Mullen Reports Financial Results for the Three and Nine Months Ended June 30, 2024 Form 8 K

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The Company has secured a substantial $250 million new financing commitment; with $50 million already received, $50 million as a one-year additional investment right where the investors have the right to provide additional financing, and $150 million pursuant to an equity line of credit. In addition, the Company signed a commitment letter agreement with an investor for a total investment of $100 million through the issuance of senior secured convertible notes and warrants contingent upon mutual consent and the execution of final documentation by both parties.

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In August 2024, Mullen announced a lease program for Class 1 EV cargo vans created with a focus on individuals, small businesses and fleets. bizEV is a turnkey lease program offering customers an opportunity to transition to EV with a 3-year lease option, starting at $475 per month plus applicable taxes and fees and includes scheduled vehicle maintenance.

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In July 2024, GAMA, one of Mullen's international distributors, placed an order for 29 Mullen-GOs, the Company's commercial micro-urban delivery vehicle. The order is valued at USD $304,000 with shipment to GAMA beginning in August 2024.

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Bollinger's B4, Class 4 EV chassis cab received EPA Certification on June 18, 2024, and Bollinger Motors released its full warranty coverage on the B4 in July, one of the strongest warranties in the commercial market today.

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In July 2024, Mullen's Class 1 EV cargo van received approval for the MOR-EV Program, granting a $3,500 rebate in Massachusetts. When combined with the available $7,500 federal tax credit, the net effective cost of the Mullen ONE would be approximately $23,500.

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In July 2024, Bollinger Motors announced new orders for the all-electric Class 4 Bollinger B4 commercial trucks.

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5 vehicles to Spencer Manufacturing, which will upfit the vehicles into fire rescue trucks. The vehicle order is valued at approximately $825,000.

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70 vehicles Doering Fleet Management, one of the nation's premier fleet management companies. The vehicle order is valued at approximately $11.5 million.

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In July 2024, Bollinger Motors named former GM executive James Taylor as CEO. He will take over for company founder Robert Bollinger, who will remain on Bollinger's Board of Directors and a major shareholder. In addition, the company promoted Bryan Chambers to President and Chief Operating Officer and Siva Kumar to Chief Strategy Officer and Senior Vice President of Finance of Bollinger.

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In August 2024, Mullen announced the promotion of John Taylor to President of the Commercial EV Division. Taylor also retains a role as SVP of Global Manufacturing for Mullen Automotive.

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In August 2024, the Company announced commercial EV orders of 130 Class 1 EV cargo vans and 50 Class 3 EV trucks to Eco Auto over the next 18 months for an estimated value of $7.7 million, with new deliveries beginning in September 2024.

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Recent ride-and-drive activity and events include the NAFA Atlanta Area Summer Block Party, Sustainable Fleet Technology Conference & Expo, Cal Start Zero Emissions Showcase, Green Transportation Summit & Expo and participation in SEUS-CP Business Forum as an Anchor Organization and panelist for the State of Mississippi.

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In addition to its U.S. activities, Mullen is preparing significant pilot programs in Europe and Canada and is actively deploying Class 1 and Class 3 EVs to Europe.

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The State of Massachusetts issued MOR-EV approval, granting Mullen's Class 3 EV truck a $15,000 cash voucher per vehicle sold.

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Mullen added its fifth commercial dealer partner, Eco Auto based in the New England area, and initial purchase order of 13 commercial vehicles.

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In May, the Company announced a new commercial EV Fleet order for Europe with Switzerland-based Antidoto SA for 40 Mullen-GO urban delivery vehicles. The initial PO is valued at $440,000 USD.

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Mullen announced a new European distributor, GAMA, for the Balkans Region in Europe with the first order for 53 vehicles consisting of commercial EV urban delivery vehicles, cargo vans and trucks.

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Mullen continued Commercial EV dealer expansion in the Midwest with Ziegler Truck Group and Pacific Northwest with Range Truck Group.

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Mullen is actively engaged in negotiations with major telecoms, large fleet providers, delivery companies, universities, local municipalities, government agencies, and airport service providers to expand our customer base and market share.

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Mullen announced a $150 Million financing commitment.

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In May, the U.S. Department of Commerce approved Mullen's Tunica, MS., facility as a foreign trade zone delivering up to $21 million in deferred duty for the remainder of FY2024 and FY2025.

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Mullen added a California-based and HVIP-approved dealer, National Auto Fleet Group with locations in Watsonville and Alhambra, CA.

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Mullen added one of the largest US commercial dealers, Pritchard EV, to its dealer network.

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In April, California issued HVIP approval, granting Mullen's Class 3 EV trucks a $45,000 Cash voucher per vehicle sold.

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In April, Mullen announced new CARB approval for the 2025 model year Class 3 EV cab chassis truck.

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Bollinger has announced retail dealers, including LaFontaine Automotive Group, Nacarato Truck Centers, and Nuss Truck and Equipment, covering the initial states of Michigan, Florida, Georgia, Kentucky, Maryland and Minnesota.

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In June, Bollinger received EPA certification for Class 4 EV Commercial Trucks which is a critical step to selling vehicles in the U.S.

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In June, Bollinger received a $13.2 million sales order from Momentum Groups for 80 B4 Class 4 EV trucks.

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In May, Bollinger announced the sale of 50 Bollinger B4 Chassis Cab EV Trucks to EnviroCharge for $8.3 million.

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Bollinger Motors announced Amerit Fleet Solutions for mobile service and warranty for the B4 all-electric Class 4 commercial truck.

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Bollinger expects to begin B4, Class 4 vehicle production and deliveries in the second half of 2024.

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In May, the Company announced the development of a zero-emissions, PowerUP Mobile EV Charging Truck.

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In April, the Company marked phase one completion of the Battery Pack Assembly line in Fullerton, CA.

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The Company is advancing its solid-state polymer pack program and is continuing to conduct battery and vehicle testing since Class 1 EV cargo van road testing began in February 2024.

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Recently, the Company has identified lead suppliers for development and components and issued initial purchase orders to support this pivotal program.

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The Company expects to have the solid-state polymer packs fully certified for production and sale in the second half of 2025.

Net loss

Non-cash adjustments (see table below for details)

Working capital investment

Net cash used in operating activities

Net cash used in investing activities

Cash spent

Nine months ended June 30,

2024

2023

Changes in operating assets and liabilities:

Accounts receivable

Inventories

Prepaids and other assets

Accounts payable

Accrued expenses and other liabilities

Right-of-use assets and lease liabilities

Total changes in operating assets and liabilities

Nine months ended June 30,

2024

2023

Non-cash expenses and gains during the period:

Stock-based compensation

Deferred income taxes

Depreciation and amortization

Impairment of intangible assets

Impairment of goodwill

Impairment of right-of-use assets

Other financing costs - ELOC commitment fee

Other financing costs - Initial recognition of derivative liabilities

Other financing costs - initial recognition of warrants

Revaluation of derivative liabilities

Loss/(gain) on other warrants revaluation

Loss/(gain) on extinguishment of debt

Loss/(gain) on assets disposal

Amortization of debt discount

Non-cash interest and other operating activities

Non-cash financing loss on over-exercise of warrants

Issuance of warrants to suppliers

Total non-cash expenses and gains

June 30, 2024

September 30, 2023

ASSETS

CURRENT ASSETS

Cash and cash equivalents

Restricted cash

Accounts receivable

Inventory

Prepaid expenses and prepaid inventories

TOTAL CURRENT ASSETS

Property, plant, and equipment, net

Intangible assets, net

Related party receivable

Right-of-use assets

Goodwill, net

Other noncurrent assets

TOTAL ASSETS

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

Accounts payable

Accrued expenses and other current liabilities

Warrant liabilities

Series E Preferred Stock (76,950 authorized, 76,923 shares issued and outstanding with redemption value of $41 per share)

ELOC commitment fee liability

Liability to issue shares

Derivative liabilities

Lease liabilities, current portion

Notes payable, current portion

Refundable deposits

TOTAL CURRENT LIABILITIES

Liability to issue shares, net of current portion

Lease liabilities, net of current portion

Deferred tax liability

TOTAL LIABILITIES

STOCKHOLDERS' EQUITY

Preferred stock; $0.001 par value; 126,263,156 preferred shares authorized;

Preferred Series D; 84,572,538 shares authorized; 363,097 and 363,097 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively (preference in liquidation of $159,000 and $159,000 at June 30, 2024 and September 30, 2023, respectively)

Preferred Series C; 24,874,079 shares authorized; 458 and 1,211,757 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively (preference in liquidation of $4,049 and $10,696,895 at June 30, 2024 and September 30, 2023, respectively)

Preferred Series A; 83,859 shares authorized; 648 and 648 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively (preference in liquidation of $836 and $836 at June 30, 2024 and September 30, 2023, respectively)

Common stock; $0.001 par value; 5,000,000,000 and 5,000,000,000 shares authorized at June 30, 2024 and September 30, 2023, respectively; 16,058,994 and 2,871,707 shares issued and outstanding at June 30, 2024 and September 30, 2023 respectively

Additional paid-in capital

Accumulated deficit

TOTAL STOCKHOLDERS' EQUITY ATTRIBUTABLE TO THE COMPANY'S STOCKHOLDERS

Noncontrolling interest

TOTAL STOCKHOLDERS' EQUITY

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

Three months ended June 30,

Nine months ended June 30,

2024

2023

2024

2023

Revenue

Vehicle sales

Costs and expenses applicable to sales and revenues

Cost of goods sold

Other inventory costs and expenses

Total cost of goods sold and other inventory expenses

Gross profit / (loss)

Operating expenses:

General and administrative

Research and development

Impairment of goodwill

Impairment of right-of-use assets

Impairment of intangible assets

Loss from operations

Other income (expense):

Other financing costs - initial recognition of derivative liabilities

Other financing costs - ELOC commitment fee

Other financing costs - initial recognition of warrants

Gain/(loss) on derivative liability revaluation

Gain/(loss) on other warrants revaluation

Gain/(loss) on extinguishment of debt

Loss on financing

Gain/(loss) on disposal of fixed assets

Interest expense

Other income, net

Total other income (expense)

Net loss before income tax benefit

Income tax benefit/ (provision)

Net loss

Net loss attributable to noncontrolling interest

Net loss attributable to stockholders

Waived/(accrued) accumulated preferred dividends and other capital transactions with Preferred stock owners

Net loss attributable to common stockholders after preferred dividends

Net Loss per Share

Weighted average shares outstanding, basic and diluted

Nine Months Ended June 30,

2024

2023

Cash Flows from Operating Activities

Net loss

Adjustments to reconcile net loss to net cash used in operating activities:

Stock-based compensation

Deferred income taxes

Depreciation and amortization

Impairment of intangible assets

Impairment of goodwill

Impairment of right-of-use assets

Other financing costs - ELOC commitment fee

Other financing costs - Initial recognition of derivative liabilities

Other financing costs - initial recognition of warrants

Revaluation of derivative liabilities

Loss/(gain) on other warrants revaluation

Loss/(gain) on extinguishment of debt

Loss/(gain) on assets disposal

Amortization of debt discount

Non-cash interest and other operating activities

Non-cash financing loss on over-exercise of warrants

Issuance of warrants to suppliers

Changes in operating assets and liabilities:

Accounts receivable

Inventories

Prepaids and other assets

Accounts payable

Accrued expenses and other liabilities

Deferred tax liability

Right-of-use assets and lease liabilities

Net cash used in operating activities

Cash Flows from Investing Activities

Purchase of equipment

Purchase of intangible assets

ELMS assets purchase

Net cash used in investing activities

Cash Flows from Financing Activities

Proceeds from issuance of notes payable with attached warrants

Proceeds from issuance of common stock and prefunded warrants

Payment of notes payable

Reimbursement for over issuance of shares

Net cash provided by financing activities

Change in cash

Cash and restricted cash (in amount of $429,372), beginning of period

Cash and restricted cash (in amount of $414.536), ending of period

Supplemental disclosure of Cash Flow information:

Cash paid for interest

Supplemental Disclosure for Non-Cash Activities:

Exercise of warrants recognized earlier as liabilities

Right-of-use assets obtained in exchange of operating lease liabilities

Convertible notes and interest - conversion to common stock

Extinguishment of accounts payable with recognition of derivatives

Common stock issued to settle other derivative liability

Common stock issued to extinguish other liabilities

Common stock issued to extinguish liability to issue stock

Reclassification of derivatives to equity upon authorization of sufficient number of shares

Waiver of dividends by stockholders

Warrants issued to suppliers

Debt conversion to common stock

Extinguishment of operational liabilities by sale of property

Preferred stock converted to common stock

Prefunded warrants converted to common stock

Extinguishment of financial liabilities by sale of property