Lucid Group, Inc. Prices $875,000,000 Convertible Senior Notes Offering

Core Viewpoint - Lucid Group, Inc. has announced the pricing of an offering of $875 million in convertible senior notes, which will mature in 2031, with an interest rate of 7.00% per annum [1][2]. Summary by Sections Offering Details - The offering consists of $875 million aggregate principal amount of 7.00% convertible senior notes due 2031, with settlement expected around November 17, 2025 [1]. - An additional $100 million principal amount of notes may be purchased by initial purchasers within 13 days of the initial issuance [1]. Notes Characteristics - The notes will be senior, unsecured obligations, accruing interest at 7.00% per annum, payable semi-annually starting May 1, 2026 [2]. - The initial conversion rate is set at 48.0475 shares per $1,000 principal amount, equating to an initial conversion price of approximately $20.81 per share, representing a 22.5% premium over the last reported sale price of $16.99 on November 11, 2025 [2]. Redemption and Repurchase - The notes can be redeemed by Lucid starting November 6, 2028, if certain conditions regarding stock price and liquidity are met [3]. - Noteholders can require Lucid to repurchase their notes at the principal amount on November 1, 2029, or in the event of a "fundamental change" [4]. Use of Proceeds - Lucid estimates net proceeds from the offering to be approximately $863.5 million, intended primarily for repurchasing outstanding 1.25% Convertible Senior Notes due 2026, with about $752.2 million allocated for this purpose [5]. - The remaining proceeds will be used for general corporate purposes [5]. Prepaid Forward Transaction - Ayar Third Investment Company has entered into a prepaid forward transaction to purchase approximately $636.7 million of Lucid's common stock, with delivery expected around the maturity date of the notes [8]. - This transaction is designed to facilitate derivative transactions related to Lucid's common stock, potentially impacting the market price of the stock [9]. Company Overview - Lucid Group is a technology company based in Silicon Valley, focused on producing advanced electric vehicles, including the award-winning Lucid Air and Lucid Gravity SUV [12].