NIKOLA CHAIRMAN ADDRESSES STOCKHOLDER QUESTIONS ON REVERSE SPLIT PROPOSAL IN DEFINITIVE PROXY STATEMENT

Rhea-AI Summary

Nikola addresses stockholder questions regarding a proposed reverse stock split to regain Nasdaq compliance and enhance financial stability. Chairman Steven Shindler explains the rationale behind the proposal and encourages shareholders to vote in favor of all five proposals, emphasizing the benefits of the reverse split. Stockholders are urged to participate in the Annual Stockholder Meeting on June 5, 2024, and cast their votes by June 4, 2024. The company aims to secure future capital and sustain business operations through this strategic move.

Positive

• Efforts to regain Nasdaq compliance and reset operational and financial foundations for enhanced financial stability.

• Encouraging shareholder participation in the Annual Stockholder Meeting and voting in favor of all five proposals for the benefit of the company.

• Anticipated positive impact of the reverse stock split in addressing potential delisting concerns and improving marketability to a broader range of investors.

• Ongoing communications planned to address frequently asked questions and provide clarity to stockholders regarding the proposals.

Negative

• Implementation of a reverse stock split may result in share price volatility and uncertainty among investors.

• Risk of delisting if the company fails to regain compliance with Nasdaq listing rules through the proposed measures.

• Pressure to raise capital more efficiently and effectively to support sustained business operations amidst market challenges.

Continued focus on regaining Nasdaq compliance and resetting operational and financial foundations to achieve the next level of financial stability while advancing business initiatives

PHOENIX, April 30, 2024 /PRNewswire/ -- In a recent social media post, Nikola Corporation (Nasdaq: NKLA), a global leader in zero-emissions transportation and energy supply and infrastructure solutions, via the HYLA brand, invited NKLA stockholders to submit questions related to the Proxy Statement filed earlier in the month. Steven Shindler, Chairman of the Board at Nikola, recorded a video addressing key questions about Proposal 2, which includes a reverse stock split.

The video addresses one of the five proposals to be voted on at the June 5, 2024, Annual Stockholder Meeting. The full video and transcript of the interview can be accessed here.

In the video, Shindler elaborated on the rationale behind Proposal 2 — the recommendation of a reverse split:

"We must eliminate the distraction of delisting and position ourselves to raise capital more efficiently and effectively. We believe that if we can achieve a share price at a more consistent level with the Russell 3000 companies, it will encourage investor interest and improve the marketability of our common stock to an even broader range of investors."

Among the questions addressed by Shindler were:

• What is a reverse split and how does it impact NKLA stockholders and the company?
• Why is a reverse split being proposed now?
• What are the advantages of a reverse split?

Proposal 2 is up for a vote of stockholders following extensive analysis and consultations with financial advisors to explore options for regaining compliance with Nasdaq listing rules and the need to secure future capital to sustain the company's business.

NKLA stockholders are encouraged to VOTE IN FAVOR of all five proposals, notably for each of the Nikola nominees for the Board of Directors in Proposal 1, and the anticipated positive impact of the reverse stock split in Proposal 2 in addressing potential delisting concerns and resetting the company's financial foundation.

Nikola invites NKLA stockholders to continue submitting questions, as ongoing communications are planned to provide answers to those most frequently asked.

For other company updates, please join the Nikola Q1 2024 earnings call on Tuesday, May 7.

Every vote matters. Stockholders must ACTIVELY VOTE by 11:59 p.m., Eastern Time, on June 4, 2024, for their vote to count. Stockholders as of the close of business on April 19, 2024, are entitled to vote, even if they no longer own the shares.

Voting is quick and simple:

• BY PHONE: Call Alliance Advisors, Nikola's proxy solicitor, toll-free at (855) 935-2562 if in North America. International voters can call +1 (551) 210-9929. You can also contact Alliance Advisors if you have any questions about voting.
• BY EMAIL: Message Alliance Advisors at nkla@allianceadvisors.com. 
  
  
• BY INTERNET: Vote at www.proxyvote.com using your control number by following the instructions shared by your broker, bank or other nominee.
  
  
• If you are a Robinhood holder, proxy voting emails are sent by noreply@robinhood.com and voting is hosted by Say Technologies. You will be able to vote and view materials directly from your email.

The 2024 Annual Meeting of Stockholders will be held virtually on Wednesday, June 5, 2024, at 1:00 p.m., Pacific Time via live audio webcast. To attend the meeting, register in advance at www.viewproxy.com/nkla/2024 by 11:59 p.m., Pacific Time on June 4, 2024.

ABOUT NIKOLA CORPORATION
Nikola Corporation's mission is clear: pioneering solutions for a zero-emissions world. As an integrated truck and energy company, Nikola is transforming transportation and over-the-road freight services. With our Class 8 vehicles, including battery-electric and hydrogen fuel cell electric trucks, and our energy brand, HYLA, we are driving the advancement of the complete hydrogen refueling ecosystem. This encompasses supply, distribution, and dispensing, reflecting our commitment to sustainable practices and a cleaner future.

Nikola is based in Phoenix, Ariz. with a manufacturing facility in Coolidge, Ariz. 

Experience our journey to achieve your sustainability goals at nikolamotor.com or engage with us on social media via Facebook @nikolamotorcompany, Instagram @nikolamotorcompany, YouTube @nikolamotorcompany, LinkedIn @nikolamotorcompany or X/Twitter @nikolamotor.

FORWARD-LOOKING STATEMENTS
This communication contains certain forward-looking statements within the meaning of federal securities laws with respect to Nikola Corporation (the "Company" or "Nikola"). Forward-looking statements are predictions, projections, and other statements about future events based on current expectations and assumptions that are not historical fact and, as a result, are subject to risks and uncertainties. Forward-looking statements include but are not limited to: the Company's future financial outlook and future business performance; and the Company's beliefs regarding the potential benefits of a reverse stock split, including its potential effect on the Company's stock price, Nasdaq listing, the ability to increase investor interest and facilitate raising future capital and other intended benefits. Risks and uncertainties that may cause actual results to differ include factors generally affecting the business, operations, and financial condition of the Company; the actual effect of any reverse stock split on the Company's stock price; the ability of the Company to attract additional investors; and the factors, risks and uncertainties described in the "Risk Factors" section of the Company's Annual Report on Form 10-K for the year ended December 31, 2023, as amended, filed with the Securities and Exchange Commission (the "SEC"), in addition to the Company's subsequent filings with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date of this press release. Readers are cautioned not to put undue reliance on forward-looking statements, and, except as required by law, the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

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SOURCE Nikola Corporation

FAQ

What is the rationale behind the proposed reverse stock split by Nikola ?

Nikola aims to eliminate the distraction of delisting, raise capital efficiently, and align the share price with Russell 3000 companies to attract investor interest.

When is the Annual Stockholder Meeting scheduled to take place for Nikola ?

The Annual Stockholder Meeting is set for June 5, 2024, where shareholders will vote on five proposals, including the reverse stock split.

How can NKLA stockholders participate in voting for the proposed reverse split?

Shareholders can actively vote in favor of all five proposals by June 4, 2024, through phone, email, or internet methods provided by the company.

What are the potential risks associated with the reverse stock split proposed by Nikola ?

Share price volatility, uncertainty among investors, and the risk of delisting if Nasdaq compliance is not regained pose challenges for the company.

What is the significance of the reverse split in addressing financial concerns for Nikola ?

The reverse split aims to reset the company's financial foundation, improve marketability to a broader investor base, and secure future capital to sustain business operations.

How can NKLA stockholders access additional company updates and information?

NKLA stockholders can join the Nikola Q1 2024 earnings call scheduled for May 7 and stay engaged with ongoing communications addressing frequently asked questions.