Workhorse Group Stockholders Approve Key Proposals at Annual Meeting
15 May 2024 - 7:00AM
Workhorse Group Inc. (Nasdaq: WKHS)
(“Workhorse” or “the Company”), an American technology
company focused on pioneering the transition to zero-emission
commercial vehicles, today announced that at its 2024 Annual
Meeting of Stockholders (the “Annual Meeting”), Workhorse
stockholders voted to approve key proposals that enable the Company
to continue executing its strategic commercial vehicle product
roadmap.
At the Annual Meeting, stockholders approved, among other
proposals:
- Re-election of the following persons to the Company's Board of
Directors for the ensuing year: Raymond Chess, Richard Dauch,
Jacqueline Dedo, Pamela Mader, Scott Miller, Bill Quigley, and Jean
Botti. The Directors have been elected to serve a term expiring at
the 2025 annual meeting of stockholders;
- Pursuant to Nevada Revised Statutes 78.2055, a reverse stock
split of Workhorse’s outstanding shares of common stock by a ratio
of any whole number between 1-for-10 and 1-for-20, at any time
prior to August 30, 2024, to be determined at the discretion of the
Board of Directors, for the purpose of complying with the Nasdaq
Listing Rules, subject to the Board’s discretion to abandon such
reverse stock split; and
- For the purposes of Nasdaq Listing Rule 5635(D), the proposed
issuance of the maximum number of shares of Workhorse common stock
underlying the Company’s (A) senior secured convertible notes and
(B) warrants to purchase common stock.
Workhorse will file the final vote results, as certified by the
independent Inspector of Election, on a Form 8-K with the U.S.
Securities and Exchange Commission.
About Workhorse Group Inc.Workhorse is a
technology company focused on providing ground and air-based
electric vehicles to the last-mile delivery sector. As an American
original equipment manufacturer, we design and build high
performance, battery-electric trucks and drones. Workhorse also
develops cloud-based, real-time telematics performance monitoring
systems that are fully integrated with our vehicles and enable
fleet operators to optimize energy and route efficiency. All
Workhorse vehicles are designed to make the movement of people and
goods more efficient and less harmful to the environment. For
additional information
visit workhorse.com.
Forward-Looking StatementsCertain statements
contained in this press release, other than purely historical
information, including, but not limited to, estimates, projections,
statements relating to our business plans, objectives and expected
operating results, and the assumptions upon which those statements
are based, contain forward-looking statements reflecting our
current expectations that involve risks and uncertainties. These
statements are made under the “safe harbor” provisions of the U.S.
Private Securities Litigation Reform Act of 1995. When used in
this prospectus supplement, the words “anticipate,” “expect,”
“plan,” “believe,” “seek,” “estimate” and similar expressions are
intended to identify forward-looking statements. These are
statements that relate to future periods and include, but are not
limited to, statements about the features, benefits and performance
of our products, our ability to introduce new product offerings and
increase revenue from existing products, expected expenses
including those related to selling and marketing, product
development and general and administrative, our beliefs regarding
the health and growth of the market for our products, anticipated
increase in our customer base, expansion of our products
functionalities, expected revenue levels and sources of revenue,
expected impact, if any, of legal proceedings, the adequacy of our
liquidity and capital resources, the likelihood of us obtaining
additional financing in the immediate future and the expected terms
of such financing, and expected growth in business. Forward-looking
statements are statements that are not historical facts. Such
forward-looking statements are subject to risks and uncertainties,
which could cause actual results to differ materially from the
forward-looking statements contained in this press release. Factors
that could cause actual results to differ materially include, but
are not limited to: our ability to develop and manufacture our new
product portfolio, including the W4 CC, W750, W56 and WNext
programs; our ability to attract and retain customers for our
existing and new products; risks associated with obtaining orders
and executing upon such orders; the unavailability, reduction,
elimination or adverse application of government subsidies,
incentives and regulations; supply chain disruptions, including
constraints on steel, semiconductors and other material inputs and
resulting cost increases impacting our Company, our customers, our
suppliers or the industry; our ability to capitalize on
opportunities to deliver products to meet customer requirements;
our limited operations and need to expand and enhance elements of
our production process to fulfill product orders; our general
inability to raise additional capital to fund our operations and
business plan; our ability to obtain financing to meet our
immediate liquidity needs and the potential costs, dilution and
restrictions imposed by any such financing; our ability to regain
compliance with the listing requirements of the Nasdaq Capital
Market and otherwise maintain the listing of our securities thereon
and the impact of any steps we take to regain such compliance, such
as a reverse split of our common stock, on our operations, stock
price and future access to liquidity; our ability to protect our
intellectual property; market acceptance for our products; our
ability to obtain sufficient liquidity from operations and
financing activities to continue as a going concern and, our
ability to control our expenses; the effectiveness of our cost
control measures and impact such measures could have on our
operations, including the effects of the furloughing employees;
potential competition, including without limitation shifts in
technology; volatility in and deterioration of national and
international capital markets and economic conditions; global and
local business conditions; acts of war (including without
limitation the conflicts in Ukraine and Israel) and/or terrorism;
the prices being charged by our competitors; our inability to
retain key members of our management team; our inability to satisfy
our customer warranty claims; the outcome of any regulatory or
legal proceedings, including with Coulomb Solutions Inc.; our
ability to consummate the divestiture of our aero business, our
ability to consummate and realize the benefits of a potential sale
and leaseback transaction of our Union City Facility; and other
risks and uncertainties and other factors discussed from time to
time in our filings with the Securities and Exchange Commission.
Forward-looking statements speak only as of the date hereof. We
expressly disclaim any obligation or undertaking to release
publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in our expectations with
regard thereto or any change in events, conditions or circumstances
on which any such statement is based, except as required by
law.
Discussions containing these forward-looking statements may be
found, among other places, in “Business” and “Management’s
Discussion and Analysis of Financial Condition and Results of
Operations” in our most recent Annual Report on Form 10-K and our
Quarterly Reports on Form 10-Q, as well as any amendments thereto
reflected in subsequent filings with the SEC or in any Current
Report on Form 8-K. These forward-looking statements involve known
and unknown risks, uncertainties and other factors that may cause
our actual results, levels of activity, performance or achievements
to be materially different from the information expressed or
implied by these forward-looking statements. While we believe that
we have a reasonable basis for each forward-looking statement
contained in this press release, we caution you that these
statements are based on a combination of facts and factors
currently known by us and our projections of the future, about
which we cannot be certain. As a result of these factors, we cannot
assure you that the forward-looking statements in this press
release and the documents referenced herein will prove to be
accurate. Furthermore, if our forward-looking statements prove to
be inaccurate, the inaccuracy may be material. In light of the
significant uncertainties in these forward-looking statements, you
should not regard these statements as a representation or warranty
by us or any other person that we will achieve our objectives and
plans in any specified time frame, or at all. You should not place
undue reliance on these forward-looking statements, which apply
only as of the date of this press release. You should read this
press release completely and with the understanding that our actual
future results may be materially different from what we expect. We
undertake no obligation to publicly update any forward-looking
statements, whether as a result of new information, future events
or otherwise. You are advised, however, to consult any further
disclosures we make on related subjects in our Annual Reports on
Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form
8-K, as well as any amendments thereto.
Media Contact:Aaron Palash / Greg KlassenJoele
Frank, Wilkinson Brimmer Katcher212-355-4449
Investor Relations Contact:Matt Glover and Tom
ColtonGateway Group949-574-3860WKHS@gateway-grp.com
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