FORWARD-LOOKING
STATEMENTS
This prospectus, any prospectus
supplement and any related free writing prospectus, including the
information incorporated by reference herein and therein, contain
or may contain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, or the
Securities Act, and Section 21E of the Securities Exchange Act
of 1934, as amended, or the Exchange Act. Any statements about our
expectations, beliefs, plans, objectives, assumptions or future
events or performance are not historical facts and may be
forward-looking. These statements are often, but are not always,
made through the use of words or phrases such as “anticipate,”
“believe,” “contemplate,” “continue,” “could,” “estimate,”
“expect,” “intend,” “may,” “plan,” “potential,” “predict,”
“project,” “seek,” “should,” “target,” “will,” “would,” or the
negative of these words or other comparable terminology.
Accordingly, these statements involve estimates, assumptions and
uncertainties which could cause actual results to differ materially
from those expressed in them.
Given these uncertainties, you
should not place undue reliance on these forward-looking statements
as actual events or results may differ materially from those
projected in the forward-looking statements due to various factors,
including, but not limited to, those set forth under the heading
“Risk Factors” in any applicable prospectus supplement, the
documents incorporated by reference therein or any free writing
prospectus that we authorized and under “Part I, Item 1A.
Risk Factors” contained in our most recent annual report on Form
10-K, and in subsequent quarterly reports on Form 10-Q, as well as
any amendments thereto, which are incorporated by reference into
this prospectus and the applicable prospectus supplement in their
entirety, as well as the following:
•
our ability to continue as a
going concern, which requires us to manage costs, obtain
significant additional funding to execute our business plan, and
achieve our production targets for the Endurance in 2022 and
beyond, and our ability to raise such funding on a reasonable
timeline and with suitable terms;
•
our ability to raise sufficient
capital in order to invest in the tooling that we expect will
enable us to eventually lower the Endurance bill of materials cost,
continue design enhancements of the Endurance and fund any future
vehicles we may develop;
•
the cost and other impacts of
contingent liabilities such as current and future litigation,
claims, regulatory proceedings, investigations, complaints, product
liability claims, stockholder demand letters, availability of
insurance coverage and/or adverse publicity, which may have a
material adverse effect, whether or not successful or valid, on our
liquidity position, cash projections, business prospects and
ability and timeframe to obtain financing;
•
our ability to realize the
benefits from our recently completed transactions and agreements
with Foxconn;
•
our ability to execute our
business plan, expansion plans, strategic alliances and other
opportunities, including development and market acceptance of our
planned products;
•
risks related to our limited
operating history, the rollout of our business and the timing of
expected business milestones, including the ability to complete the
engineering of the Endurance, to ensure completion of the retooling
of the production facility, to establish appropriate supplier
relationships, to successfully complete testing, homologation and
certification and to start commercial production and delivery of
the Endurance, in accordance with our projected
timeline;
•
our ability to source and
maintain suppliers for our critical components and the terms of
such arrangements, and our ability to complete building out our
supply chain;
•
the availability and cost of
raw materials and components, particularly in light of current
supply chain disruptions and labor concerns, inflation, and the
consequences of such shortages on testing and other activities,
which could present challenges that impact the timing of our
commercial production;
•
our ability to successfully
identify and implement actions that will lower the Endurance bill
of materials cost, including sourcing benefits anticipated from our
relationship with Foxconn;