Lordstown Motors Corp. Announces Response to SEC Guidance Issued on April 12, 2021 Applicable to Warrants Issued by Special P...
May 11 2021 - 4:05PM
Lordstown Motors Corp. (Nasdaq: RIDE) (“Lordstown Motors”), a
leader in electric light duty trucks focused on the commercial
fleet market, today announced in a Current Report on Form 8-K, that
as a result of recent guidance provided by the SEC on April 12,
2021 for all SPAC-related companies regarding the accounting and
reporting for their warrants (the “SEC Statement”), it will restate
its previously issued 2020 consolidated financial statements.
The restatement pertains to the accounting treatment for public
and private placement warrants (“warrants”) that were outstanding
at the time of the business combination with DiamondPeak Holdings
Corp. on October 23, 2020 (the “Business Combination”). Consistent
with market practice among SPACs, we had been accounting for the
warrants as equity under a fixed accounting model. However, in
light of the recent SEC Statement, we intend to restate our
historical financial statements for the year ended December 31,
2020 such that some, if not all, of the warrants are accounted for
as liabilities and marked-to-market each reporting period (the
“restatement”). In general, under the mark-to-market accounting
model, we will measure the fair value of the liability classified
warrants at the end of each reporting period or at the time of
exercise and recognize the changes in the fair value in our
operating results. The change in accounting treatment does not
impact any reporting periods prior to the Business Combination.
As of December 31, 2020, we had 13,380,680 Warrants outstanding
and, as a result of exercises and redemption of certain warrants,
as of March 31, 2021, 3,955,907 warrants were outstanding.
About Lordstown Motors Corp.Lordstown Motors
Corp. is an Ohio-based original equipment manufacturer of light
duty fleet vehicles, founded by CEO Steve Burns with the purpose of
transforming Ohio's Mahoning Valley and Lordstown, Ohio, into the
epicenter of electric-vehicle manufacturing. The company owns the
785 acre, 6.2 million square foot Lordstown Assembly Plant where it
plans to build the Lordstown Endurance, believed to be the world's
first full-size, all-electric pickup truck designed to serve the
commercial fleet market. For additional information visit
www.lordstownmotors.com.
Forward Looking StatementsThis press release
includes forward-looking statements. These statements are made
under the “safe harbor” provisions of the U.S. Private Securities
Litigation Reform Act of 1995. These statements may be identified
by words such as “believes,” expects,” “estimates,” “projects,”
“intends,” “should,” “is to be,” or the negative of such terms, or
other comparable terminology. Forward-looking statements are
statements that are not historical facts. Such forward-looking
statements are not guarantees of future performance and are subject
to risks and uncertainties, which could cause actual results to
differ materially from the forward-looking statements contained
herein due to many factors, including, but not limited to: the
completion of our review of our warrants and preparation of the
restated financial statements; any subsequent guidance or
clarifications that the SEC may provide on this matter; our limited
operating history and other risks and uncertainties set forth in
the section entitled “Risk Factors” and “Forward-Looking
Statements” in the Company’s Annual Report on Form 10-K filed with
the U.S. Securities and Exchange Commission (the “Commission”) for
the fiscal year ended December 31, 2021 and other reports filed by
the Company with the SEC. Any forward-looking statements speak only
as of the date on which they are made, and Lordstown Motors Corp.
undertakes no obligation to update any forward-looking statement to
reflect events or circumstances after the date of this press
release.
Contacts:
InvestorsCarter DriscolllordstownIR@icrinc.com
MediaRyan
Hallettlordstownmotors@ottoandfriends.com
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