Nikola Corporation (Nasdaq: NKLA) today announced that it has commenced an SEC-registered underwritten public offering of up to $100.0 million of shares of its common stock, before deducting underwriting discounts and commissions and other offering expenses. Nikola expects to grant the underwriter a 30-day option to purchase up to an additional $15.0 million of shares of its common stock at the public offering price, less underwriting discounts, and commissions. Concurrently with the public offering, Nikola has entered into a forward stock purchase agreement with an investor, whereby the investor has agreed to purchase up to $100.0 million of shares of common stock from Nikola in a concurrent registered direct offering at the public offering price, with the actual amount of common stock purchased by the investor to be reduced by the extent of the total public offering amount from the public offering, subject to certain conditions. The public offering is not conditioned on the closing of the concurrent registered direct offering, and the closing of the concurrent registered direct offering is not conditioned on the closing of the public offering.
Nikola currently intends to use the net proceeds from the public offering and the concurrent registered direct offering for working capital and other general corporate purposes.
Citigroup is acting as the sole book-running manager for the proposed public offering.
A shelf registration statement relating to the shares was filed with the Securities and Exchange Commission and became effective on April 14, 2022 (File No. 333-264068). A copy of the preliminary prospectus supplement and accompanying prospectus relating to the public offering and the concurrent registered direct offering, when available, may be obtained from Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by telephone at (800) 831-9146.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.