FALSE00018112107373 Gateway BoulevardNewarkCA00018112102022-11-082022-11-08

Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported): November 8, 2022
Lucid Group, Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of
incorporation or organization)
(Commission File
(I.R.S. Employer Identification No.)
7373 Gateway Boulevard
Newark, CA

(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including area code: (510) 648-3553
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)
Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per shareLCIDThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 2.02 - Results of Operations and Financial Condition
On November 8, 2022, Lucid Group, Inc. (“Lucid”) issued a press release announcing its results for the third quarter ended September 30, 2022. A copy of the press release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated by reference herein.
Lucid uses its website as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.
The information in this current report on Form 8-K and the exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 - Financial Statements and Exhibits
(d) Exhibits
104Cover Page Interactive Data File (embedded within the inline XBRL document)

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: November 8, 2022
Lucid Group, Inc.
/s/ Sherry House
Sherry House
Chief Financial Officer

Exhibit 99.1
Lucid Announces Third Quarter 2022 Financial Results, On Track
for Annual Production Guidance of 6,000 to 7,000 Vehicles
Record quarterly production of 2,282 vehicles, more than triple Q2
On track for annual production guidance of 6,000 to 7,000 vehicles
Q3 revenue of $195.5M driven by customer deliveries of 1,398 vehicles in the quarter
Strong demand with over 34,000 reservations, representing potential sales of over $3.2B
Announced plans to open Project Gravity SUV reservations in early 2023

NEWARK, CA — November 8, 2022 — Lucid Group, Inc. (NASDAQ: LCID), setting new standards with the longest-range, fastest-charging electric car on the market, today announced financial results for its third quarter ended September 30, 2022. Lucid reported Q3 revenue of $195.5 million on deliveries of 1,398 vehicles. The Company reported strong customer demand for Lucid Air with reservations over 34,000, as of November 7, 2022, representing potential sales of over $3.2 billion. This reservation number does not include the up to 100,000 vehicles under the agreement with the government of Saudi Arabia. Lucid ended the quarter with approximately $3.85 billion cash, cash equivalents, and investments, which is expected to fund the Company at least into the fourth quarter of 2023.

“I’m delighted to say that we’ve made significant progress toward achieving our 2022 production target of 6,000-7,000 vehicles. We had record quarterly production of 2,282 vehicles, more than triple Q2, and deliveries of 1,398, which was more than double Q2,” said Peter Rawlinson, Lucid’s CEO and CTO. “I’m also pleased to announce that we’ve now proven our ability to produce 300 cars a week, with a visible pathway to our next incremental ramp up.”

“We continue to have strong demand with over 34,000 reservations as of November 7, 2022,” said Sherry House, Lucid’s CFO. “We plan to open reservations for Project Gravity SUV in early 2023, which we believe will unlock a very large and incremental addressable market for us. We remain intently focused on scaling the business and continue to expect to see significant growth in revenue as delivery volumes ramp.”
About Lucid Group
Lucid’s mission is to inspire the adoption of sustainable energy by creating advanced technologies and the most captivating luxury electric vehicles centered around the human experience. The Company’s first car, Lucid Air, is a state-of-the-art luxury sedan with a California-inspired design that features luxurious full-size interior space in a mid-size exterior footprint. The Lucid Air Grand Touring features an official EPA estimated 516 miles of range or 1,050 horsepower. Deliveries of Lucid Air, which is produced at Lucid’s factory in Casa Grande, Arizona, are currently underway to U.S. and Canadian customers.
Investor Relations Contact

Media Contact
This communication contains trademarks, service marks, trade names and copyrights of Lucid Group, Inc. and its subsidiaries and other companies, which are the property of their respective owners.

Forward Looking Statements
This communication includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “will,” “shall,” “expect,” “anticipate,” “believe,” “seek,” “target,” “continue,” “could,” “may,” “might,” “possible,” “potential,” “predict” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding financial and operating outlook, amount of reservations and related potential sales, future capital expenditures and other operating expenses, expectations and timing related to commercial product launches, including the Project Gravity SUV and the various Air models, production and delivery volumes, the range and performance of Lucid’s vehicles, plans and expectations regarding Lucid’s software, Lucid’s estimate of the length of time its existing cash, cash equivalents and investments will be sufficient to fund planned operations, Lucid’s plans and expectations regarding its future capital raises and funding strategy, the timing of deliveries, future manufacturing capabilities and facilities, studio and service center openings, ability to mitigate supply chain and logistics risks, benefits of relocating Lucid’s logistics operations center, ability to vertically integrate production processes, future sales channels and strategies, future market launches and international expansion, including Lucid’s launch plans for the European market and planned manufacturing facility in Saudi Arabia, the potential success of Lucid’s go-to-market strategy and future vehicle programs, and the promise of Lucid’s technology. These statements are based on various assumptions, whether or not identified in this communication, and on the current expectations of Lucid’s management. These forward-looking statements are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and may differ from these forward-looking statements. Many actual events and circumstances are beyond the control of Lucid. These forward-looking statements are subject to a number of risks and uncertainties, including changes in domestic and foreign business, market, financial, political and legal conditions, including the ongoing conflict between Russia and Ukraine; risks related to prices and availability of commodities, Lucid’s supply chain, logistics, inventory management and quality control, and Lucid’s ability to complete the tooling of its manufacturing facilities over time and scale production of the Lucid Air and other vehicles; risks related to the uncertainty of Lucid’s projected financial information; risks related to the timing of expected business milestones and commercial product launches; risks related to the expansion of Lucid’s manufacturing facility, the construction of new manufacturing facilities and the increase of Lucid’s production capacity; Lucid’s ability to manage expenses; risks related to future market adoption of Lucid’s offerings; the effects of competition and the pace and depth of electric vehicle adoption generally on Lucid’s future business; changes in regulatory requirements, governmental incentives and fuel and energy prices; Lucid’s ability to rapidly innovate; Lucid’s ability to enter into or maintain partnerships with original equipment manufacturers, vendors and technology providers; Lucid’s ability to effectively manage its growth and recruit and retain key employees, including its chief executive officer and executive team; risks related to potential vehicle recalls; Lucid’s ability to establish and expand its brand and capture additional market share, and the risks associated with negative press or reputational harm; Lucid’s ability to effectively utilize zero emission vehicle credits and obtain and utilize certain tax and other incentives; Lucid’s ability to issue equity or equity-linked securities in the future; Lucid’s ability to pay interest and principal on its indebtedness; future changes to vehicle specifications which may impact performance, pricing and other expectations; the outcome of any potential litigation, government and regulatory proceedings, investigations and inquiries; and the impact of the global COVID-19 pandemic on Lucid’s supply chain, projected results of operations, financial performance or other financial metrics, or on any of the foregoing risks; and those factors discussed under the heading “Risk Factors” in Part II, Item 1A of Lucid’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, as well as other documents Lucid has filed or will file with the Securities and Exchange Commission. If any of these risks materialize or Lucid’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that Lucid currently does not know or that Lucid currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Lucid’s expectations, plans or forecasts of future events and views as of the date of this communication. Lucid anticipates that subsequent events and developments will cause Lucid’s assessments to change. However, while Lucid may elect to update these forward-looking statements at some point in the future, Lucid specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing Lucid’s assessments as of any date subsequent to the date of this communication. Accordingly, undue reliance should not be placed upon the forward-looking statements.

Non-GAAP Financial Measures and Key Business Metrics
Condensed consolidated financial information has been presented in accordance with US GAAP (“GAAP”) as well as on a non-GAAP basis to supplement our condensed consolidated financial results. Lucid’s non-GAAP financial measures include Adjusted EBITDA and Free Cash Flow which are discussed below.
Adjusted EBITDA is defined as net loss before (1) interest expense, (2) interest income, (3) provision for income taxes, (4) depreciation and amortization, (5) change in fair value of forward contracts, (6) change in fair value of convertible preferred stock warrant liability, (7) change in fair value of common stock warrant liability, (8) transaction costs expensed and (9) stock-based compensation. Adjusted EBITDA is a performance measure that Lucid believes provides useful information to Lucid’s management and investors about Lucid’s profitability. Free Cash Flow is defined as net cash used in operating activities less capital expenditures. Free Cash Flow is a performance measure that Lucid believes provides useful information to Lucid’s management and investors about the amount of cash generated by the business after necessary capital expenditures.
These non-GAAP financial measures facilitate management’s internal comparisons to Lucid’s historical performance. Management believes that it is useful to supplement its GAAP financial statements with this non-GAAP information because management uses such information internally for its operating, budgeting, and financial planning purposes. Management also believes that presentation of the non-GAAP financial measures provides useful information to Lucid’s investors regarding measures of our financial condition and results of operations that Lucid uses to run the business and therefore allows investors to better understand Lucid’s performance. However, these non-GAAP financial and key performance measures have limitations as analytical tools and you should not consider them in isolation or as substitutes for analysis of our results as reported under GAAP.
Non-GAAP information is not prepared under a comprehensive set of accounting rules and therefore, should only be read in conjunction with financial information reported under GAAP when understanding Lucid’s operating performance. In addition, other companies, including companies in our industry, may calculate non-GAAP financial measures and key performance measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures and key performance measures as tools for comparison. A reconciliation between GAAP and non-GAAP financial information is presented below.

(in thousands, except share and per share data)
September 30,
December 31,
Current assets:
Cash and cash equivalents$1,264,136 $6,262,905 
Short-term investments2,078,045 — 
Accounts receivable, net2,659 3,148 
Inventory685,321 127,250 
Prepaid expenses57,259 70,346 
Other current assets69,008 43,328 
Total current assets4,156,428 6,506,977 
Property, plant and equipment, net1,954,310 1,182,153 
Right-of-use assets211,844 161,974 
Long-term investments513,735 — 
Other noncurrent assets51,494 30,609 
TOTAL ASSETS$6,887,811 $7,881,713 

Current liabilities:
Accounts payable$79,781 $41,342 
Accrued compensation49,008 32,364 
Finance lease liabilities, current portion9,780 4,183 
Other current liabilities686,555 318,212 
Total current liabilities825,124 396,101 
Finance lease liabilities, net of current portion79,371 6,083 
Common stock warrant liability396,489 1,394,808 
Long-term debt1,990,571 1,986,791 
Other long-term liabilities365,009 188,575 
Total liabilities3,656,564 3,972,358 
Preferred stock, par value $0.0001; 10,000,000 shares authorized as of September 30, 2022 and
       December 31, 2021; no shares issued and outstanding as of September 30, 2022 and December 31, 2021
— — 
Common stock, par value $0.0001; 15,000,000,000 shares authorized as of September 30, 2022 and December 31, 2021; 1,681,005,163 and 1,648,413,415 shares issued and 1,680,147,338 and 1,647,555,590 shares outstanding as of September 30, 2022 and December 31, 2021, respectively168 165 
Additional paid-in capital10,162,745 9,995,778 
Treasury stock, at cost, 857,825 shares at September 30, 2022 and December 31, 2021(20,716)(20,716)
Accumulated other comprehensive loss(13,266)— 
Accumulated deficit(6,897,684)(6,065,872)
Total stockholders’ equity3,231,247 3,909,355 

(in thousands, except share and per share data)
Three Months Ended
September 30,
Nine Months Ended
September 30,
Revenue$195,457 $232 $350,468 $719 
Costs and expenses
Cost of revenue492,483 3,320 1,030,795 3,424 
Research and development213,761 242,408 600,218 586,579 
Selling, general and administrative176,736 251,554 563,707 455,478 
Total cost and expenses882,980 497,282 2,194,720 1,045,481 
Loss from operations(687,523)(497,050)(1,844,252)(1,044,762)
Other income (expense), net
Change in fair value of forward contracts— — — (454,546)
Change in fair value of convertible preferred stock warrant liability— — — (6,976)
Change in fair value of common stock warrant liability140,146 (24,787)998,319 (24,787)
Transaction costs expensed— (2,717)— (2,717)
Interest income24,373 — 27,284 — 
Interest expense(7,613)(76)(22,521)(111)
Other income (expense), net665 249 9,898 (151)
Total other income (expense), net157,571 (27,331)1,012,980 (489,288)
Loss before provision for income taxes(529,952)(524,381)(831,272)(1,534,050)
Provision for income taxes149 22 540 31 
Net loss(530,101)(524,403)(831,812)(1,534,081)
Deemed dividend related to the issuance of Series E convertible preferred stock— — — (2,167,332)
Net loss attributable to common stockholders, basic(530,101)(524,403)(831,812)(3,701,413)
Change in fair value of dilutive warrants(140,146)— (998,319)— 
Net loss attributable to common stockholders, diluted$(670,247)$(524,403)$(1,830,131)$(3,701,413)
Weighted average shares outstanding used in computing net loss per share attributable to common stockholders, basic1,676,048,504 1,217,032,285 1,666,693,217 432,654,607 
Weighted average shares outstanding used in computing net loss per share attributable to common stockholders, diluted1,690,963,548 1,217,032,285 1,686,576,589 432,654,607 
Net loss per share attributable to common stockholders, basic$(0.32)$(0.43)$(0.50)$(8.56)
Net loss per share attributable to common stockholders, diluted$(0.40)$(0.43)$(1.09)$(8.56)
Other comprehensive loss
Net unrealized losses on investments, net of tax$(12,575)$— $(13,266)$— 
Comprehensive loss(542,676)(524,403)(845,078)(1,534,081)
Deemed dividend related to the issuance of Series E convertible preferred stock— — — (2,167,332)
Comprehensive loss attributable to common stockholders$(542,676)$(524,403)$(845,078)$(3,701,413)

(in thousands)
Three Months Ended
September 30,
Nine Months Ended
September 30,
Cash flows from operating activities
Net loss$(530,101)$(524,403)$(831,812)$(1,534,081)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization50,653 14,883 131,343 26,621 
Amortization of insurance premium10,264 4,437 25,188 7,184 
Non-cash operating lease cost5,302 (4,873)14,254 8,629 
Stock-based compensation83,302 236,956 352,245 366,200 
Inventory and firm purchase commitments write-downs186,496 — 364,553 — 
Change in fair value of contingent forward contract liability— — — 454,546 
Change in fair value of preferred stock warrant liability— — — 6,976 
Change in fair value of common stock warrant liability(140,146)24,787 (998,319)24,787 
Other non-cash items(7,424)— (5,020)56 
Changes in operating assets and liabilities:
Accounts receivable(1,119)219 489 (1)
Prepaid expenses(18,560)(43,514)(12,101)(65,697)
Other current assets(1,063)10,679 (33,262)8,299 
Other noncurrent assets(11,526)(1,991)(39,082)(5,861)
Accounts payable2,620 (2,304)52,216 (14,175)
Accrued compensation(6,542)4,762 16,644 12,752 
Operating lease liability(3,817)3,226 (10,761)(4,516)
Other current liabilities102,001 17,201 281,545 17,834 
Other long-term liabilities12,396 1,269 20,191 5,158 
Net cash used in operating activities(569,466)(291,597)(1,577,743)(745,401)
Cash flows from investing activities:
Purchases of property, plant and equipment(290,064)(92,780)(784,964)(299,313)
Proceeds from government grant97,267 — 97,267 — 
Proceeds from sale of property, plant and equipment— — — 19 
Purchases of investments(1,307,454)— (2,726,677)— 
Proceeds from maturities of investments125,353 — 125,353 — 
Net cash used in investing activities(1,374,898)(92,780)(3,289,021)(299,294)
Cash flows from financing activities:
Payment for short-term insurance financing note— (14,072)(15,330)(16,819)
Payment for finance lease liabilities(1,204)(551)(3,605)(1,915)
Proceeds from short-term insurance financing note— 30,985 — 41,935 
Proceeds from borrowings13,565 — 20,228 — 
Repayments for borrowings(6,653)— (6,653)— 
Proceeds from failed sale-leaseback transaction31,700 — 31,700 — 
Repurchase of Series B convertible preferred stock— — — (3,000)
Proceeds from issuance of Series D convertible preferred stock— — — 3,000 
Proceeds from issuance of Series E convertible preferred stock— — — 600,000 
Proceeds from exercise of stock options1,889 761 14,738 6,027 
Proceeds from the exercise of public warrants— 173,273 — 173,273 
Proceeds from the reverse capitalization— 4,439,153 — 4,439,153 
Payment of transaction costs related to the reverse recapitalization— (4,811)— (4,811)
Proceeds from employee stock purchase plan— — 12,882 — 
Stock repurchases from employees for tax withholdings(21,654)— (212,895)— 
Payment for credit facility issuance costs— — (6,631)— 
Net cash provided by (used in) financing activities17,643 4,624,738 (165,566)5,236,843 
Net (decrease) increase in cash, cash equivalents, and restricted cash(1,926,721)4,240,361 (5,032,330)4,192,148 
Beginning cash, cash equivalents, and restricted cash3,192,411 592,205 6,298,020 640,418 
Ending cash, cash equivalents, and restricted cash$1,265,690 $4,832,566 $1,265,690 $4,832,566 

Reconciliation of GAAP to Non-GAAP Financials Measures1
(in thousands)

Adjusted EBITDA
Three Months Ended
September 30,
Nine Months Ended
September 30,
Net loss (GAAP)$(530,101)$(524,403)$(831,812)$(1,534,081)
Interest expense7,613 76 22,521 111 
Interest income(24,373)— (27,284)— 
Provision for income taxes149 22 540 31 
Depreciation and amortization50,653 14,883 131,343 26,621 
Change in fair value of forward contracts— — — 454,546 
Change in fair value of convertible preferred stock warrant liability— — — 6,976 
Change in fair value of common stock warrant liability(140,146)24,787 (998,319)24,787 
Transaction costs expensed— 2,717 — 2,717 
Stock-based compensation83,302 236,956 352,245 366,200 
Adjusted EBITDA (non-GAAP)
Free Cash Flow
Three Months Ended
September 30,
Nine Months Ended
September 30,
Net cash used in operating activities (GAAP)$(569,466)$(291,597)$(1,577,743)$(745,401)
Capital expenditures(290,064)(92,780)(784,964)(299,313)
Free cash flow (non-GAAP)

1 The business combination (the “Merger”) between Lucid Group Inc.’s predecessor, Atieva, Inc. (“Legacy Lucid”), and Churchill Capital Corp IV (“CCIV”), which closed on July 23, 2021, is accounted for as a reverse recapitalization under U.S. GAAP. Under this method of accounting, CCIV has been treated as the acquired company for financial reporting purposes. Accordingly, for accounting purposes, the financial statements of Lucid represent a continuation of the financial statements of Legacy Lucid with the Merger being treated as the equivalent of Legacy Lucid issuing shares for the net assets of CCIV, accompanied by a recapitalization. The net assets of CCIV were recognized as of the closing of the Merger at historical cost, with no goodwill or other intangible assets recorded. Operations prior to the Merger are presented as those of Legacy Lucid and the accumulated deficit of Legacy Lucid has been carried forward after the closing of the Merger. All periods prior to the Merger have been retrospectively adjusted using the applicable exchange ratio for the equivalent number of shares outstanding immediately after the closing of the Merger to effect the reverse recapitalization. See our Form 10-Q for the three and nine months ended September 30, 2022 for additional information.