Lordstown Motors | November 08, 2022
Lordstown Motors Corp. (“Lordstown Motors” or “LMC”) (Nasdaq: RIDE), an original equipment manufacturer of electric vehicles focused on the commercial fleet market, and Foxconn Ventures Pte. Ltd., an affiliate of global technology company Hon Hai Technology Group (“Foxconn”) (TWSE: 2317), today announced that they reached an agreement pursuant to which Foxconn agreed to make additional equity investments in LMC (collectively, the “Investment Transactions”) in the form of $70 million of LMC’s Class A common stock, $0.0001 par value per share (the “Common Stock”), and up to $100 million of a newly created Series A Convertible Preferred Stock, $0.0001 par value per share (the “Preferred Stock,” and together with the Common Stock, the “Securities”). Upon completion of the Investment Transactions, Foxconn is expected to hold all of LMC’s outstanding Preferred Stock and 18.3% of its Common Stock on a pro-forma basis, and will have the right to designate two members of LMC’s Board of Directors.
Lordstown Motors will use the proceeds from the sale of the Common Stock for general corporate purposes and the proceeds from the sale of the Preferred Stock to fund development and design activities for a new electric vehicle program in collaboration with Foxconn (the “EV Program”). The $100 million direct Preferred Stock investment replaces the joint venture funding previously announced by Foxconn and LMC.
Pursuant to the agreements governing the Investment Transactions, at an initial closing expected to be held on or about November 22, 2022 (the “Initial Closing”), subject to customary conditions, Foxconn will purchase an aggregate of approximately 12.9 million shares of Common Stock at a purchase price of $1.76 per share, resulting in total proceeds of $22.7 million, and 300,000 shares of Preferred Stock at a purchase price of $100 per share, resulting in total proceeds of $30 million. The remaining shares of Preferred Stock will be purchased by Foxconn based on achieving certain EV Program funding milestones to be agreed-upon by the parties. Following receipt of applicable regulatory approvals, including a review by the Committee on Foreign Investment in the United States (“CFIUS”), and subject to other customary conditions, Foxconn will purchase an additional 26.9 million shares of Common Stock at a purchase price of $1.76 per share, resulting in total proceeds of approximately $47.3 million (the “Subsequent Common Closing”). Pursuant to the transaction agreements, Foxconn has also been granted the right to participate in future equity offerings by LMC to prevent dilution of its ownership interest.
The agreements governing the Investment Transactions provide, among other things, that:
Conversion Rights and Limitations: Upon certain terms and conditions, Foxconn can convert the Preferred Stock into shares of Common Stock and LMC can force a conversion of the Preferred Stock into shares of Common Stock, in each case, at a conversion price of $1.936, subject to customary adjustments. Conversion of the Preferred Stock is subject to the following ownership limitations (the “Ownership Limitations”): the Preferred Stock cannot be converted if Foxconn would own in excess of 9.99% of LMC’s outstanding Common Stock at any time prior to CFIUS clearance and the Subsequent Common Closing, or 19.99% of LMC’s outstanding Common Stock at any time prior to LMC obtaining stockholder approval.
Voting Rights and Limitations: The Preferred Stock is generally entitled to vote with the Common Stock as a single class on an as-converted basis. However, Foxconn is not entitled to vote its Preferred Stock to the extent that Foxconn would have the right to vote in respect of its Common Stock, Preferred Stock, or other capital stock an amount that would exceed the Ownership Limitations.
Standstill: Until at least December 31, 2024, without approval of LMC’s Board of Directors, Foxconn is prohibited from acquiring any equity securities of LMC if after any such acquisition Foxconn and its affiliates would own in excess of the following amounts of LMC’s voting stock:
9.99%, at any time prior to CFIUS clearance and the Subsequent Common Closing;
19.99%, at any time prior to LMC obtaining stockholder approval; and
24%, at all times following the Subsequent Common Closing and after receipt of the requisite stockholder approval.
Board Representation: Foxconn will have the right to appoint two designees to LMC’s Board of Directors after receiving CFIUS clearance and consummation of the Subsequent Common Closing. Foxconn will relinquish its Board seats if it does not maintain a certain level of ownership of LMC’s capital stock.
Voting Agreement: Until at least December 31, 2024, Foxconn has agreed to vote all of its shares of Common Stock and Preferred Stock (to the extent then entitled to vote) in favor of each director recommended by the Board and in accordance with any recommendation of the Board on all other proposals (other than any action related to any merger or business combination or other change of control transaction or sale of assets).
Participation Rights: Following the Subsequent Common Closing, other than with respect to certain excluded issuances, Foxconn has the right to participate in securities offerings proposed to be made by LMC, provided, that LMC is not required to sell Foxconn securities if LMC would be required to obtain stockholder approval under any applicable law or regulation.
Termination of Existing JV Arrangement: LMC and Foxconn have agreed to terminate the existing joint venture arrangement between Lordstown EV Corporation and Foxconn EV Technology, Inc. The EV Program and future vehicle development are expected to take place within LMC.
“Since announcing our first transaction with Foxconn more than a year ago, it has been our objective to develop a broad strategic partnership that leverages the capabilities of both companies. Foxconn’s latest investment is another step in that direction. Our Board of Directors and management team strongly believe that deep collaboration with the Foxconn EV ecosystem, including the Mobility-in-Harmony (MIH) open-source platform, offers tremendous opportunities to meet our mutual ambition to accelerate EV adoption globally. I look forward to welcoming Foxconn representatives to our Board and exploring other ways to deepen our partnership.”
-Daniel Ninivaggi, Executive Chairman of LMC.
Edward Hightower, CEO and President of LMC commented: Over the last year, the LMC and Foxconn teams have worked collaboratively to bring the Endurance into commercial production, despite numerous external challenges. We acknowledge and appreciate the confidence in our team that is shown by this investment. The combination of LMC’s experienced vehicle development team, Foxconn’s growing EV ecosystem, the MIH platform, and our asset-light business model will allow us to bring great EVs to market faster and more efficiently.
About Lordstown Motors Corp.
Lordstown Motors is an original equipment manufacturer (OEM) of electric vehicles focused on the commercial fleet market, with the Endurance all electric pick-up truck as its first vehicle being launched at the Foxconn EV plant in the Lordstown, Ohio facility. Lordstown Motors has engineering, research and development facilities in Farmington Hills, Michigan and Irvine, California.
Atlis Motor Vehicles | November 15, 2022
Atlis Motor Vehicles (Nasdaq: AMV), a vertically integrated electric vehicle technology ecosystem company, today announces it has received purchase orders for its battery technology from a British EV commercial van manufacturer, INDe EV, and another top-tier compact equipment manufacturing company, with the intent to power both customers’ all-electric work-focused vehicles.
“These orders highlight our unique battery technology and its appeal within the various verticals of the work-focused EV space, As a work-focused EV company developing its own battery technology in the United States, we believe our technology will continue to attract other work vehicle manufacturers both here and abroad, and we will continue to provide shareholders with updates on our developments.”
-Mark Hanchett, Founder and CEO Atlis Motor Vehicles.
About Atlis Motor Vehicles:
Atlis Motor Vehicles (Nasdaq: AMV) is a startup EV ecosystem technology company developing products that will power work. Building an electric vehicle technology platform for heavy and light duty work trucks used in the agriculture, service, utility, and construction industries, Atlis intends to meet the towing and payload capabilities of legacy diesel-powered vehicles by developing battery technology and a modular system architecture capable of scaling to meet the specific needs of the all-electric work vehicle.
Nexa3D | November 17, 2022
Nexa3D, the maker of ultrafast industrial polymer 3D printers, today announced that its resin-based additive solutions have been adopted by the global on-demand manufacturing service provider, Quickparts, to enable industry-leading turn times for 3D printing services.
Launching first in the United States with Europe following in early 2023, Quickparts Express Service delivers custom parts printed on the NXE 400Pro and XiP 3D printers, utilizing engineering-grade materials ideal for both prototyping and low-volume manufacturing applications, in as fast as same-day.
“We are excited to bring our customers the speed and quality they need to meet today’s market demands, We’ve been working closely with Nexa3D and have validated its industrial and desktop 3D printers, both utilizing the ultrafast LSPc 3D printing technology to help meet our customers’ needs for quicker turn-times and uncompromised part quality.”
-Ziad Abou, CEO, Quickparts.
Quickparts invested in Nexa3D’s thermoplastic serial production solution, the QLS 820 earlier this year, signing on as a foundational manufacturing partner in Sept. 2022. Now with the addition of the NXE-series and XiP printers, it will offer 3D printing services utilizing the entire Nexa3D’s fleet of ultrafast additive manufacturing solutions.
“Nexa3D was founded on the premise of digitizing supply chains sustainably by making ultrafast polymer 3D printers accessible to professionals and businesses of all sizes, We are thrilled to partner with Quickparts to further expand access to our industry-leading technology and at the same time deliver 3D printing services faster than ever before.”
-Nina Swienton, Chief Marketing Officer at Nexa3D.
Nexa3D is passionate about digitizing supply chains sustainably. The company makes ultrafast polymer 3D printers that deliver up to 20x productivity gains to professionals and businesses of all sizes. Partnerships with world-class material suppliers and its open materials platform unlock the full potential of additively manufactured polymers for volume production. Automated software tools optimize the entire production cycle using process interplay algorithms that ensure part performance and production consistency, while reducing waste, energy, and minimizing carbon footprint.
Quickparts offers complete on-demand manufacturing services, from 3D printing to traditional manufacturing processes. Quickparts empowers its customers with the tools to reduce production times, speed up design iterations, and shorten product development lifecycles with high-quality 3D printed and machined parts from one of our five global design and production centers. Quickparts’ facilities are ISO 9001:2015 certified and ITAR registered, with expert teams that have been producing parts for more than 20 years.
SME | December 02, 2022
SME, a nationally recognized certifying body in manufacturing, announced today that it has developed and will offer the Robotics in Manufacturing Fundamentals (RMF) credential. The new certification, focused on assessing a candidate's comprehension of fundamental robotics concepts, may be used by those currently looking to upskill or reskill into manufacturing careers before pursuing equipment-specific or career pathway-specific training in robotics. The credential can help individuals begin a lifelong career in an industry where there is opportunity for advancement and good-paying jobs.
The industry-recognized RMF credential was developed by SME, with two leading organizations in the robotics education area: Robotics Education & Competition (REC) Foundation and FIRST®.
"Through our extensive networks in industry, education and workforce, SME identified a common need for a robotics credential that demonstrates certification holders have a basic understanding of robotics concepts before starting a more advanced training program, We worked closely with the REC Foundation and FIRST to validate the body of knowledge to cover topics relevant for foundational robotics topics across a wide range of industries. The global robotics market is expected to reach $74 billion by 2026 and there is tremendous opportunity for those who want to advance their career, o keep our industry thriving, we need to help meet the high demand for advanced manufacturing and robotics talent in our country."
-Jeannine Kunz, Chief Workforce Development Officer, SME and member of the Education and Workforce Advisory Committee of ARM, the Robotics Institute.
The RMF credential, focused on the fundamentals of manufacturing robotics, provides a starting point for any career pathway a candidate may pursue in the field of robotics.
With a RMF credential and the fundamental knowledge it represents, a candidate has many options available to them including:
Entry-level employment in manufacturing jobs that involves robotics and automation
Pursuing further education and training toward
Robotics-specific career pathway such as a robotics technician, robotics specialist, robotics integrator, or robotics engineer
Equipment-specific robotics training and certification
Skilled trade in which robots may be applied such as machining or welding
Industrial maintenance or mechatronics certification
"It is important for FIRST to recognize the high value of skills and experiences that students gain through robotics programs, The RMF credential unlocks exciting career pathways, helping us inspire young people to become leaders in robotics and advanced manufacturing, and we're proud to join SME in developing this program."
-Chris Rake, Chief Operating Officer, FIRST.
The RMF credential is ideal for high school and college students, dislocated workers, under-employed individuals, veterans, at-risk youth, and others who are seeking new employment in high-demand manufacturing jobs.
The REC Foundation is pleased to partner with SME to create the Robotics in Manufacturing Fundamentals certification as a way to recognize students that are pursuing Industry 4.0 technology careers, said Dan Mantz, CEO, REC Foundation. Manufacturing is evolving and today's manufacturing jobs require high tech skills. But there is a critical shortage of tech workers for these jobs so students earning this certification will have excellent career opportunities. The Robotics in Manufacturing Fundamentals certification is an exciting complement to the existing REC Foundation industry certifications in Pre-engineering and Robotics that are part of our workforce development initiatives.
SME has led the manufacturing industry in providing industry-recognized certifications for over 50 years, including Lean Certification, Additive Manufacturing Certification, Certified Manufacturing Associate (CMfgA), Certified Manufacturing Technologist (CMfgT), and Certified Manufacturing Engineer (CMfgE).
We believe in the power of technology and the innovation of people to advance our nation and solve the world's greatest problems. For 90 years, SME has been leading the manufacturing ecosystem to elevate manufacturers, academia, professionals, and the communities in which they operate. We build the bridge from today to the future by developing the next generation of manufacturing talent and informing industry on technology advances that can propel their operations into excellence.
About The Robotics Education & Competition (REC) Foundation:
The Robotics Education & Competition Foundation (REC Foundation) provides educators with competition, education, and workforce readiness programs to increase student engagement in science, technology, engineering, math, and computer science. Through its robotics and drone initiatives, the REC Foundation is inspiring and preparing a global community of over one million students to become innovative leaders.
FIRST® is a robotics community that prepares young people for the future through a suite of inclusive, team-based robotics programs for ages 4-18 (PreK-12) that can be facilitated in school or in structured afterschool programs. Boosted by a global support system of volunteers, educators, and sponsors that include over 200 of the Fortune 500 companies, teams operate under a signature set of FIRST Core Values to conduct research, fundraise, design, build, and showcase their achievements during annual challenges. An international not-for-profit organization founded by accomplished inventor Dean Kamen in 1989, FIRST has a proven impact on STEM learning, interest, and skill-building well beyond high school. Participants and alumni of FIRST programs gain access to education and career discovery opportunities, connections to exclusive scholarships and employers, and a place in the FIRST community for life.