Workhorse Group Inc. Enters Material Definitive Agreement

TL;DR

Workhorse just signed a big deal, details to come.

AI Summary

Workhorse Group Inc. entered into a material definitive agreement on November 27, 2024, related to a direct financial obligation. The filing details the creation of this obligation under an off-balance sheet arrangement. Specific details of the agreement, including dollar amounts and parties involved, are not fully disclosed in the provided text but are indicated as material.

Why It Matters

This filing indicates a significant financial commitment or arrangement for Workhorse Group Inc., which could impact its financial stability and future operations.

Risk Assessment

Risk Level: medium — The creation of a new financial obligation or off-balance sheet arrangement can introduce financial risks if not managed properly.

Key Players & Entities

• Workhorse Group Inc. (company) — Registrant
• November 27, 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
• $2,000,000 — ote in the original principal amount of $2,000,000 (the "Seventh Additional Note"). The In
• $33,485,714 — aggregate original principal amount of $33,485,714 (the "Prior Notes") and (ii) Warrants t
• $5,850,000 — une 17, 2024). As of November 26, 2024, $5,850,000 aggregate principal amount remained out
• $103,514,286 — ntemplates additional closings of up to $103,514,286 in aggregate principal amount of additi
• $1,750,000 — l issue discount of 12.5%, resulting in $1,750,000 of proceeds to the Company before fees
• $0.5983 — conversion price equal to the lower of $0.5983 (the "Reference Price") or (b) the grea
• $0.2132 — rence Price") or (b) the greater of (x) $0.2132 (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
• $16.0 m — the aggregate principal amount of up to $16.0 million, of which $12.8 million remains f
• $12.8 million — amount of up to $16.0 million, of which $12.8 million remains following the issuance of the S
• $5 million — ent to permit the Company to sell up to $5 million in shares of Common Stock pursuant to a

Filing Documents

• ea0222618-8k_workhouse.htm (8-K) — 40KB
• ea022261801ex10-1_workhouse.htm (EX-10.1) — 78KB
• 0001213900-24-103459.txt ( ) — 309KB
• wkhs-20241127.xsd (EX-101.SCH) — 3KB
• wkhs-20241127_lab.xml (EX-101.LAB) — 33KB
• wkhs-20241127_pre.xml (EX-101.PRE) — 22KB
• ea0222618-8k_workhouse_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 November 27, 2024 (the "Closing Date"), the Company issued and sold to the Investor a Note in the original principal amount of $2,000,000 (the "Seventh Additional Note"). The Investor has waived its right to receive Warrants in connection with the issuance of the Seventh Additional Note. 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 Seventh 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 Ninth Supplemental Indenture, dated November 27, 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 $33,485,714 (the "Prior Notes") and (ii) Warrants to purchase up to 15,640,900 shares of Common Stock (the "Prior Warrants") pursuant to the Securities Purchase Agreement (follow

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 Ninth Supplemental Indenture. 104 Cover page from this Current Report on Form 8-K, formatted as Inline XBRL. 3

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: November 27, 2024 By: /s/ James D. Harrington Name: James D. Harrington Title: General Counsel, Chief Compliance Officer and Secretary 4

View Full Filing

View this 8-K filing on SEC EDGAR