Core Viewpoint - Lucid Group, Inc. plans to offer 100 million, aimed at qualified institutional buyers [1][2]. Group 1: Notes Offering - The notes will be senior, unsecured obligations, maturing on April 1, 2030, with interest payable semi-annually [2]. - Noteholders can convert their notes under specific conditions, with settlement options including cash, shares of Class A common stock, or a combination [2]. - The notes are redeemable at Lucid's option starting April 6, 2028, under certain conditions related to stock price and liquidity [2]. Group 2: Use of Proceeds - Net proceeds from the offering will be used to repurchase a portion of outstanding 1.25% Convertible Senior Notes due 2026 and cover costs related to capped call transactions [3]. - Remaining proceeds will be allocated for general corporate purposes [3]. Group 3: Capped Call Transactions - Lucid plans to enter capped call transactions to mitigate potential dilution from the notes' conversion [4]. - These transactions will adjust for anti-dilution and may offset cash payments required upon conversion [4]. Group 4: Repurchase of 2026 Notes - Concurrently with the offering, Lucid intends to negotiate cash repurchases of a portion of its 2026 notes with existing holders [5]. Group 5: Prepaid Forward Transaction - Ayar Third Investment Company, a subsidiary of the Public Investment Fund of Saudi Arabia, will engage in a prepaid forward transaction to purchase Lucid's common stock, with delivery expected around the notes' maturity date [6]. - This transaction aims to facilitate derivative transactions related to Lucid's common stock, potentially impacting its market price [7]. Group 6: Company Overview - Lucid Group is a technology company focused on producing advanced electric vehicles (EVs), including the award-winning Lucid Air and the new Lucid Gravity, known for their performance and energy efficiency [10].
Lucid Group, Inc. Announces Proposed Convertible Senior Notes Offering