Mullen Automotive Inc. Announces Reverse Stock Split Effective Sept. 17, 2024

Rhea-AI Summary

Mullen Automotive Inc. (NASDAQ: MULN) has announced a 1-for-100 reverse stock split effective Sept. 17, 2024. This move is primarily aimed at complying with Nasdaq's $1.00 minimum bid price requirement. Key points include:

- The stock will continue trading under MULN symbol
- New CUSIP number: 62526P505
- Stockholders approved the split on Sept. 9, 2024
- 100 current shares will convert to 1 share
- Adjustments will be made to equity awards, warrants, and convertible notes
- No fractional shares will be issued; all fractions rounded up
- The split won't alter stockholders' percentage interest (except for rounding)

Continental Stock Transfer & Trust Company will serve as the exchange agent. Stockholders don't need to take action for the split.

Positive

• Attempt to maintain Nasdaq listing compliance
• Potential increase in stock price due to reverse split
• Automatic adjustment process for stockholders, requiring no action on their part

Negative

• No guarantee of meeting Nasdaq's minimum bid price requirement
• Significant reduction in number of outstanding shares
• Potential negative market perception of reverse splits

Insights

Financial Analyst

Mullen Automotive's 1-for-100 reverse stock split is a critical move to maintain Nasdaq listing compliance. While it doesn't change the company's $184 million market cap, it's a red flag for investors. This drastic measure often indicates financial distress and can lead to further dilution. The stock has plummeted 99.9% over the past year, reflecting severe challenges. Positive aspect: it provides a chance to regain compliance and continue access to capital markets. Negative aspect: it doesn't address underlying financial issues. Investors should scrutinize Mullen's cash position, burn rate and product roadmap before considering it as a viable investment.

Market Research Analyst

This reverse split highlights the struggles in the EV sector, particularly for smaller players like Mullen. The move reflects broader market skepticism towards pre-revenue EV companies amid rising interest rates and production challenges. Mullen's stock performance contrasts sharply with established automakers' EV initiatives, suggesting investor preference for less risky options. The 1-for-100 ratio is unusually high, potentially signaling desperation. While the split may temporarily boost the stock price, it doesn't solve fundamental issues. Investors should watch for post-split price stability and any improvements in Mullen's operational metrics as indicators of potential recovery.

Legal Expert

The reverse split raises compliance and governance concerns. While it aims to meet Nasdaq's $1 minimum bid requirement, there's no guarantee of success. The company's statement that "There is no guarantee the Company will meet the minimum bid price requirement" is a important legal disclaimer. Investors should be aware of potential delisting risks if compliance isn't achieved. The adjustments to equity awards, warrants and convertible notes may lead to complex legal implications for existing agreements. Shareholders should closely review the impact on their holdings and any changes to their rights. The rounding up of fractional shares could slightly benefit some investors but may have tax implications.

BREA, Calif., Sept. 13, 2024 (GLOBE NEWSWIRE) -- via IBN -- Mullen Automotive Inc. (NASDAQ: MULN) (“Mullen” or the “Company”), an electric vehicle (“EV”) manufacturer, announced today that it will effect a 1-for-100 reverse stock split (“Reverse Stock Split”) of its common stock, par value $0.001 per share (“Common Stock”), that will become effective on Sept. 17, 2024, at 12:01 a.m. Eastern Time. The Common Stock will continue to trade on The Nasdaq Capital Market (“Nasdaq”) under the existing symbol MULN and will begin trading on a split-adjusted basis when the market opens on Sept. 17, 2024. The new CUSIP number for the Common Stock following the Reverse Stock Split will be 62526P505.

The Reverse Stock Split is primarily intended to bring the Company into compliance with the $1.00 minimum bid price requirement for maintaining its listing on Nasdaq. There is no guarantee the Company will meet the minimum bid price requirement.

At the Company’s Special Meeting of Stockholders held on Sept. 9, 2024, the Company’s stockholders approved a proposal to authorize a reverse stock split of the Company’s Common Stock, at a ratio within the range of 1-for-2 to 1-for-100. The Company’s board of directors approved a 1-for-100 reverse split ratio, and the Company will file a Certificate of Amendment to its Second Amended and Restated Certificate of Incorporation to effect the Reverse Stock Split effective Sept. 17, 2024.

The 1-for-100 Reverse Stock Split will automatically combine and convert 100 current shares of the Company’s Common Stock into one issued and outstanding share of Common Stock. Proportional adjustments also will be made to outstanding equity awards, warrants and convertible notes, and certain existing agreements pursuant to their terms; however, pursuant to the terms of the Company’s 2022 Equity Incentive Plan, as amended, the number of shares then reserved for issuance under such plan will not be adjusted based upon the Reverse Stock Split ratio. Proportionate adjustments will also be made to the per share conversion price of the Company’s series of preferred stock, pursuant to their respective terms. The Reverse Stock Split will not change the par value of the Common Stock nor the authorized number of shares of Common Stock, preferred stock or any series of preferred stock.

No fractional shares will be issued in connection with the Reverse Stock Split. All fractional shares will be rounded up to the nearest whole share. The Reverse Stock Split will affect all stockholders uniformly and will not alter any stockholder’s percentage interest in the Company’s equity (other than as a result of the rounding of shares to the nearest whole share in lieu of issuing fractional shares).

The Company’s transfer agent, Continental Stock Transfer & Trust Company, will serve as exchange agent for the Reverse Stock Split. Registered stockholders holding pre-split shares of the Company’s Common Stock electronically in book-entry form are not required to take any action to receive post-split shares. Stockholders owning shares via a broker, bank, trust or other nominee will have their positions automatically adjusted to reflect the Reverse Stock Split, subject to such broker’s particular processes, and will not be required to take any action in connection with the Reverse Stock Split.

About Mullen
Mullen Automotive (NASDAQ: MULN) is a Southern California-based automotive company building the next generation of commercial EVs with two United States-based vehicle plants located in Tunica, Mississippi, (120,000 square feet) and Mishawaka, Indiana (650,000 square feet). In August 2023, Mullen began commercial vehicle production in Tunica. In September 2023, Mullen received IRS approval for federal EV tax credits on its commercial vehicles with a Qualified Manufacturer designation that offers eligible customers up to $7,500 per vehicle. As of January 2024, both the Mullen ONE, a Class 1 EV cargo van, and Mullen THREE, a Class 3 EV cab chassis truck, are California Air Resource Board (“CARB”) and EPA certified and available for sale in the U.S. CARB issued HVIP approval on the Mullen THREE, Class 3 EV truck, providing up to a $45,000 cash voucher at time of vehicle purchase. The Company has also recently expanded its commercial dealer network with the addition of Pritchard EV, National Auto Fleet Group, Ziegler Truck Group, Range Truck Group and Eco Auto, providing sales and service coverage in key Midwest, West Coast and Pacific Northwest and New England markets. The Company also recently announced Foreign Trade Zone (“FTZ”) status approval for its Tunica, Mississippi, commercial vehicle manufacturing center. FTZ approval provides a number of benefits, including deferment of duties owed and elimination of duties on exported vehicles.

To learn more about the Company, visit www.MullenUSA.com.

Forward-Looking Statements
Certain statements in this press release that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1934, as amended. Any statements contained in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as "continue," "will," "may," "could," "should," "expect," "expected," "plans," "intend," "anticipate," "believe," "estimate," "predict," "potential" and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Mullen and are difficult to predict. Examples of such risks and uncertainties include but are not limited to how Mullen’s stock will perform after the Reverse Stock Split, Mullen’s ability to timely implement the Reverse Stock Split, the success of the Reverse Stock Split, and Mullen’s ability to regain compliance with Nasdaq Listing standards. Additional examples of such risks and uncertainties include but are not limited to: (i) Mullen’s ability (or inability) to obtain additional financing in sufficient amounts or on acceptable terms when needed; (ii) Mullen's ability to maintain existing, and secure additional, contracts with manufacturers, parts and other service providers relating to its business; (iii) Mullen’s ability to successfully expand in existing markets and enter new markets; (iv) Mullen’s ability to successfully manage and integrate any acquisitions of businesses, solutions or technologies; (v) unanticipated operating costs, transaction costs and actual or contingent liabilities; (vi) the ability to attract and retain qualified employees and key personnel; (vii) adverse effects of increased competition on Mullen’s business; (viii) changes in government licensing and regulation that may adversely affect Mullen’s business; (ix) the risk that changes in consumer behavior could adversely affect Mullen’s business; (x) Mullen’s ability to protect its intellectual property; (xi) the vehicles developed will perform as expected and (xii) local, industry and general business and economic conditions. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the most recent annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K filed by Mullen with the Securities and Exchange Commission. Mullen anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Mullen assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether because of new information, future events, or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Mullen’s plans and expectations as of any subsequent date.

Contact:
Mullen Automotive Inc.
+1 (714) 613-1900
www.MullenUSA.com

Corporate Communications:
InvestorBrandNetwork (IBN)
Los Angeles, California
www.InvestorBrandNetwork.com
310.299.1717 Office
Editor@InvestorBrandNetwork.com

FAQ

When will Mullen Automotive's (MULN) reverse stock split take effect?

Mullen Automotive's (MULN) 1-for-100 reverse stock split will take effect on September 17, 2024, at 12:01 a.m. Eastern Time.

What is the main reason for Mullen Automotive (MULN) implementing a reverse stock split?

The primary reason for Mullen Automotive (MULN) implementing the reverse stock split is to comply with Nasdaq's $1.00 minimum bid price requirement to maintain its listing on the exchange.

How will Mullen Automotive's (MULN) reverse stock split affect shareholders?

Mullen Automotive's (MULN) reverse stock split will automatically convert 100 current shares into 1 share. Stockholders' percentage interest in the company will not change, except for minor adjustments due to rounding of fractional shares.

Will Mullen Automotive (MULN) shareholders need to take any action for the reverse stock split?

No, Mullen Automotive (MULN) shareholders do not need to take any action. Positions will be automatically adjusted to reflect the reverse stock split, whether held in book-entry form or through a broker.