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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported):
May 23, 2024
LucidGroup, Inc.
(Exact name of registrant as specified in itscharter)
Delaware 001-39408 85-0891392
(State or other jurisdiction of (Commission File (I.R.S. Employer Identification No.)
incorporation or organization) Number)
7373 Gateway Boulevard 94560
Newark
,
CA
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code:
(
510
)
648-3553
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-Kfiling is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see GeneralInstruction A.2. below):
..
Writtencommunications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
..
Solicitingmaterial pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
..
Pre-commencementcommunications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
..
Pre-commencementcommunications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Securities registeredpursuant to Section 12(b) of the Act:
Title of each class Trading Name of each exchange on which registered
Symbol(s)
Class A Common Stock, $0.0001 par value per share LCID The Nasdaq Stock Market LLC
Indicate by check mark whether the registrantis an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 ((s)230.405 of this chapter)
or Rule 12b-2 of theSecurities Exchange Act of 1934 ((s)240.12b-2 of this
chapter).
Emerging growth company
..
If an emerging growth company, indicate by checkmark if the registrant has
elected not to use the extended transition period for complying with any new
or revised financial accountingstandards provided pursuant to Section 13(a) of
the Exchange Act.
..
Item 2.05 Costs Associated with Exit orDisposal Activities.
On May 24, 2024,Lucid Group, Inc. (the "
Company
") announced a restructuring plan (the "
Plan
")intended to optimize the Company's operating expenses in response to
evolving business needs and productivity improvements througha reduction of
the Company's current employee workforce by approximately 400 employees, or
approximately 6%. The Company expectsto substantially complete the Plan by the
end of the third quarter of 2024, subject to local law and consultation
requirements.
The Company estimatesthat it will incur a total of approximately $21 million
to $25 million in charges in connection with the Plan, which consist
primarilyof charges related to severance payments, employee benefits, employee
transition, and stock-based compensation. The Company expects thatcharges of
approximately $19 million to $23 million will be recognized primarily in the
second quarter of 2024, with the majority of suchcharges anticipated to be
paid by the end of the third quarter of 2024. Substantially all of these
charges are expected to result in cashexpenditures. The charges related to
stock-based compensation are not expected to be material.
The estimates of thecharges and expenditures that the Company expects to incur
in connection with the Plan, and the timing thereof, are subject to a numberof
assumptions, including local law requirements in various jurisdictions, and
actual amounts may differ materially from estimates. TheCompany may also incur
other charges or cash expenditures not currently contemplated due to
unanticipated events that may occur, includingin connection with the
implementation of the Plan.
Item 7.01 Regulation FD Disclosure.
On May 24, 2024,Peter Rawlinson, the Company's Chief Executive Officer and
Chief Technology Officer, sent an email to the Company's employeesregarding
the Plan. An excerpt of the email is attached as Exhibit 99.1 to this Current
Report on Form 8-K and is incorporatedby reference herein.
Theinformation contained in this Item 7.01 and Exhibit 99.1 attached hereto is
being furnished and shall not be deemed "filed"for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the "
Exchange Act
"),and shall not be deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended, or the Exchange Act, exceptas expressly
set forth by specific reference in such filing.
Forward-Looking Statements
This report includes"forward-looking statements" within the meaning of the
"safe harbor" provisions of the United States Private SecuritiesLitigation
Reform Act of 1995. Forward-looking statements may be identified by the use of
words such as "estimate," "plan,""project," "forecast," "intend," "will,"
"shall," "expect," "anticipate,""believe," "seek," "target," "continue,"
"could," "may," "might,""possible," "potential," "predict" or other similar
expressions that predict or indicate future eventsor trends or that are not
statements of historical matters. These forward-looking statements include,
but are not limited to, statementsregarding plans and expectations regarding
the Plan, including timing of implementation and completion, estimates of the
charges and expenditures,the estimated timing of incurrence of such charges
and expenditures, the Company's business plans, expectations regarding the
Company'stotal addressable market, statements relating to the future
development and production capacity, demand and market growth, deliveries,and
timing of commercial product launches, including Lucid's SUV and midsized
programs, the Company's intentions, beliefsor current expectations concerning,
among other things, results of operations, financial condition, liquidity,
capital expenditures, prospects,growth, production volumes, strategies and the
markets in which the Company operates, the Company's ability to manage costs
andexpenses, and the promise of the Company's technology. These statements are
based on various assumptions, whether or not identifiedin this report, and on
the current expectations of the Company's management. These forward-looking
statements are not intended toserve as, and must not be relied on by any
investor as, a guarantee, an assurance, or a definitive statement of fact or
probability. Actualevents and circumstances are difficult or impossible to
predict and may differ from these forward-looking statements. Many actual
eventsand circumstances are beyond the control of the Company. These
forward-looking statements are subject to a number of risks and uncertainties,in
cluding
among other things, the risk that the charges and expenditures may be greater
thananticipated; the risk that the Plan may adversely affect the Company's
internal programs and initiatives and the Company'sability to recruit and
retain skilled and motivated personnel; the risk that the Plan may be
distracting to employees and management;the risk that the Plan may negatively
impact the Company's business operations and reputation with or ability to
serve customers;the risk that the Plan may not generate their intended
benefits to the extent or as quickly as anticipated; and
otherfactors discussed under the heading "Risk Factors" in Part II, Item 1A of
the Company's Quarterly Report onForm 10-Q for the quarter ended March 31,
2024, as well as other documents the Company has filed or will file with the
Securitiesand Exchange Commission. If any of these risks materialize or the
Company's assumptions prove incorrect, actual results could differmaterially
from the results implied by these forward-looking statements. There may be
additional risks that the Company currently doesnot know or that the Company
currently believes are immaterial that could also cause actual results to
differ from those contained inthe forward-looking statements. In addition,
forward-looking statements reflect the Company's expectations, plans or
forecasts offuture events and views as of the date of this report. The Company
anticipates that subsequent events and developments will cause theCompany's
assessments to change. However, while the Company may elect to update these
forward-looking statements at some point inthe future, the Company
specifically disclaims any obligation to do so. These forward-looking
statements should not be relied upon asrepresenting the Company's assessments
as of any date subsequent to the date of this report. Accordingly, undue
reliance shouldnot be placed upon the forward-looking statements.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit Description
Number
99.1 Excerpt of email to Lucid employees from Peter Rawlinson dated May 24, 2024
104 Cover Page Interactive Data File (embedded within the inline XBRL document)
SIGNATURE
Pursuant to the requirements of the SecuritiesExchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: May 24, 2024
Lucid Group, Inc.
By: /s/ Gagan Dhingra
Gagan Dhingra
Interim Chief Financial Officer
Exhibit 99.1
Date: May 24, 2024
From: Peter Rawlinson
To: Lucid All
Subject: Important Lucid Announcement
Team,
Today, we are announcing a reduction to our USemployee and contract workforce,
impacting employees at all levels, including leadership and mid-level
management. The reduction in forcewill not impact our hourly manufacturing and
logistics workforce.
Letting go of our talented team members is difficultand a decision we did not
take lightly. We are thankful to everyone who has helped Lucid at every step
of our journey. Accordingly, wehave extended severance and health benefits to
the impacted employees, and we are offering them outplacement services. Please
provideempathy and support to colleagues beginning their search for new
employment.
I'm confident Lucid will deliver theworld's best SUV and dramatically expand
our total addressable market, but we aren't generating revenue from the
programyet. As always we must remain vigilant about costs. We are optimizing
our resources in a way we believe will best position thecompany for future
success and growth opportunities as we focus on achieving our ambitious goals.
We appreciate that we are asking more of everyoneat Lucid today. As such, we
want all employees, from longstanding team members to new colleagues who will
join us in the next phase ofLucid's evolution, to focus relentlessly on the
three factors that will determine our success as a business:
.
/////SellLucid Air sedans: Despite slowing sales in the broader EV segment, we
achieved an all-time delivery record last quarter and have seenthat momentum
continue into Q2. We must continue accelerating new customer acquisition and
expanding awareness for our flagship vehicle.
.
/////Stayon track for the Gravity SUV program to start production at the end
of 2024 and our midsize program in late 2026. I expect that our SUVand our
midsized vehicles will be the best in their segments, and the journey to
production will be thrilling.
.
/////Beresponsible with our resources: While our funding will get us to the
next phase of our business, we must continue to exercise strong costdiscipline,
a message reiterated in our recent earnings call.
I want to stress that the future is bright at Lucid. We are making the world's
most advanced electric vehicles. Our superior technology,design, and
performance continue to be embraced by consumers and awarded by industry
critics. I can't think of any other companythat has gotten this far this fast,
and we continue to innovate for the future.
Today's decision is about positioning usfor future growth. I'm proud of the
work this team is accomplishing and am confident that we will only continue to
grow stronger.I will address this topic more during a town hall meeting later
this morning.
Regards,
Peter
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