Luminar Technologies, Inc. Initiates Voluntary Chapter 11 Proceedings to Facilitate Value-Maximizing Sale Process
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chapter 11regulatory
Chapter 11 is a U.S. bankruptcy process that lets a financially distressed company keep operating while it reorganizes its debts and business plan under court supervision. Think of it as a formal pause that allows the company to renegotiate payments, shed contracts or assets, and seek a path to profitability instead of being liquidated; investors watch it because it can change the value and priority of claims, equity dilution, or the likelihood of recovery.
first lien noteholdersfinancial
First lien noteholders are lenders or bondholders whose loans are backed by specific company assets and who have the top legal claim on those assets if the company cannot pay its debts. Think of them like a mortgage lender who gets paid before others from the sale of a house. They matter to investors because they face lower risk of loss, can shape restructuring outcomes through contract terms, and their priority affects what, if anything, remains for other creditors and equity holders.
second lien noteholdersfinancial
Second lien noteholders are investors who own loans or bonds backed by a company's assets but with a lower-priority claim than first lien creditors; if the company defaults, they get paid only after higher-priority lenders are satisfied. This matters to investors because lower priority means greater risk of loss in bankruptcy and typically higher interest rates to compensate, much like taking a cheaper, riskier seat farther back in a waiting line for repayment.
cash collateral orderfinancial
A cash collateral order is a court decision that lets a company use money or cash-like assets that lenders claim a legal right to, usually while the company resolves financial problems. Investors should care because it affects who controls and protects those funds, how much operating cash the company can access, and the likely recovery for creditors — like a judge allowing temporary use of money that’s otherwise in a creditor’s locked box, with conditions to protect the lender.
section 363regulatory
A Section 363 sale is a court‑supervised process under U.S. bankruptcy law that lets a company sell assets quickly, often through an auction, with the court approving the buyer and terms. For investors, it matters because assets can change hands free of most prior claims or liabilities, which can speed recoveries, alter how much creditors receive, and affect the value or ownership prospects of related securities—think of a court‑approved auction of a store’s cash registers and inventory that removes old debts tied to them.
Bankruptcy Coderegulatory
A bankruptcy code is the set of laws and rules that govern what happens when an individual or company cannot pay its debts, laying out options like reorganizing the business, selling assets, and the order in which creditors are paid. For investors, it matters because the code determines how much of their investment can be recovered, who gets priority on claims, and whether ownership or control may change — like a rulebook that decides how the pieces are divided and reassembled.
First Day Motionsregulatory
First day motions are short legal requests a company files immediately after entering bankruptcy to ask the court for quick approvals that keep essential operations running — for example paying employees, accessing bank accounts, or continuing supplier relationships. They matter to investors because they indicate whether the business can stay open during restructuring and reveal priorities and the court’s early stance, like asking for temporary access to the company’s operating toolbox while longer-term decisions are made.
Enters Chapter 11 with Support from Noteholders to Fund Process with Existing Cash on Hand
Reaches Agreement to Sell LSI to Quantum Computing Inc. for $110 Million in Cash
Continues to Deliver High-Performance LiDAR and Related Services and Support to Customers
ORLANDO, Fla.--(BUSINESS WIRE)--
Luminar Technologies, Inc. (NASDAQ: LAZR) (the “Company” or “Luminar”), a leading global technology company, today announced that it has initiated voluntary chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas (the “Court”). The Company has entered chapter 11 with the support of approximately 91.3% of its first lien noteholders and approximately 85.9% of its second lien noteholders (the “Ad Hoc Group”) to facilitate value-maximizing sale processes for its LiDAR business (“LiDARCo”) and for the equity of its Luminar Semiconductors. Inc. (“LSI”) subsidiary. LSI is not a debtor in Luminar’s chapter 11 cases and its operations are expected to be unaffected by the chapter 11 filing.
Prior to initiating these chapter 11 cases, the Company entered into an agreement with Quantum Computing Inc. (“QCi”) pursuant to which QCi will purchase the equity of LSI for cash consideration of $110 million (subject to customary adjustments), subject to higher or better offers under the sale process the Company is seeking to conduct under section 363 of the Bankruptcy Code.
To facilitate these transactions, fund the chapter 11 cases and support operations throughout the marketing and sale process, the Ad Hoc Group has consented to Luminar’s use of approximately $25 million of cash on hand pursuant to an agreed cash collateral order.
“These transactions provide Luminar with the best opportunity to maximize value for all of its stakeholders,” said Paul Ricci, CEO of Luminar. “Over the past six months, we have taken meaningful steps to drive operational discipline, streamline our cost structure, and sharpen our strategic direction, but our legacy debt obligations and the pace of industry adoption have challenged our ability to operate the business in a sustainable way. After a comprehensive review of our alternatives, the board determined that a court-supervised sale process is the best path forward. As we navigate this process, our top priority is to continue delivering the same quality, reliability and service our customers have come to expect from us.”
During the chapter 11 cases, Luminar expects to continue operating its business and working closely with its suppliers and partners to minimize disruptions and maintain delivery of its LiDAR hardware and software. To that end, Luminar has filed a number of customary “First Day Motions.” Upon Court approval, these motions will enable the Company to, among other things, continue payment of employee wages and benefits, honor commitments to customers, and satisfy obligations to vendors and partners incurred after the filing date.
Additional Information about the Court-Supervised Sale Process
The Company has filed a motion seeking authorization to conduct sale processes for the LSI equity and the LiDAR business designed to achieve the highest or otherwise best offer for the assets pursuant to section 363 of U.S. Bankruptcy Code. The motion sets out proposed bidding procedures for both sales, along with a proposed timeline that, given the extensive marketing processes already conducted by the Company, anticipates completion of the transactions by the end of January 2026, subject to Bankruptcy Court approval and other customary closing conditions.
Additional information regarding Luminar’s chapter 11 process, including court filings, is available at https://omniagentsolutions.com/Luminar, by calling the Company’s claims agent, Omni Agent Solutions at (888) 901-3403 (U.S. & Canada toll free) or +1 (747) 293-0190 (International), or by emailing LuminarInquiries@OmniAgnt.com.
Advisors
As previously announced, Luminar has engaged Weil, Gotshal & Manges LLP, as legal advisor, Jefferies LLC, as investment banking advisor, and Portage Point Partners, LLC, as restructuring advisor, to assist Luminar in analyzing and evaluating potential strategic alternatives and initiatives to improve liquidity.
About Luminar:
Luminar is a global technology company advancing safety, security and autonomy across automotive, commercial, and defense sectors. Its proprietary LiDAR hardware, software, semiconductor and photonics technologies have been developed in-house to meet the demanding performance and scalability requirements of applications spanning passenger vehicles, trucking, logistics, industrial, security, and more. With series production underway and commercial traction across industries, Luminar is uniquely positioned to deliver the next generation of advanced, mission-critical LiDAR and photonics solutions. For more information, please visit www.luminartech.com.
Forward-Looking Statements
This press release contains certain “forward-looking statements.” All statements other than statements of historical fact are “forward-looking” statements for purposes of the U.S. federal and state securities laws, including the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “our vision,” “plan,” “potential,” “preliminary,” “predict,” “should,” “will,” or “would” or the negative thereof or other variations thereof or comparable terminology. These forward-looking statements are subject to a number of factors and uncertainties that could cause the Company’s actual results to differ materially from those expressed in or contemplated by the forward-looking statements. Such factors include, but are not limited to: risks attendant to the bankruptcy process, including the Company’s ability to obtain court approval from the Court with respect to motions or other requests made to the Court throughout the course of the chapter 11 cases; the ability to negotiate and confirm a sale of LSI and LiDARCo. under section 363 of the Bankruptcy Code; the effects of the chapter 11 cases, including increased legal and other professional costs necessary to execute the Company’s liquidation, on the Company’s liquidity (including the availability of operating capital during the pendency of the chapter 11 cases), results of operations or business prospects; the effects of the chapter 11 cases on the interests of various constituents and financial stakeholders; the length of time that the Company will operate under chapter 11 protection and the continued availability of operating capital during the pendency of the chapter 11 cases; objections to the Company’s restructuring process or other pleadings filed that could protract the chapter 11 cases; risks associated with third-party motions in the chapter 11 cases; Court rulings in the chapter 11 cases and the outcome of the chapter 11 cases in general; the Company’s ability to comply with the restrictions imposed by the terms and conditions of its financing arrangements; employee attrition and the Company’s ability to retain senior management and other key personnel due to the distractions and uncertainties; the Company’s ability to maintain relationships with suppliers, customers, employees and other third parties and regulatory authorities as a result of the chapter 11 cases; the impact and timing of any cost-savings measures and related local law requirements in various jurisdictions; finalization of the Company’s annual and quarterly financial statements; risks relating to the delisting of the Common Stock from Nasdaq and future quotation of the Common Stock; the impact of litigation and regulatory proceedings; the impact and timing of any cost-savings measures; and other factors discussed in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission (the “SEC”). These risks and uncertainties may cause the Company’s actual results, performance, liquidity or achievements to differ materially from any future results, performance, liquidity or achievements expressed or implied by these forward-looking statements. For a further list and description of such risks and uncertainties, please refer to the Company’s filings with the SEC that are available at www.sec.gov. The Company cautions you that the list of important factors included in the Company’s SEC filings may not contain all of the material factors that are important to you. In addition, in light of these risks and uncertainties, the matters referred to in the forward-looking statements contained in this report may not in fact occur. The Company undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.
