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 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): September 17, 2020

 

  

DIAMONDPEAK HOLDINGS CORP.

(Exact name of registrant as specified in its charter)

 

  

Delaware 001-38821 83-2533239
(State or other jurisdiction
of incorporation)		 (Commission
File Number)		 (IRS Employer
Identification No.)

 

40 W 57th Street, 29th Floor

New York, New York 10019

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (212) 716-2000

 

N/A
(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
x Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Units, each consisting of one share of Class A common stock, $0.0001 par value, and one-third of one Warrant   DPHCU  

The Nasdaq Stock Market LLC

Class A common stock, par value $0.0001 per share   DPHC   The Nasdaq Stock Market LLC
Warrants to purchase Class A common stock   DPHCW     The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company x

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨


 

 

 

 

 

Item 7.01.Regulation FD Disclosure.

 

On September 17, 2020, DiamondPeak Holdings Corp. (“DiamondPeak”) and Lordstown Motors Corp (“Lordstown”) hosted an analyst day with select Wall Street firms to provide an overview of Lordstown’s business and discuss historical and projected financial performance and various other matters including recent developments with respect to Lordstown and the electric vehicle industry generally.

 

Attached hereto as Exhibit 99.1 and incorporated by reference herein is the presentation used by Lordstown as part of the analyst day, dated September 17, 2020.

 

Attached hereto as Exhibit 99.2 is an article dated September 1, 2020 from the Detroit News in which Lordstown’s Chief Executive Officer Stephen S. Burns gave an interview.

 

The information in this Item 7.01, including Exhibits 99.1 and 99.2, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities under that section, and shall not be deemed to be incorporated by reference into the filings of DiamondPeak under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filings. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information of the information in this Item 7.01, including Exhibits 99.1 and 99.2.

 

Item 8.01.Other Events.

 

On September 17, 2020, DiamondPeak and Lordstown hosted an investor presentation to discuss various matters including recent developments with respect to Lordstown and the electric vehicle industry generally.

 

Attached hereto as Exhibit 99.1 and incorporated by reference herein is the presentation, dated September 17, 2020.

 

 

Important Information About the Merger and Where to Find It

 

DiamondPeak has filed with the Securities and Exchange Commission (the “SEC”) a preliminary proxy statement and will file other documents regarding the proposed transaction with the SEC. After the SEC has concluded its comments, DiamondPeak will mail the definitive proxy statement to its shareholders. INVESTORS AND SECURITY HOLDERS OF DiamondPeak ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE COMPANY’S PROXY STATEMENT, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED Transaction. The definitive proxy statement will be mailed to stockholders of DiamondPeak as of a record date to be established for voting on the proposed transaction. Investors and security holders will be able to obtain copies of the proxy statement and other documents filed with the SEC (when available) free of charge at the SEC’s website, http://www.sec.gov or by directing a request to: DiamondPeak Holdings Corp., 40 W 57th Street, 29th Floor, New York, NY 10019, (212) 716-2000.

 

Forward-Looking Statement LEGENDS

 

Additional Information and Where to Find It

 

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, and is not a substitute for the Proxy Statement or any other document that DiamondPeak may file with the SEC or send to its shareholders in connection with the proposed transaction. INVESTORS AND SECURITY HOLDERS OF DiamondPeak ARE URGED TO READ THE PROXY STATEMENT AND ALL OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain the documents free of charge at the SEC’s web site, http://www.sec.gov and DiamondPeak shareholders will receive information at an appropriate time on how to obtain transaction-related documents for free from DiamondPeak. Copies of documents filed with the SEC by DiamondPeak will be made available free of charge on DiamondPeak’s investor relations website at www.diamondpeakspac.com.

 

 

 

 

Participants in the Solicitation

 

DiamondPeak, Lordstown and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the holders of common stock in respect of the proposed transaction. Information about the directors and executive officers of DiamondPeak is set forth in its Annual Report on Form 10-K for the fiscal year ended December 31, 2019, which was filed with the SEC on March 25, 2020. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the definitive Proxy Statement and other relevant materials to be filed with the SEC in respect of the proposed transaction when they become available.

 

Cautionary Statements Regarding Forward-Looking Information

 

Certain statements in this release may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995, each as amended. Forward-looking statements provide current expectations of future events and include any statement that does not directly relate to any historical or current fact. Words such as “anticipates,” “assumption,” “believes,” “continue,” “expects,” “estimate,” “future,” “goal,” “intends,” “plans,” “projects,” “positions,” “target” or other similar expressions, whether in the negative or the affirmative, may identify such forward-looking statements.

 

These forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions that are difficult to predict, and you should not place undue reliance on our forward-looking statements. Actual results may differ materially from those discussed in forward-looking statements as a result of factors, risks and uncertainties over which DiamondPeak and Lordstown have no control. These factors, risks and uncertainties include, but are not limited to, the following: (i) conditions to the completion of the proposed business combination and PIPE investment, including stockholder approval of the business combination, may not be satisfied or the regulatory approvals required for the proposed business combination may not be obtained on the terms expected or on the anticipated schedule; (ii) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement between the parties or the termination of any PIPE investor’s subscription agreement; (iii) the effect of the announcement or pendency of the proposed business combination on Lordstown’s business relationships, operating results, and business generally; (iv) risks that the proposed business combination disrupts Lordstown’s current plans and operations and potential difficulties in Lordstown’s employee retention as a result of the proposed business combination; (v) risks related to diverting management’s attention from Lordstown’s ongoing business operations; (vi) potential litigation that may be instituted against DiamondPeak or Lordstown or their respective directors or officers related to the proposed acquisition or the merger agreement or in relation to Lordstown’s business; (vii) the amount of the costs, fees, expenses and other charges related to the proposed business combination and PIPE investment; (viii) risks relating to the uncertainty of the projected financial information with respect to Lordstown, including the conversion of pre-orders into binding orders; (ix) risks related to Lordstown’s limited operating history, the rollout of Lordstown’s business and the timing of expected business milestones, including Lordstown’s ability to complete the engineering of the Endurance and the retooling of the Lordstown facility, and start production of the Endurance, on time and on budget; (x) the effects of competition and the pace and depth of electric vehicle adoption generally on Lordstown’s future business; (xi) Lordstown’s ability to achieve any level of EBITDA margin, including its ability to achieve breakeven EBITDA margin and the timetable for achieving breakeven EBITDA margin; (xii) changes in regulatory requirements, governmental incentives and fuel and energy prices; (xiii) the amount of redemption requests made by DiamondPeak’s public stockholders; (xiv) the ability of DiamondPeak to issue equity or equity-linked securities in connection with the transaction or in the future; (xv) the impact of the global COVID-19 pandemic on any of the foregoing risks; and (xvi) such other factors as are set forth in DiamondPeak’s periodic public filings with the SEC, including but not limited to those described under the headings “Risk Factors” and “Forward Looking Statements” in its final prospectus for its initial public offering, which was filed with the SEC on February 26, 2019 and Annual Report on Form 10-K for the fiscal year ended December 31, 2019, its subsequent quarterly reports on Form 10-Q, and in its other filings made with the SEC from time to time, which are available via the SEC’s website at www.sec.gov.

 

Forward-looking statements reflect the views and assumptions of DiamondPeak and Lordstown as of the date of this communication with respect to future events. Neither DiamondPeak nor Lordstown undertakes, and each hereby disclaims, any obligation, unless required to do so by applicable securities laws, to update any forward-looking statements as a result of new information, future events or other factors. The inclusion of any statement in this communication does not constitute an admission by DiamondPeak or Lordstown or any other person that the events or circumstances described in such statement are material.

 

 

 

 

Item 9.01.Financial Statements and Exhibits.

 

(d)       Exhibits.

 

Exhibit

Number

   Description
99.1   Investor Presentation, dated September 17, 2020.
99.2   News article, dated September 1, 2020

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

  DIAMONDPEAK HOLDINGS CORP.
     
     
  By: /s/ David T. Hamamoto       
  Name: David T. Hamamoto
  Title: Chief Executive Officer and Chairman
Date: September 17, 2020    

 

 

 

Exhibit 99.1

 

1 Virtual Analyst Event September 17, 2020

 

 

2 Disclaimer This presentation is being furnished solely for the purpose of considering a potential transaction involving DiamondPeak Holdings Corp . (“DiamondPeak”) and Lordstown Motors Corporation (the “Company”) . By accepting this presentation, the recipient acknowledges and agrees that all of the information contained herein is confidential, that the recipient will distribute, disclose and use such information only for such purpose and that the recipient shall not distribute, disclose or use such information in any way detrimental to the Company . ANY SECURITIES OF DIAMONDPEAK TO BE OFFERED IN ANY TRANSACTION CONTEMPLATED HEREBY HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933 , AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE OR FOREIGN SECURITIES LAWS . ANY SECURITIES TO BE OFFERED IN ANY TRANSACTION CONTEMPLATED HEREBY HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES EXCHANGE COMMISSION, ANY STATE SECURITIES COMMISSION OR OTHER UNITED STATES OR FOREIGN REGULATORY AUTHORITY, AND WILL BE OFFERED AND SOLD SOLELY IN RELIANCE ON THE EXEMPTION FROM THE REGISTRATION REQUIREMENTS PROVIDED BY THE SECURITIES ACT AND RULES AND REGULATIONS PROMULGATED THEREUNDER (INCLUDING REGULATION D) OR REGULATION S UNDER THE SECURITIES ACT . THIS DOCUMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY IN ANY STATE OR OTHER JURISDICTION TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER OR SOLICITATION IN SUCH STATE OR JURISDICTION . Any investment in or purchase of any securities of DiamondPeak is speculative and involves a high degree of risk and uncertainty . Certain statements in this presentation may constitute “forward - looking statements” within the meaning of Section 27 A of the Securities Act of 1933 , Section 21 E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995 , each as amended . Forward - looking statements provide current expectations of future events and include any statement that does not directly relate to any historical or current fact . Words such as “anticipates,” “believes,” “expects,” “intends,” “plans,” “projects,” or other similar expressions may identify such forward - looking statements . Actual results may differ materially from those discussed in forward - looking statements as a result of factors, risks and uncertainties over which DiamondPeak and the Company have no control . These factors, risks and uncertainties include, but are not limited to, the following : ( i ) conditions to the completion of the proposed business combination and PIPE investment, including stockholder approval of the business combination, may not be satisfied or the regulatory approvals required for the proposed business combination may not be obtained on the terms expected or on the anticipated schedule ; (ii) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement between the parties or the termination of any PIPE investor’s subscription agreement ; (iii) the effect of the announcement or pendency of the proposed business combination on the Company's business relationships, operating results, and business generally ; (iv) risks that the proposed business combination disrupts the Company’s current plans and operations and potential difficulties in the Company’s employee retention as a result of the proposed business combination ; (v) risks related to diverting management’s attention from the Company’s ongoing business operations ; (vi) potential litigation that may be instituted against DiamondPeak or the Company or their respective directors or officers related to the proposed acquisition or the merger agreement or in relation to the Company’s business ; (vii) the amount of the costs, fees, expenses and other charges related to the proposed business combination and PIPE investment ; (viii) risks relating to the uncertainty of the projected financial information with respect to the Company, including the conversion of pre - orders into binding orders; (ix) risks related to Lordstown’s limited operating history, the rollout of the Company's business and the timing of expected business milestones, including the Company’s ability to complete the engineering of the Endurance and the retooling of the Company's facility, and start production of the Endurance, on time and on budget; (x) the effects of competition and the pace and depth of electric vehicle adoption generally on the Company's future business; (xi) the Company’s ability to achieve any level of EBITDA margin, including its ability to achieve breakeven EBITDA margin and the timetable for achieving breakeven EBITDA margin ; (xii) changes in regulatory requirements, governmental incentives and fuel and energy prices ; (xiii) the amount of redemption requests made by DiamondPeak’s public stockholders ; (xiv) the ability of DiamondPeak to issue equity or equity - linked securities in connection with the transaction or in the future ; (xv) the impact of the global COVID - 19 pandemic on any of the foregoing risks ; and (xvi) such other factors as are set forth in DiamondPeak’s periodic public filings with the SEC, including but not limited to those described under the headings “Risk Factors” and “Forward Looking Statements” in its final prospectus for its initial public offering, which was filed with the SEC on February 26 , 2019 and Annual Report on Form 10 - K for the fiscal year ended December 31 , 2019 , its subsequent quarterly reports on Form 10 - Q, and in its other filings made with the SEC from time to time, which are available via the SEC’s website at www . sec . gov . None of the Placement Agent (as defined below), DiamondPeak or the Company undertake any duty to update these forward - looking statements or the other information contained in this presentation .

 

 

3 Disclaimer Neither DiamondPeak nor the Company makes any representation or warranty, express or implied, as to the accuracy or completeness of this document or any other information (whether written or oral) that has been or will be provided to you . Nothing contained herein or in any other oral or written information provided to you is, nor shall be relied upon as, a promise or representation of any kind by DiamondPeak or the Company . Without limitation of the foregoing, DiamondPeak and the Company expressly disclaim any representation regarding any projections concerning future operating results or any other forward - looking statement contained herein or that otherwise has been or will be provided to you . Neither DiamondPeak nor the Company shall be liable to you or any prospective investor or any other person for any information contained herein or that otherwise has been or will be provided to you, or any action heretofore or hereafter taken or omitted to be taken, in connection with this potential transaction . You will be entitled to rely solely on the representations and warranties made to you by the Company in a definitive written agreement relating to a transaction involving the Company, when and if executed, and subject to any limitations and restrictions as may be specified in such definitive agreement . No other representations and warranties will have any legal effect . DiamondPeak has retained Goldman Sachs & Co . LLC as placement agent (together with its affiliates, partners, directors, agents, employees, representatives, and controlling persons, the “Placement Agent”) on a potential transaction to which this document relates . The Placement Agent is acting solely as a placement agent (and, for the avoidance of doubt, not an underwriter, initial purchaser, dealer or any other principal capacity) for DiamondPeak in connection with a potential transaction . The Placement Agent has not independently verified any of the information contained herein or any other information that has been or will be provided to you . The Placement Agent does not make any representation or warranty, express or implied, as to the accuracy or completeness of this document or any other information (whether written or oral) that has been or will be provided to you . Nothing contained herein or in any other oral or written information provided to you is, nor shall be relied upon as, a promise or representation of any kind by the Placement Agent, whether as to the past or the future . Without limitation of the foregoing, the Placement Agent expressly disclaims any representation regarding any projections concerning future operating results or any other forward - looking statement contained herein or that otherwise has been or will be provided to you . The Placement Agent shall not be liable to you or any prospective investor or any other person for any information contained herein or that otherwise has been or will be provided to you, or any action heretofore or hereafter taken or omitted to be taken, in connection with this potential transaction . This document is being distributed solely for the consideration of sophisticated prospective purchasers who are institutional accredited investors with sufficient knowledge and experience in investment, financial and business matters and the capability to conduct their own due diligence investigation and evaluation in connection with a potential transaction . This document does not purport to summarize all of the conditions, risks and other attributes of an investment in DiamondPeak and the Company . Information contained herein will be superseded by, and is qualified in its entirety by reference to, any other information that is made available to you in connection with your investigation of DiamondPeak and the Company . Each prospective purchaser is invited to meet with a representative of DiamondPeak and/or the Company and to discuss with, ask questions of, and receive answers from, such representative concerning the Company and the terms and conditions of any potential transaction . DiamondPeak, the Company and the Placement Agent are free to conduct the process for any transaction as they in their sole discretion determine (including, without limitation, negotiating with any prospective investors and entering into an agreement with respect to any transaction without prior notice to you or any other person), and any procedures relating to such transaction may be changed at any time without notice to you or any other person . No sales will be made, no commitments to invest in DiamondPeak will be accepted, and no money is being solicited or will be accepted at this time . Any indication of interest from prospective purchasers in response to this document involves no obligation or commitment of any kind . This document should not be distributed to any person other than the addressee to whom it was initially distributed .

 

 

4 Transaction Summary Steve Burns CEO Rich Schmidt Chief Production Officer DiamondPeak views Lordstown as a unique opportunity to invest in a revolutionary vehicle manufacturing platform with a proven management team David Hamamoto Chairman and CEO Lordstown Team DiamondPeak Offering Size ● DiamondPeak (NASDAQ:DPHC) is a publicly listed special purpose acquisition company with $280mm in cash ● PIPE size of $500mm, inclusive of $75mm to be invested by General Motors Valuation ● $965mm EV with a strong balance sheet ● Implies an attractive valuation versus peer averages Capital Structure ● Lordstown will have $675mm of cash to fund operations and growth ● No additional capital requirements expected between now and going to market to achieve positive cash flow Ownership ● ~48% existing shareholders, ~21% SPAC and founder shares, ~30% PIPE investors Transaction Highlights Julio Rodriguez CFO Darren Post Chief Engineering Officer John Vo Director of Propulsion Note: For additional details please refer to footnotes and assumptions on slide 26

 

 

Overview

 

 

6 Startup Culture with the Assets of an Established Manufacturer Leveraging proven components and innovative technology to offer the first full - size electric pickup truck Unique and Efficient Design World - Class Executive Team Proven track record of successfully developing and launching automobile platforms High Speed to Market Near production - ready, 6.2 million sqft (Est. $3B+ plant replacement cost) Direct Sales Model ~5x Better Mileage Equivalent vs. ICE Pickup Trucks 2012 Lordstown’s Chief of Production and Director of Propulsion Helped Tesla Convert Fremont Facility P P P Lordstown, OH Complex ~65 % Lower Maintenance Costs vs. Similar Size ICE Pickup Trucks 600K+ Est. Annual Vehicle Capacity 5+ Years Spent by CEO Steve Burns D esigning and Integrating H ub M otors I nto P roduction V ehicles 180+ Years Electric and Conventional OEM Experience Among Top 6 Executives 1st Mover in Providing a Full - Size Electric Pickup Truck ENDURANCE Pickup Truck Drivable Prototype Complete Virtual Crash Testing

 

 

7 World - Class Proven Automotive Executive Team Lordstown’s Story Begins in 2007 W ith t he F ounding of Workhorse by Visionary Steve Burns Julio Rodriguez Chief Financial Officer 30+ Years of Experience C oordinator of multiple successful capital raises financing the development and production of EVs for commercial fleet operators Darren Post Chief Engineering Officer 30+ Years of Experience Over 30 years of experience with automotive OEMs, most recently developing Karma Automotive’s plug - in hybrid electric vehicle John Lafleur Chief Operating Officer 30+ Years of Experience Dynamic executive with diverse experience in design, engineering, and business development Former VP of Vehicle Programs at Workhorse Steve Burns Chief Executive Officer 35 + Years of Experience World - class innovator behind every product developed and sold by Workhorse Co - founder and former CEO of Workhorse Group John Vo Director of Propulsion 25+ Years of Experience Served as Tesla’s Head of Global Manufacturing from 2011 – 2017 before leaving to start his own company focused on powertrain development Rich Schmidt Chief Production Officer 30+ Years of Experience Leading force behind the design, conversion, and improvement of over 12 automotive plants, including Tesla’s facility in Fremont, CA

 

 

8 Key Investment Highlights Strategic Relationships with Key Industry Leaders Clear Path to be First to Market Unique, Efficient, Purpose - Built Design ● ~60% of vehicles sold estimated to be fully electric by 2040 vs. ~2% today ● Light trucks have enjoyed secular growth and make up ~75% of US light vehicle sales today ● I nnovative , yet simple, design incorporating hub motor technology ● S ignificantly decreases maintenance cost resulting in a lower TCO ● Straightforward approach allows for competitive pricing ● Demand proven with pre - orders covering first year of production ● Conservative business m odel l everaging e xisting p arts and processes ● Modest engineering and retooling needed to begin production ● Direct sales with no dealer network required ● $ 75 million strategic investment from GM as part of PIPE ● Strategic Relationships agreed with Elaphe , Goodyear, Holman, Samsung, Workhorse ● Candidate for DoE ATVM loan and government grants World - Class Proven Automotive Executive Team Profitable Target Segment in an Attractive Market ● Large and underserved commercial fleet market with attractive characteristics ● Other electric pickup truck entries focused on higher price points / different customers ● Executive team from automotive OEMs including Workhorse, Tesla, Karma , Toyota, GM, Hyundai and VW ● Proven ability to design, develop and commercially produce EV and conventional automobiles Secular Tailwinds for both EVs and Trucks 1 2 5 3 4 6

 

 

9 Revolutionary Vehicle for an Underserved Market Value Proposition to Fleet Operators ● Revolutionary – Proprietary hub motor technology is unique in the market and provides a robust, safe and stable ride ● Simple – Four drivetrain parts, one on each wheel, vs. thousands for a comparable combustion engine model ● Cost Efficient – Lower cost vs. pickups available today after factoring in fuel and maintenance savings for a significantly improved total cost of ownership ● Taps the Underserved Commercial Fleet Market – Competitor pickup models focused on hybrid / EV will be sold at premium price points and target a different customer base Key Strategic Relationships Selected Pre - Order Customers Estimated 75 MPGe Estimated 7,500lbs Towing Capacity Estimated ~250 Miles Per Charge

 

 

10 Secular Tailwinds for both EVs and Trucks ● Continued trend of light truck dominance within the auto industry supports Lordstown’s mission ● Light trucks provide the ideal platform for Lordstown’s EV and hub motor technology Source: Public sources, third - party analysis, and management estimates. Note: Both charts display US data. Light Trucks (SUVs, CUVs, Pickups) Have Enjoyed Structural Growth in the US Powertrain Weighting (% of Total US Vehicles) ● EVs projected to grow at a ~30 - 35% CAGR to 2030, providing a long - term tailwind ● EV penetration expected to hit 60% in the US by 2040 8.1 7.9 7.0 5.7 6.0 6.3 7.5 7.8 7.7 7.6 6.9 6.1 5.4 4.7 3.9 8.4 8.3 6.2 4.7 5.6 6.4 7.0 7.8 8.8 9.9 10.7 11.1 12.0 12.3 11.2 16.6 16.2 13.3 10.4 11.6 12.8 14.5 15.6 16.5 17.5 17.6 17.2 17.3 17.0 15.1 ~51% ~74% 2006 2008 2010 2012 2014 2016 2018 LTM Car LTR % LTR 95 % 65 % 33 % 2 % 20 % 60 % 1 % 5 % 2 % 3 % 10 % 5 % 2020E 2030E 2040E ICE & Other EV PHEV HEV

 

 

11 Profitable Target Segment in an Attractive Market ● Pickup trucks currently stand as the most profitable segment of the auto industry ● Highly attractive fleet market: ● Avoids complex retail sales network ● Large order volumes with sticky contracts ● Highly underserved market with no EV focused competitors targeting the space ● Competitive in critical metrics fleet buyers emphasize, including total cost of ownership ● 80% of fleet customers surveyed have expressed a preference for the Endurance versus traditional products ~12mm U.S. Total Light Trucks (SUV, CUV, Pickup Truck) Market ~3mm U.S. Total Pickup Truck Market ~1.3mm U.S. Full - sized Fleet Pickup Truck Market ~$65bn Focused on Electric Light Duty Trucks P $2.0bn+ of Existing Pre - Orders P Highly Price Competitive P Key Highlights ~$150bn ~$600bn Source: Public sources, third - party analysis, and management estimates. Note: Market sizes for US. A ssumes average vehicle price of $50,000. Targeting the Fleet Market P Potential to Enter the SUV Market Over Time P

 

 

12 5Y TCO Comparison 2 LMC Endurance Ford F - 150 Initial Cost $ 52,500 $ 51,775 Price Per Unit $ 0.13 Per kWh $ 2.57 Per Gallon Fuel Cost $ 5,200 $ 14,280 Maintenance Cost $ 1,800 $ 5,125 Fed. Tax Credit ($ 7,500) N/A Total $ 52,000 $ 71,180 Difference $19,180 20% Traditional ICE 80% Endurance Profitable Target Segment in an Attractive Market Source: Public sources, third - party analysis, and management estimates. Note: Third party market s tudy available upon r equest. 1 Fleet buyer survey. 2 Based on Lordstown TCO calculator publicly available on company website. Assumes annual mileage of 20,000 per year, 5 year service life, and cost of gas of $2.57 per gallon in the US, the national average as of 09 - Dec - 2019 per AAA. All - Electric 7,000 lbs. GVW 3,000 lbs. Payload 75 MPGe Fuel Economy ~250mi Range ~$360/yr . Maint. Costs Internal Combustion 6,700 lbs. GVW 2,040 lbs. Payload 15 MPG Fuel Economy 400mi Range ~$1,025/yr . Maint. Costs Endurance: Competitive in Important Fleet Metrics ~27% TCO Reduction vs. Similar ICE Pickup Trucks “ Which Vehicle Would You be More Interested In ?”¹ Total Cost of Ownership Safety Rating Initial Purchase Price Vehicle Capabilities Vehicle Reliability The Fleet Market Has Eagerly Awaited the Endurance P P P P P Caimin Flannery • Sales team run by Caimin, consists of internal and external representatives • Marketing efforts are at an early stage, however existing pre - orders have been achieved with minimal marketing costs

 

 

13 Unique, Efficient, Purpose - Built Design Battery Pack Hub Motor Crash - Optimized Frame & Body Suspension for Hub Motors Inverters LMC Hub Motors • No drivetrain components • Regenerative braking in every wheel • Differentiated traction and performance • High maneuverability for cities & construction sites • Designed for LMC pickup duty cycle • Improved efficiency for work truck speeds • Repeated 100 G impact tests with no issues • >620k miles bench & vehicle testing – >180k miles fatigue & accelerated loads • Technology licensed by LMC from Elaphe • Production by LMC p lanned • Building on 5 years of hub motor experience Hub Motors Provide a Unique Competitive Edge Endurance’s Innovative Technology Integration

 

 

14 Battery Cells Hub Motors Metal Stampings Chassis Non - Customer Facing Components 1 General Assembly Paint Line Stamping & Body Shop Vehicle Component Suppliers Plant Integrators Unique, Efficient, Purpose - Built Design Engineering Design Highlights — Skateboard chassis design — GM components¹: Airbags , seat structures, switches & locks, steering wheel, and HVAC Proven parts and technology will help Lordstown get to market faster and at lower cost — Body & frame design based on proven pickup truck chassis; has been refined over multiple generations — Battery pack produced in - house using cylindrical cells, offering a range of ~250 miles per charge and a 10 year lifespan target Select Elaphe OEM Relationships Tires X6 Concept R8 Prototype Elaphe is the leading developer of hub wheel motors for light vehicles 1 To be negotiated with Tier 1 suppliers through GM’s supplier network

 

 

15 Unique, Efficient, Purpose - Built Design Clear Lane for Endurance to Launch in an Underserved Market Lordstown Endurance vs. Key Competitors Launch Timing 2021 2021 2021 N/A 2022 2022 Commercial Fleet Focus? x ? Full - Size Pickup? x x x Expected Price $45,000¹ ~$67,500¹ ~$69,900 ~$67,500¹ TBD ~$70,000 T he Only EV Player Providing a Full - Size Pickup Primarily Focused on Commercial Fleets Source: Public sources, third - party analysis, and management estimates. Note: Ford and GM images are illustrative. 1 Net of $7,500 tax credits. Mid - Tier R1T Cybertruck Mid - Point Pricing Range of Badger F - 150 Electric Hummer EV Endurance

 

 

16 “Lordstown Motors’ proposal to convert the former GM assembly plant into a state - of - the - art electric vehicle manufacturing facility is an excellent example of why Congress created this particular loan program (ATVM). Not only will this funding jumpstart our local economy now, but it will position Youngstown and the Mahoning Valley as a leader in the economy of the future.” - Tim Ryan, Member of Congress Strategic Relationships with Key Industry Leaders Favorable Relationships — GM (capital and parts), Elaphe (parts, IP), Workhorse (IP), Goodyear (service and parts), among others Regulatory and Government Tailwinds for Lordstown’s Mission — 14 states have adopted California’s zero - emission vehicle standards (requiring OEMs to sell EVs — Customers to receive a $7,500 tax credit for the first 200,000 trucks manufactured by LMC (estimated to support sales by 2025) — Candidate to receive a $37.5mm grant from Jobs Ohio — Candidate for a ~$250mm loan under the federal Advanced Technology Vehicles Manufacturing ( ATVM) Loan Program Mahoning Valley, the Heart of Ohio’s Auto Industry — Focus on transforming region into ‘Voltage Valley’, a cluster of companies to drive the industry’s electrification Key Strategic Relationships Government and Local Institutions Potential for $37.5mm Ohio Jobs Grant Potential for $250mm from Federal P rograms like ATVM “We want to be the tiremaker of choice for electric vehicle manufacturers and working with Lordstown represents an ideal relationship with shared Ohio roots and shared values of innovation, performance and sustainability.” - Erin Spring Goodyear’s Director of New Ventures Lordstown has Many Groups Vested in its Success

 

 

17 Strategic Relationships with Key Industry Leaders Critical Start - up Support from GM P The Lordstown Complex transferred in a near production - ready state and capable of large annual production volume with only modest incremental investment A Relationship Structured to Enable Success P Transition services provided and critical environmental permits transferred to expedite LMC’s restart of operations P Access to GM parts catalogue saves months in design timing and millions in certification costs P GM has invested in the PIPE

 

 

18 Clear Path to be First to Market State of the Art Manufacturing Plant Unprecedented Opportunity to Leverage an Existing Fully Equipped Plant Est. Annual Vehicle Capacity 6 0 0,000 + Vehicles Plant Size 6.2M Square Feet Lordstown, OH Solar Energy Supported Costs to Reconfigure Plant ~$120 Million Est. Replacement Value $3.0 Billion Source: Management estimates Fully Equipped Plant S tamping, Robots, Assembly, Paint Legend: A. Stamping B. Body Shop C. Paint Shop D. General Assembly E. Central Maintenance F . Administration G. Rail Loading Station H. Solar Panel Array I. Battery Line J. Hub Motor Line

 

 

19 Clear Path to be First to Market Modest Engineering and Retooling Needed to Begin Production Source: Management estimates Based on the Excellent Condition of the Plant and Equipment at the Lordstown Complex, LMC Projects ~$ 120 Million of Investment to Retool the Equipment for Full Production Readiness Lordstown Complex Infrastructure, Material Handling, and Spare Parts Physical infrastructure, security, and IT infrastructure is in place and in good working condition $15M Estimated Investment Minimal investment required in new fixtures, welding tools, and a truck box robotic cell Body Shop New soft tooling for three presses is required for production The remaining four presses could be removed and sold at auction Stamping Equipment is in place and sufficient in size to manufacture the Endurance Plan to convert paint line from dry powder coating to “wet on wet” paint process Paint Reconfiguration of a mezzanine area above final assembly to create a battery packing assembly line New robot tooling and quality and test equipment is required Battery Packing Electric in - wheel hub motor production line will require purchase of additional CNC machines, tooling, and quality and test equipment Hub Motor Manufacturing Existing state - of - the - art Skillet conveyor system is large enough for the Endurance and will require only minimal modifications General Assembly $ 3 M Estimated Investment $32M Estimated Investment $ 16M Estimated Investment $27M Estimated Investment $23M Estimated Investment $ 14M Estimated Investment

 

 

20 Lordstown has received ~40k pre - orders for the Endurance despite the fact that production is not slated to begin until 2H21, representing potential revenue sufficient to cover production into 2023 Clear Path to be First to Market Working Prototype Substantially Complete with Virtual Crash Testing Significant Pre - Orders Received Key Component Supply Secured Through GM Secured Fully Operational Production Facility Finalizing Engineering and Certification Preparations Poised to Commence Production with a Clearly Defined Roadmap As a majority of parts and processes exist today, Lordstown expects to integrate these vs. designing from scratch Pre - Production Milestones Achieved Key Work Streams Month Timing: Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Equipment Installation & Testing Pre-Production Runs Full Production Vehicle Production Targets 31,600 65,000 107,000 2,200 2020 2021 2022 2023 2024 w130 w131 w132 w133w134 w135w136 w137w138w139

 

 

21 Clear Path to be First to Market Battery Approach Supports Speed to Market • Designed to last 1000 charge cycles, with each charge offering ~250 miles • Offers total battery capacity of 109kWh for the base version • Offers strong modularity based on a double deck skateboard • Protected by reinforced frame & body • Includes liquid cooling in combination with HVAC to drive efficiencies further Source: Public sources , third - party analysis, and management estimates • Cylindrical Batteries are a tried and tested concept • Uses 21,700 cell Samsung battery, similar to that used by other mass - market EV players • Works on a similar system to Tesla’s Model 3 • The Lordstown team has experience implementing similar battery technology P P P P P Execution Technical Superiority P P P P Lordstown’s Battery Strategy Relies on Proven Concepts to Facilitate Production Timing

 

 

Financial Information

 

 

23 Capital Raise Proceeds Expected to be Sufficient to Achieve Cash Flow Positive $ 675 mm Cash Proceeds Cash proceeds will be largely directed towards CapEx, R&D, and G&A expenses ~$135mm Capital Expenditures Plant Retooling of ~$120mm, BoM Retooling of ~$15mm to Gear up for Production ~$90mm R&D Product Development, Validation and Certification ~$130mm Operating and G&A Expenses Hiring of Highly Skilled Workforce to Build the Endurance ~$320mm Cash for Contingencies and Additional Growth Opportunities w149 w150w151w152 w153 k197k198 k199 k200 k201 k202 k203 k204 k205 k206k207 k208k209 k210w154

 

 

24 Financial Overview 1 Assumes pickup truck market of ~3mm units Summary Financials Commentary ● No additional capital requirements expected between PIPE and going to market, achieving positive cash - flow ● Reflects market share of ~3.5% by 2024E 1 ● Lordstown’s first - mover advantage and innovative technology drives high margins ● Low capital intensity driven by existing Lordstown p lant and use of off - the - shelf parts and technologies ● Current plan assumes no new products and there is significant upside with introduction of additional new identified products ($ in millions) 2020E 2021E 2022E 2023E 2024E Total Units Sold 0 2,200 31,600 65,000 107,000 Revenue $0 $118 $1,690 $3,476 $5,776 % Growth - - 1336.4% 105.7% 66.2% Cost of Goods Sold - $(203) $(1,551) $(2,877) $(4,701) Gross Profit $0 $(85) $139 $599 $1,076 % Margin NM NM 8.2% 17.2% 18.6% EBITDA $(64) $(155) $10 $298 $600 % Margin NM NM 0.6% 8.6% 10.4% CapEx $(90) $(45) $(40) $(40) $(20) % Sales NM 38.3% 2.4% 1.2% 0.3% v16 v17 k211 k212 k213 k219 k222 k223

 

 

25 Battery $15k Chassis $9k Body $9k Hub Motors $5k Battery $17k Chassis $10k Body $10k Hub Motors $5k Unit Cost Breakdown Roughly 2k components Top 10 components represent ~90% of anticipated costs Secured deal with GM for access to supplier network of non - customer facing parts such as airbags, steering assembly, and seat frames, all of which are essential to successfully passing safety and crash tests 2020 2024 ~12% decrease projected in BoM over 4 years Total: ~$42k Total: ~$37k Lordstown Endurance BoM Note: BoM excludes labor, overhead and consumables

 

 

26 Pro Forma Equity Ownership US$ in Millions, Unless Otherwise Stated Cash Sources and Uses ● Proceeds for the transaction will be used for development and commercialization of Lordstown’s Endurance vehicle ● GM receives $50mm equity position in exchange for in - kind contributions ● Plant assets ● Plant permits (accelerating time to market) ● Plant operating costs since initial purchase agreement executed (Nov ’19) ● Additional $25mm cash investment from GM as part of transaction ● Draw against $10mm GM financing facility will net against closing cash contribution Pro Forma Valuation 1 Assumes no redemptions from existing public shareholders. 2 Inclusive of $10mm lending facility from GM, of which ~$4mm is drawn. 3 Pro forma share count includes 28.0mm SPAC shares, 7.0mm SPAC founder shares, 50.0mm PIPE shares, and 79.0mm shares to existing Lordstown shareholders . Note: Assumes new shares issued at a price of $10.00. Excludes impact of 14.4mm warrants with a strike price of $ 11.50. Excludes impact of BGL warrants and proceeds and employee options and associated cash. Not inclusive of potential LMC financing of up to $40mm ahead of transaction date. Existing Lordstown Shareholders 48% SPAC Shareholders 17% SPAC Founder Shares 4% PIPE Investment 30% Commentary Pro Forma Ownership 1,3 Sources Uses SPAC Cash in Trust 1 $280 Cash to Balance Sheet $675 PIPE Proceeds (excl. GM) 425 PIK for GM 2 60 GM PIPE Proceeds 75 Deal Expenses 45 Total $780 Total $780 Share Price $10.00 Pro Forma Shares Outstanding 1,3 164.00 Equity Value $1,640 Plus: Existing Debt 0 Less: Cash to Balance Sheet (675) Enterprise Value $965 w181 w182w183w184 w185 k289k290 k291 k292 k293 k294 k295 k296 k297 k298k299 k302k303 k304w186w189 k306k310k311 k312 k313 k314k315k317k319k324k327k329 k331k333 k336k337 k338

 

 

Q&A

 

 

Additional Detail

 

 

29 11.8 x 11.5 x 8.3 x 8.2 x 44.5 x 2023E 2024E NM 49.4 x Enterprise Value Benchmarking 2021E Established OEMs Enterprise Value / EBITDA Enterprise Value / Sales 2021E Established OEMs Source: Market data as of 31 - Jul - 2020 . Lordstown , Fisker , Hyliion, and Nikola EBITDA and sales per management estimates. Fisker EV based on Spartan Energy Acquisition Corp (NYSE: SP AQ) and Hyliion EV based on Tortoise Acquisition Corp ( NYSE: SHLL ) share price as of 31 - Jul - 2020. Assumed EV of $965mm Assumed EV of $965mm 2023E 2024E 0.2 x 0.3 x 2023E 2024E 0.8 x 0.2 x 2023E 2024E 2.6 x 1.2 x 2023E 2024E 5.8 x 1.3 x 2023E 2024E 12.2 x 4.3 x 2023E 2024E 3.3 x 7.4 x 2023E 2024E 3.2 x 1.6 x 7.8 x 3.0 x 1.6 x 1.3 x 0.6 x

 

 

30 Pro-Forma EV 8.0x-10.0x 2024E EBITDA +/- 25.0 % 2024E EBITDA Sensitivity Transaction Value Priced at a Discount Enterprise Value Sensitivity Transaction Value Valuation Sensitivity Analysis $965mm 1.6x 2024E EBITDA $3.8bn $3.0bn Pro Forma Enterprise Value 8.0 - 10.0x 2024E EBITDA 9.0x +/ - 25% 2024E EBITDA $4.3bn $2.6bn Discounted EV of 2.5 Years at 20% Discount Rate $3.4bn Midpoint EV Attractive Entry Point 2024E EBITDA: $600mm Note: Calculated based on NTM EV/EBITDA Multiples

 

 

31 7,500 lbs. Towing Capacity 5.5 Sec. 0 – 60 MPH Time 4,200 lbs. Curb Weight ~250 mi. Range Per Charge 500% Improved Fuel Economy, Equivalent to 75 mpg ~65% Est. Reduction in Annual Maintenance Costs vs. Similar ICE Pickup Trucks 2021 Expected Start of Production $45,000 Purchase Price 1 1 Inclusive of $7,500 federal t ax c redit

 

 

32 Key Features: Purposefully Designed for Fleets Leveraging LMC’s Fleet Market Experience to Offer the Most Capable Fleet Vehicle Ever Produced On - Board Plug - In Power Outlets Allows users to plug in tools, charge the batteries of other tools, etc . Durable Interior Trim Package Durable interior trim package designed to be spacious, functional, and require minimal maintenance ENDURANCE Front View ENDURANCE Rear View State - of - the - Art Fleet Telematics Full suite of telematic software, allowing fleet operators to stay in constant communication with its vehicles Full Compatibility Fully compatible with most OEM and third - party upfitting options such as service bodies, tool boxes, etc . Front + Trunk = Frunk Increases safety and creates valuable storage space

 

 

33 Strategic Relationships with Key Industry Leaders Alignment with Key Service Providers Will Enable LMC to Efficiently and Effectively Serve Fleet Operators and Other Customers Charging Infrastructure Fleet operators typically bring their vehicles back to a central location each day, optimal for charging Evaluating partnerships with multiple EV charging station providers to offer access to Level 2 & Level 3 DC Fast Charging C ost of purchasing and installing charging infrastructure expected to be minimal in the context of lower TCO provided by electric vehicles Most fleet operators utilize service agreements with third - party service providers and for maintenance M ultiple potential partners are interested in helping to train and set up the Company’s aftermarket parts and service network With the fewest moving parts of any vehicle ever produced, maintenance costs are expected to be low Aftermarket Parts and Service Potential Partners Partnerships to Provide Backbone to Commercialization Energy Supply Charging Infrastructure Auto Servicers Auto Parts Distributors

 

 

34 ● Indicative interest for 12,500 Endurance trucks spread over 3 years ● Co - market the Endurance to prospects and clients of ARI ● Provide fleet management services for Endurance trucks, including the vehicle supply chain ● Provide technical assistance and advice to Lordstown; specialized design, manufacturing, and installation of car and truck equipment ● Holman provides financing and insurance services for its commercial fleet customers ● Potential to install a Holman Auto Truck up - fitting facility within the Lordstown plant Strategic Relationships with Key Industry Leaders Vote of Confidence from Holman Enterprises P ARI is the largest private vehicle fleet management company globally , managing over 1.9mm fleet vehicles Holman Enterprises is a Global L eader in Automotive S ervices P P P Brands & Affiliations Support for Lordstown Holman Automotive, one of the largest dealerships in the US, with 39 dealership franchises and 19 brands Auto Truck Group provides specialized design manufacturing & installation of truck equipment Holman Parts Distribution supplies original equipment and aftermarket powertrain products Holman Insurance Services provides insurance and risk management solutions Kargo Master offers exterior racks, interior storage solutions, and other accessories that allow fleet operators to transform vocational vehicles into mobile workshops P P

 

 

35 Beta Prototype Unveiled Jun 25, 2020 Projecting to Begin Full Production by 2021 2020 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Includes first vehicles to be manufactured at Lordstown with the Endurance body and componentry Beta Vehicles Vehicles used to test, validate, and finalize engineering before full scale production begins Engineering Vehicles Produced in full - scale at the Lordstown plant used to certify the vehicle for the road Pre - Production Vehicles Alpha Vehicles Endurance skateboard chassis with third party OEM body; Intended for 95% drivability 20 20 Vehicle Production Phase and Projected Number of Units Completed Alpha Vehicle Tested February 2020 Vehicle Design, Validation, and Production Plan 5 0 2021 and Beyond 2,200 2021 Projected Volume FULL PRODUCTION

 

 

36 Key Work Streams Q1‘20 Q2’20 Q3’20 Q4’20 Q1’21 Q2’21 Q3’21 & Beyond Analyze Scope & Request Proposals Place Initial Equipment Orders Equipment Installation Equipment Testing on Betas Pre - Production Runs Full Production Confirmation of Targets Production Strategy and Plans The Lordstown Complex Requires Modest Investment to Become Production - Ready and Provides a Significant Competitive Advantage Competitors Without Announced Production Facilities or Capacity Endurance Manufacturing Timeline and Planned Investments Provides Tremendous Investment and Timing Advantages Over Competitors • While there are a number of competitors trying to produce a plug - in electric pickup truck, many of them do not have production facilities • Others, including Ford and Tesla, have plants that are currently at capacity and require significant time and investment to build plants and start production • It can take over two years and require billions in capital investment to establish an operational plant 2020 2021 Complete Complete Ongoing Upcoming Upcoming Upcoming Upcoming Source: Public sources, third - party analysis, and management estimates

 

 

37 Summary Investment Thesis Unique, Efficient, Purpose - Built Design Clear Path to be First to Market Secular Tailwinds for both EVs and Trucks Strategic Relationships with Key Industry Leaders Profitable Target Segment in an Attractive Market World - Class Proven Automotive Executive Team Lordstown Seeks to Revolutionize the Pickup Truck Industry

 

 

38 Audited Financials Income Statement | 8 Months Ended 31 December 2019 ($ in ‘000) Source: Lordstown financials Income Statement 31-Dec-19 Revenue - Selling & administrative expenses $1,638 Research & development 5,851 Operating profit / (loss) $(7,489) Income tax expense - Net profit / (loss) $(7,489) v20 v21 v22 v23 k233k234

 

 

39 Audited Financials Balance Sheet | 31 December 2019 ($ in ‘000) Source: Lordstown financials Balance Sheet 31-Dec-19 Current assets: Cash and cash equivalents $2,159 Property & equipment: Land, buildings & equipment 20,276 Other assets: Intangible assets 11,111 Total assets $33,546 Current liabilities: Accounts payable $1,802 Accrued expenses 415 Notes payable 20,142 Total current liabilites $22,359 Stockholder's equity: 0 Additional paid-in capital 18,676 Accumulated deficit (7,489) Total liabilities & stockholders' equity $33,546 Common stock, $0.0001 par value; 10,000,000 shares authorized, 1,221,853 shares issued & outstanding v24 v25 k235k236k237

 

 

40 Audited Financials Cash Flow Statement | 8 Months Ended 31 December 2019 ($ in ‘000) Source: Lordstown financials Cash Flow Statement 31-Dec-19 Net income / (loss) $(7,489) Adjustments to reconcile net loss to net cash: Stock compensation 71 Accounts payable and accrued expenses 2,216 Cash flows from operating activities $(5,202) Purchase of capital assets (133) Cash flows from investing activities $(133) Issuance of common stock 7,494 Cash flows from financing activities $7,494 Net change in cash & cash equivalents $2,159 Beginning cash & cash equivalents - Ending cash & cash equivalents $2,159 Supplemental disclosures of non-cash activities Capital assets acquired with notes payable $20,142 Stock issued in exchange for intangible asstes $11,111 v26 k238 k239 k240 k241 k242k243

 

Exhibit 99.2

 

Electric trucks are coming — but pickup owners need convincing [detroitnews.com]

The Detroit News

September 1, 2020

 

The auto industry faces a reckoning over the coming months as a slew of electric pickups hit the market, finally providing insight into whether consumers will give up their roaring V-6s and V-8s.

 

They're coming from companies dominating the hot and profitable truck market, such as Ford Motor Co. and General Motors Co., as well as newcomers focused exclusively on alternative powertrains, such as Bollinger Motors LLC and Lordstown Motors Corp. They say their goal is to offer capability without compromise to build demand for these vehicles — but it might take some work to convince truck fans.

 

"I'd consider an electric if it had the capabilities of my current truck, and there was more infrastructure in the state for charging," said Rick Sobus, a Michigan resident who owns an F-150, in a Facebook comment to The Detroit News. "I don't want to be pulling my camper to northern Michigan and have to carry a generator or something to charge my truck."

 

Truck owners like Sobus say no matter what, they need the capability already offered by their internal combustion or diesel vehicles. Of new full-size pickup owners, 68% use theirs for recreational towing and 92% for carrying large items at least once a year, according to a survey of 30,000 truck owners from California-based automotive research consulting firm Strategic Vision.

 

"They have to be getting the same idea with a truck in the towing, ruggedness or capability of it," said Alexander Edwards, Strategic Vision's president. "It has to feel like a truck, behave like a truck and do better than a truck because of the electrification. If it does that, there's one in 15 (truck owners) that will go and check out it."

 

That 7% of the market is a starting point, Edwards said, and the demographics are desirable. These electric-vehicle truck intenders' median age is 50, lower than that of the general car-buying population and current EV owners. They typically have a college degree and report a median household income of $175,000.

 

They often enjoy outdoor activities, too, which is why a silent and emission-free drive could be appealing. Electric powertrains also provide instant maximum torque. With far fewer moving pieces, electric vehicles require less maintenance.

 

"The truck was built with a lot of useful components," said Roger Bollinger, CEO of Oak Park-based Bollinger, of his "niche" boxy $125,000 B2 battery-electric pickup that is expected to begin production late next year in partnership with an automaker it will announce soon. The B2 can tow up to 4,000 pounds, carry 16-foot boards thanks to passenger access to the front-trunk — "frunk" — space, and has plenty of plugs to leverage the "mini power plant" that is the vehicle's battery.

 

"It's for people who want capabilities like that, who have property or land and need to build stuff without an extension cord," Bollinger said. "And it's crazy off-road capable."

 

To impress buyers, automakers will have to prove the truck's traditional abilities, and that isn't easy to do. The batteries add weight to the vehicle, which can cut into payload capacity. Many customers are waiting to see how they perform.

 

 

 

 

"When you add more work for an electric motor to do, they take a disproportionate hit to range," said Karl Brauer, an auto analyst and former Kelley Blue Book publisher. "If you're aggressively utilizing a car and driving it in terms of flooring it and taking advantage of that instant torque, you can really reduce the range of that vehicle."

 

General Motors says it will reveal its battery-electric GMC Hummer "supertruck" in the fall. Teasers say the vehicle will offer a whopping 1,000 horsepower and 11,500 pound-feet of torque.

 

"Capability is the price of entry for pickup truck customers," said Duncan Aldred, vice president of the global Buick and GMC brands, in a statement. "Battery electric trucks are ushering in a new era of capability for our truck customers."

 

Ford last year attempted to change the narrative around electric capability, sharing a video of a fully electric F-150 prototype hauling 1.25-million pounds in rail cars. The Dearborn automaker in June introduced a hybrid F-150 for the 2021 model year.

 

Ford says an all-electric model will follow in 2022. The 3.5-liter PowerBoost hybrid engine can tow up to 12,000 pounds with the electric motor alone providing 47 horsepower, according to the Blue Oval. Its target range is 700 miles. Details on pricing are expected this fall.

 

"The all-electric F-150 is for the customer who values a Built Ford Tough truck that won’t require maintenance, like oil changes, and fuel," Ford spokesman Mark Levine said. "They can plug it in at night and head back to work the next morning."

 

The hybrid vehicle also can serve as a mobile power generator with up to 7.2 kilowatts of output that could help power a job site. That's a benefit clearly targeting the commercial sector, which might be the most promising segment for these vehicles for now, said Sam Abuelsamid, principal research analyst for Guidehouse Insights. Those trucks typically drive more miles than consumer vehicles and stand to benefit the most from electric vehicles' fuel economy.

 

"A utility company whose workers have routes they drive all the time could benefit," Abuelsamid said. "If you're towing a boat and snowmobiles or a trailer to Traverse City, that could be a challenge."

 

Lordstown Motors, which took over GM's shuttered plant in the northeast Ohio city, is focusing its business on the commercial segment with production of its Endurance pickup expected to begin in about a year. It starts at $52,200, can tow up to 7,500 pounds, has up to 600 horsepower and a range of more than 250 miles. The company already has 40,000 pre-orders.

 

"We feel it's low-hanging fruit," said CEO Steve Burns of the commercial market. "No one is building vehicles for these folks. We had to reinvent the truck from ground zero. A lot of companies will have a lot of new technology when theirs come out, and they'll cater to the luxury market. When you cater to fleet, you can't come out with luxury prices. It has to be rough and tough yet priced appropriately."

 

Lordstown's solution was to install a "hub motor" on each of the four wheels, which limits moving parts on the vehicle to the four wheels and is helpful for maintenance, Burns said.

 

The startup spoke with local businesses for their insights and needs. One was SERVPRO of Southern Trumbull County, a franchise of the Tennessee-based fire and water cleanup and restoration business. The Ohio location, which has a fleet of 40 vehicles to haul construction materials and equipment to worksites, hopes to support the plant that has long been a key part of its regional economy, said Jim Standohar, the franchise's marketing manager.

 

 

 

 

"If the Endurance vehicle can do what it says it can do, it could be a viable option for us," he said. "The maintenance savings alone would be appealing to anybody. There's no oil change, no gas, no filter, no maintenance other than the four wheels."

 

Range and charging speed, though, could be a concern as the Servpro franchise is a 24/7 operation that needs vehicles ready at all times, Standohar noted. Businesses whose fleets travel cross country could face similar difficulties, Abuelsamid added.

 

ChargePoint Inc., which sells charging infrastructure, is working to deploy its stations along major corridors. In partnership with the National Association of Truck Stop Operators, $1 billion in private and public funding will add charging stations at more than 4,000 U.S. travel plazas by 2030.

 

"That is going to enable folks in the transport business," said Bill Loewenthal, senior vice president of product, "as well as general consumers who are moving across the country."

 

An added challenge to new truck nameplates is that the segment is the most loyal among car buyers. Of Ford truck owners, 72% buy another Ford truck, according to Strategic Vision. Plymouth-based Rivian Automotive LLC's $69,000 R1T and Tesla Inc.'s $39,900 science-fiction-like Cybertruck, however, are likely to find customers among affluent buyers looking for the electric-truck lifestyle, Abuelsamid said.

 

With Rivian getting backing from the likes of Ford and Amazon.com [amazon.com] Inc., and with Tesla's market value having skyrocketed year-over-year, "automotive executives would like to be (Tesla CEO) Elon Musk," Strategic Vision's Alexander said. "Everybody is looking for what is the next thing. We will see if electric trucks are it."