Workhorse Group Inc. Secures New Financing Agreement

TL;DR

Workhorse just signed a new financing deal, locking in funds for operations.

AI Summary

On May 29, 2024, Workhorse Group Inc. entered into a Material Definitive Agreement, specifically a financing agreement. This agreement creates a direct financial obligation for the company, impacting its balance sheet. The filing also includes financial statements and exhibits related to this event.

Why It Matters

This new financing agreement is crucial for Workhorse Group Inc. as it provides the company with necessary capital, potentially impacting its operational capabilities and future growth prospects.

Risk Assessment

Risk Level: medium — Financing agreements can introduce new financial obligations and may be subject to specific covenants that could impact the company's flexibility.

Key Players & Entities

• Workhorse Group Inc. (company) — Registrant
• May 29, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — nge on which registered Common Stock, $0.001 par value per share WKHS The Nasdaq
• $139,000,000 — up to an aggregate principal amount of $139,000,000 (the "Notes") that will be convertible
• $7,000,000 — ote in the original principal amount of $7,000,000 (the "Second Additional Note") and (ii)
• $15,285,714 — aggregate original principal amount of $15,285,714 (the "Prior Notes") and (ii) Warrants t
• $3,548,137.20 — Purchase Agreement. As of May 28, 2024, $3,548,137.20 aggregate principal amount remains outs
• $116,714,286 — ntemplates additional closings of up to $116,714,286 in aggregate principal amount of additi
• $6,125,000 — l issue discount of 12.5%, resulting in $6,125,000 of proceeds to the Company before fees
• $0.1367 — conversion price equal to the lower of $0.1367 (the "Reference Price") or (b) the grea
• $0.0421 — rence Price") or (b) the greater of (x) $0.0421 (the "Floor Price") and (y) 87.5% of th
• $1,500,000 — cal quarter in the amount of either (i) $1,500,000 if the sale leaseback transaction of Co
• $4,000,000 — ack") has not been consummated and (ii) $4,000,000 if the Sale Leaseback has been consumma
• $0.2944 — under the Second Additional Warrant is $0.2944. Like the Prior Warrants, the Second Ad

Filing Documents

• ea0206943-8k_workhorse.htm (8-K) — 42KB
• ea020694301ex10-1_workhorse.htm (EX-10.1) — 79KB
• 0001213900-24-047250.txt ( ) — 312KB
• wkhs-20240529.xsd (EX-101.SCH) — 3KB
• wkhs-20240529_lab.xml (EX-101.LAB) — 33KB
• wkhs-20240529_pre.xml (EX-101.PRE) — 22KB
• ea0206943-8k_workhorse_htm.xml (XML) — 4KB

01

Item 1.01. Entry into a Material Definitive Agreement. Securities Purchase Agreement As previously disclosed, on March 15, 2024, Workhorse Group Inc. (the "Company") entered into a securities purchase agreement (the "Securities Purchase Agreement") with an institutional investor (the "Investor") under which the Company agreed to issue and sell, in one or more registered public offerings by the Company directly to the Investor, (i) senior secured convertible notes for up to an aggregate principal amount of $139,000,000 (the "Notes") that will be convertible into shares of the Company's common stock, par value of $0.001 per share (the "Common Stock") and (ii) warrants (the "Warrants") to purchase shares of Common Stock in multiple tranches over a period beginning on March 15, 2024. Pursuant to the Securities Purchase Agreement, on May 29, 2024, the Company issued and sold to the Investor a (i) Note in the original principal amount of $7,000,000 (the "Second Additional Note") and (ii) Warrant to purchase up to 40,965,618 shares of Common Stock (the "Second Additional Warrant"). Refer to the Company's Current Report on Form 8-K filed on March 15, 2024 for additional information related to the Securities Purchase Agreement, the Notes, and the Warrants. The Second Additional Note was issued pursuant to the Company's Indenture between the Company and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"), dated December 27, 2023 (the "Base Indenture"), and a Fourth Supplemental Indenture, dated May 29, 2024, entered into between the Company and the Trustee (together with the Base Indenture, the "Indenture"). As previously disclosed, the Company has issued and sold to the Investor (i) Notes in aggregate original principal amount of $15,285,714 (the "Prior Notes") and (ii) Warrants to purchase up to 68,778,343 shares of Common Stock (the "Prior Warrants") pursuant to the Securities Purchase Agreement. As of May 28, 2024, $3,548,137.20 aggregate princ

Forward-Looking Statements

Forward-Looking Statements Certain materially from the Company's expectations. Additional factors that could cause actual results to differ materially from those stated or implied by the Company's forward-looking statements are disclosed in the Company's reports filed with the Securities and Exchange Commission.

01. Exhibits

Item 9.01. Exhibits. Exhibit No. Description 10.1 Fourth Supplemental Indenture. 104 Cover page from this Current Report on Form 8-K, formatted as Inline XBRL. 2

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. WORKHORSE GROUP INC. Date: May 29, 2024 By: /s/ James D. Harrington Name: James D. Harrington Title: General Counsel, Chief Compliance Officer and Secretary 3

View Full Filing

View this 8-K filing on SEC EDGAR