Prospectus Filed Pursuant to Rule 424(b)(4) (424b4)
17 February 2023 - 8:20AM
Edgar (US Regulatory)
Filed pursuant to Rule 424(b)(4)
Registration No. 333-269766
Prospectus Supplement No. 1
(To Prospectus dated February 14, 2023)
Mullen
Automotive inc.
2,492,823,467 Shares of Common Stock
This Prospectus Supplement No. 1 (this “Supplement”)
supplements information contained in the prospectus dated February 14, 2023 (the “Prospectus”), relating to the resale by
selling stockholders of Mullen Automotive Inc., a Delaware corporation, of up to 2,492,823,467 shares of our common stock, par value $0.001
per share (the “Common Stock”).
The Offered Shares consist solely of shares of
Common Stock issuable upon conversion of convertible notes issued to investors on November 15, 2022, shares of our Common Stock issuable
upon exercise of warrants to purchase shares of our Common Stock, and shares of our Common Stock currently outstanding and issued to certain
investors.
This Supplement modifies, supersedes and supplements
information contained in the Prospectus with respect to certain selling stockholders. This Supplement is incorporated by reference into,
and should be read in conjunction with, the Prospectus. This Supplement is not complete without and may not be delivered or utilized except
in connection with, the Prospectus, including any amendments or supplements thereto. Any information that is modified or superseded in
the Prospectus shall not be deemed to constitute a part of the Prospectus, except as modified or superseded by this Supplement.
Neither the Securities and Exchange Commission
nor any state securities commission has approved or disapproved of these securities or determined if this Supplement is truthful or complete.
Any representation to the contrary is a criminal offense.
The date of this Prospectus Supplement is February
16, 2023
SELLING STOCKHOLDERS
The number of shares of Common Stock beneficially
owned as of February 8, 2023 by certain Selling Stockholders as disclosed in the Prospectus was inadvertently listed incorrectly. Accordingly,
the Selling Stockholders table is being amended in its entirety as follows:
| Name of Selling Securityholder | |
Number of
Shares of
Common
Stock
Owned
Prior to
Offering | | |
Maximum
Number of
Shares of
Common
Stock to
be Sold
Pursuant
to this
Prospectus | | |
Number of
Shares of
Common
Stock
Owned
After
Offering | | |
Percentage of
Shares of
Common
Stock
Owned
After
Offering if
Greater than 1% |
| Esousa Holdings, LLC(1) | |
| 489,222,059 | | |
| 901,021,101 | | |
| 458 | | |
* |
| Acuitas Capital, LLC(2) | |
| 479,629,043 | | |
| 883,354,057 | | |
| 3 | | |
* |
| Michael Friedlander(3) | |
| 2,398,127 | | |
| 4,416,736 | | |
| 0 | | |
* |
| Jess Mogul(4) | |
| 23,981,461 | | |
| 44,167,721 | | |
| 0 | | |
* |
| Jim Fallon(5) | |
| 11,990,732 | | |
| 22,083,864 | | |
| 0 | | |
* |
| Davis-Rice Pty Limited(6) | |
| 239,814,503 | | |
| 441,676,994 | | |
| 0 | | |
* |
| Digital Power Lending, LLC(7) | |
| 73,518,756 | | |
| 132,503,118 | | |
| 1,574,396 | | |
* |
| Robert Bollinger(8) | |
| 51,069,546 | | |
| 51,069,546 | | |
| 0 | | |
* |
| John Masters(9) | |
| 2,560,707 | | |
| 2,560,707 | | |
| 0 | | |
* |
| AMFCO-4 LLC(10) | |
| 1,178,990 | | |
| 1,178,990 | | |
| 0 | | |
* |
| Armory Fund LP(10) | |
| 3,395,193 | | |
| 3,395,193 | | |
| 0 | | |
* |
| SEAPORT GLOBAL ASSET MANAGEMENT SPV SUB-SERIES A-2 LLC(10) | |
| 2,813,722 | | |
| 2,813,722 | | |
| 0 | | |
* |
| The Seaport Group LLC Profit Sharing Plan(10) | |
| 1,744,168 | | |
| 1,744,168 | | |
| 0 | | |
* |
| POLAR BEAR CAPITAL T21 LLC(10) | |
| 837,550 | | |
| 837,550 | | |
| 0 | | |
* |
| (1) | Consists of (i) 458 shares of Common Stock issuable upon conversion of
458 shares of Series C Preferred Stock, (iii) 118,488,798 shares of Common Stock issuable upon full conversion of a Note (including
conversion of interest accrued through April 9, 2023, which is 60 days after February 8, 2023), and (iii) 370,732,803 issuable upon exercise
of Warrants, each of which may be deemed to be beneficially owned through Esousa Holdings, LLC by Michael Wachs, who serves as the sole
Managing Member of Esousa Holdings, LLC. The address for Esousa Holdings, LLC and Michael Wachs is 211 E 43rd St, 4th Fl, New York, NY
10017. |
| (2) | Consists of (i) 3 shares of Common Stock issuable upon exercise
of certain warrants, (ii) 116,165,493 shares of Common Stock issuable upon full conversion of a Note
(including conversion of interest accrued through April 9, 2023, which is 60 days after February 8, 2023), and (iii) 363,463,547 issuable
upon exercise of Warrants, which may be deemed to be beneficially owned by Terren Peizer, who serves as the Chief Executive Officer of
Acuitas Capital LLC. The address for Acuitas Capital, LLC is 200 Dorado Beach Drive #3831, Dorado, Puerto
Rico 00646. |
| (3) | Consists of (i) 580,823 shares of Common Stock issuable upon full
conversion of a Note (including conversion of interest accrued through April 9, 2023, which is 60 days after February 8, 2023) and
(ii) 1,817,304 shares of Common Stock issuable upon exercise of Warrants. The address for Michael Friedlander is 46 Tarryhill Rd, Tarrytown,
NY 10591. |
| (4) | Consists of (i) 5,808,277 shares of Common Stock issuable upon
full conversion of a Note (including conversion of interest accrued through April 9, 2023, which is 60 days after February 8, 2023) and
(ii) 18,173,184 shares of Common Stock issuable upon exercise of Warrants. The address for Jess Mogul is 347 W 87 St, Apt 2R, New York,
NY 10024. |
| (5) | Consists of (i) 2,904,139 shares of Common Stock issuable upon
full conversion of a Note (including conversion of interest accrued through April 9, 2023, which is 60 days after February 8, 2023) and
(ii) 9,086,593 shares of Common Stock issuable upon exercise of Warrants. The address for Jim Fallon is 137 West 83rd St, Apt 5W, New
York, NY 10024. |
| (6) | Consists of (i) 58,082,742 shares of Common Stock issuable upon full conversion
of a Note (including conversion of interest accrued through April 9, 2023, which is 60 days after February 8, 2023) and
(ii) 181,731,761 shares of Common Stock issuable upon exercise of Warrants. Shares held by Davis-Rice Pty Limited may be deemed to be
beneficially owned by Timothy Davis-Rice, who serves as the Director of Davis-Rice Pty Limited. The address for Davis-Rice Pty Limited
is 4 Murchison Street, Mittagong, NSW 2575, Australia. |
| (7) | Consists of (i) 1,211,299 shares of Common Stock issuable upon conversion
of 1,211,299 shares of Series C Preferred Stock, (ii) 363,097 shares of Common Stock issuable upon conversion of 363,097 shares
of Series D Preferred Stock, (iii) 17,424,825 shares of Common Stock issuable upon full conversion of
a Note (including conversion of interest accrued through April 9, 2023, which is 60 days after February 8, 2023) and (iv) 54,519,535
shares of Common Stock issuable upon exercise of Warrants, which may be deemed to be beneficially owned by
David Katzoff, who serves as the Manager of Digital Power Lending, LLC. Digital Power Lending, LLC is a wholly owned subsidiary of Ault
Global Holdings, Inc. The address for Digital Power Lending, LLC is 940 South Coast Drive, Ste 200, Costa Mesa, CA 92626. |
| (8) | The address for Robert Bollinger is c/o Bollinger Motors, Inc., 14925 W. 11 Mile Road, Oak Park,
MI 48237. |
| (9) | The address for John Masters is c/o Bollinger Motors, Inc., 14925 W. 11 Mile Road, Oak Park, MI 48237. |
| (10) | The address for AMFCO-4 LLC, Armory Fund LP, SEAPORT GLOBAL ASSET MANAGEMENT SPV SUB-SERIES A-2 LLC, The
Seaport Group LLC Profit Sharing Plan and POLAR BEAR CAPITAL T21 LLC is c/o Seaport Global Asset Management, LLC, 360 Madison Avenue,
23rd Floor, New York, NY 10017. |
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