Motors Corp. (company) — Registrant
• DiamondPeak Holdings Corp. (company) — Former company name

FAQ

Key Financial Figures

• $0.0001 — tered Class A common stock, par value $0.0001 per share RIDEQ * Indicate by che
• $3 million — neral unsecured creditors, inclusive of $3 million the Company would be required to pay in
• $45 m — initial amount of the Claims Reserve is $45 million, as agreed upon by the official c
• $5 million — t to change and could increase by up to $5 million. The Claims Reserve could also be adjus
• $7 million — f (a) 25% of such net proceeds, and (b) $7 million. Pursuant to the Plan, the Confirmation
• $5 m — unt of Foxconn's Preferred Stock, up to $5 million, to be paid into a reserve for th
• $993.2 million — s of December 31, 2023, the Company had $993.2 million and $880.3 million of federal and state
• $880.3 million — 023, the Company had $993.2 million and $880.3 million of federal and state and local NOLs, re
• $87.1 million — assets and liabilities of approximately $87.1 million and $43.1 million, respectively. This f
• $43.1 m — ties of approximately $87.1 million and $43.1 million, respectively. This financial inf

Filing Documents

• tm248190d1_8k.htm (8-K) — 76KB
• tm248190d1_ex2-1.htm (EX-2.1) — 559KB
• tm248190d1_ex99-1.htm (EX-99.1) — 222KB
• tm248190d1_ex99-1sp2img001.jpg (GRAPHIC) — 8KB
• tm248190d1_ex99-1sp2img002.jpg (GRAPHIC) — 17KB
• 0001104659-24-031706.txt ( ) — 1230KB
• ride-20240305.xsd (EX-101.SCH) — 3KB
• ride-20240305_lab.xml (EX-101.LAB) — 33KB
• ride-20240305_pre.xml (EX-101.PRE) — 22KB
• tm248190d1_8k_htm.xml (XML) — 3KB

03

Item 1.03 Bankruptcy or Receivership. As previously disclosed, on June 27, 2023 (the "Petition Date"), Lordstown Motors Corp., a Delaware corporation (the "Company"), and its subsidiaries (collectively, the "Debtors"), commenced voluntary proceedings under chapter 11 ("Chapter 11") of the U.S. Bankruptcy Code (the "Bankruptcy Code") in the U.S. Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). The Chapter 11 proceedings are being jointly administered under the caption In re: Lordstown Motors Corp., et al. , Cases No. 23-10831 through 23-10833 (the "Chapter 11 Cases"). Following a hearing (the "Confirmation Hearing") on March 5, 2024, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the Third Modified First Amended Joint Chapter 11 Plan of Lordstown Motors Corp. and Its Affiliated Debtors (as may be further modified, amended, or supplemented, the "Plan"). By entry of the Confirmation Order, the Bankruptcy Court has, among other things, authorized the Debtors (referred to as the "Post-Effective Date Debtors" from and after the Effective Date (defined below)) to effectuate the Plan, subject to satisfaction or waiver of the conditions precedent to the occurrence of effective date of the Plan set forth therein (the "Effective Date"). The terms of the Plan are consistent with those described with respect to the "Proposed Plan" in the Company's Annual Report on Form 10-K filed on February 29, 2024 (the "Form 10-K") and summarized below. This summary is qualified in its entirety by reference to the full text of the Confirmation Order and the Plan, which are attached hereto as Exhibits 2.1 and 99.1, respectively, and incorporated in this Item 1.03 by reference. Capitalized terms used but not otherwise defined in this Current Report on Form 8-K have the meanings given to them in the Plan. Following the entry of the Confirmation Order, the Debtors intend to seek to have all conditions to effectiveness satisfied or waived in

02

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The information set forth above in Item 1.03 under the heading " Company Name; Corporate Governance " is incorporated herein by reference. Each of the Company's current directors (Daniel A. Ninivaggi, Joseph B. Anderson, Jr., Keith Feldman, David T. Hamamoto, Edward T. Hightower, Jane Reiss, Laura J. Soave, Dale Spencer, and Angela Strand), will cease to be directors of the Company on the Effective Date. In addition, the employment of the Company's remaining executive officers, Messrs. Ninivaggi, Hightower and Kroll, is expected to terminate as of the Effective Date and each is expected to enter into a severance agreement with the Company on the terms previously approved by the board of directors and the Bankruptcy Court to settle any obligations with respect to such termination under their respective employment agreements. Additional detail regarding each of the proposed members of the New Board and the new Chief Executive Officer and President to be appointed by the New Board, as identified to the Company by the Equity Committee as of the date hereof, is provided in the Form 10-K. Cautionary Note Regarding Trading in the Company's Class A Common Stock The Company's stockholders are cautioned that trading in shares of the Company's Class A common stock during the pendency of the Chapter 11 Cases and after the Effective Date remains highly speculative and will pose substantial risks. Trading prices for the Company's Class A common stock may bear little or no relation to actual value, if any, remaining for holders thereof following the Chapter 11 Cases and the trading market (if any) may be very limited. In addition, the Plan includes the NOL Trading Restrictions, which are designed to enable the Company to optimize its tax attributes following the Effective Date and generally restrict transactions invol

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View this 8-K filing on SEC EDGAR