Canoo

[fortpatches]

CANOO INC.

 

NOTICE OF SPECIAL MEETING OF STOCKHOLDERS

 

To Be Held On October 5, 2023

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[TD]1.

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[TD]To approve an amendment to our Second Amended and Restated Certificate of Incorporation, as amended (the “Charter”) to increase the number of authorized shares our Common Stock (the “Share Authorization Proposal”).
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(shares of authorized common Stock from 1,000,000,000 to 2,000,000,000)
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[TD]2.

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[TD]To approve, pursuant to Nasdaq Rule 5635, the issuance of shares of the Company’s common stock (i) upon the conversion of certain convertible debentures that have been issued to YA II PN, Ltd. (“Yorkville”) pursuant to (a) our Securities Purchase Agreement entered into Yorkville on April 24, 2023 (the “April SPA”), (b) our Securities Purchase Agreement entered into with Yorkville on June 30, 2023 (the “June SPA”), and (c) our Securities Purchase Agreement entered into with Yorkville on August 2, 2023 (the “August SPA”), (ii) upon the exercise of warrants issued pursuant to the June SPA and the August SPA, and (iii) if Yorkville chooses to exercise one or both options to purchase additional convertible debentures and warrants under the June SPA and the August SPA, respectively, pursuant to the conversion of such convertible debentures and/or upon the exercise of such warrants that may be issued upon exercise of one or both options, in excess of 20% of the number of shares outstanding on April 24, 2023 (the “Yorkville Share Issuance Proposal”).
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(Consequences of Non-Approval

As previously disclosed, as of June 30, 2023, the Company concluded that there was substantial doubt about its ability to continue to operate as a going concern for the 12 months following the issuance of its consolidated financial statements. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to access additional sources of capital, including, but not limited to equity and/or debt financings and government loans or grants. If the Company is unable to raise additional capital, the Company may have to significantly delay, scale back or discontinue the development or commercialization of its product and/or consider a sale or other strategic transaction.


If we do not receive the Yorkville Share Issuance Approval, this will restrict our ability to sell shares of Common Stock to Yorkville, which Yorkville provides us with a reliable source of capital for general corporate purposes, unless we are able to sell shares to Yorkville at a price per share greater than the applicable Minimum Price under the Applicable Yorkville Agreements. Additionally, Yorkville can exercise (i) the June Option within 5 trading days and (ii) the August Option within 20 trading days, in each case following the date we receive stockholder approval for this Proposal 2 at the Special Meeting. Failure to approve this Proposal 2 may affect Yorkville’s decision of whether it will exercise one or both Options.)
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[TD]3.

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[TD]To approve an amendment to the Pre-Paid Advance Agreement dated July 20, 2022, as amended and supplemented from time to time, with Yorkville to lower the minimum floor price at which shares of Common Stock may be sold by us to $0.10 per share (the “Yorkville Floor Price Proposal”).
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(minimum floor price from $0.50 to $0.10; in Jan., this was amended from $1.00 to $0.50)
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[TD]4.

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[TD]To approve a proposal to adjourn the Special Meeting to a later date or dates, if necessary or appropriate, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, one or more of the other proposals to be voted on at the Special Meeting (the “Adjournment Proposal”).
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[citywokchinesefood]

I decided to do so as well today after the latest news. I've mostly been pessimistic about this company up to this point but maybe signs are pointing up, and having a financial stake in an EV company with a significant Oklahoma presence appeals to me.

I YOLO'D in at $.43/share for $1000. Worst case scenario I am out 1k boohoo, best case they actually start making vehicles and we see a nice roi to throw at fun money.

[Bellaboo]

They have just recently put a big 'CANOO' sign up at the facility.

[Pete]

^

They put a small sign on the building and used printed tarps to cover the old Terex sign:

[OkiePoke]

I got to sit in one of their vehicles last month at a conference in Vegas. Pretty cool and had some good features. Hopefully, their issues are resolved and they start producing cars.

[Paule4ou]

They got some much needed capital recently and should finally be revenue positive soon. Earnings call next week will be telling for sure. Hearing they will actually have full production units coming off the line in OKC soon.

[Rover]

They got some much needed capital recently and should finally be revenue positive soon. Earnings call next week will be telling for sure. Hearing they will actually have full production units coming off the line in OKC soon.

They will not be revenue positive for a very llllllllllloooooooooonnnnnnnnnnnggggggggggg time. They may be cash positive in the very short term with new infusions, but it won't be from net earned revenue.

[jackirons]

Their stock is currently at around $0.27 and down 78% YTD. I hope they can turn things around.

From the Motley Fool:
"The cash needs are huge, too. Canoo estimates that it will need to spend between $70 million and $100 million in the second half of 2023. But at the end of Q2, it only had $5 million of cash on its balance sheet. However, management pointed out that: "After giving effect to the issuance and sale of the second and third Yorkville convertible debentures for a total of $53.2 million, and proceeds from the August PIPE of $3 million, our cash balance would have been $61.2 million on June 30, 2023."

Management also just announced that it entered into a convertible preferred stock sale worth $45 million with another company. That agreement could end up raising as much as $150 million in cash over time. These are important steps for Canoo, but investors need to step back and consider the implications."

[Paule4ou]

They will not be revenue positive for a very llllllllllloooooooooonnnnnnnnnnnggggggggggg time. They may be cash positive in the very short term with new infusions, but it won't be from net earned revenue.

Ya, my statement wasn’t technically correct. They did say on their last call they would actually start to GENERATE revenue in the next quarter but indeed, they’ve got one helluva hole to dig out from. Hope they make it!

[Pete]

[Pete]

First Canoo EV rolls off the OKC assembly line

Start-up Canoo has produced its first electronic vehicle at the new Oklahoma City plant.

Earlier this year, an LLC affiliated with the company acquired the 630,000 square foot manufacturing facility and surrounding land at I-40 and Morgan Road, formerly operated by Terex.

The first assembled vehicles were on display this week and the OKC plant continues to hire, with 120 employees expected by the end of the year with a goal of 700 as production ramps up.

Canoo has a contract with the State of Oklahoma for 1,000 vehicles and Walmart for 4,500.

The company is also building a battery plant near Pryor and has several performance-based state incentives with a combined value of $113 million.

[Urbanized]

Pleasantly surprised that it continues to show progress. I know it’s likely still far from a guaranteed success, but clearly someone is working very hard to make this business a reality.

[David]

The first of many, here's hoping.

[OkieBerto]

First Canoo EV rolls off the OKC assembly line

Start-up Canoo has produced its first electronic vehicle at the new Oklahoma City plant.

Earlier this year, an LLC affiliated with the company acquired the 630,000 square foot manufacturing facility and surrounding land at I-40 and Morgan Road, formerly operated by Terex.

The first assembled vehicles were on display this week and the OKC plant continues to hire, with 120 employees expected by the end of the year with a goal of 700 as production ramps up.

Canoo has a contract with the State of Oklahoma for 1,000 vehicles and Walmart for 4,500.

The company is also building a battery plant near Pryor and has several performance-based state incentives with a combined value of $113 million.

The first photo with the white Canoo Van was definitely shot at the thadenschool.org in Bentonville, Arkansas. Thought that was interesting.

[fortpatches]

I mean, Walmart buying 4500 cars, the Walton-funded private highschool.... there is a link.. haha

[Laramie]

Good news for Oklahoma City, a plant in operation with employees in the hiring process.

[HOT ROD]

Very good, very nice. Give Rivian a run for their money!

What if Canoo could get a Fed Ex and/or UPS contract? What if it could convert the US mail fleet? The potential market(s) is amazing, wishing them the best!

[borchard]

I think this is great news. Good luck to Canoo.

[citywokchinesefood]

If Canoo gets government contracts for batteries and vehicles it would be pretty poggers.

[5alive]

Haha...had to look up "poggers"

[Pete]

Canoo delivers first electric vehicles to state
By: Jeff Elkins//The Journal Record//January 2, 2024//

OKLAHOMA CITY – Canoo continues to progress through its first phase of production, with a focus on fleets before entering the consumer market.

The first batch of an order of up to 1,000 electric vehicles has been delivered to the state. At a combined cost of nearly $120,000, the three Lifestyle Delivery Vehicles are the first of their kind in the state fleet, with one each assigned to the Office of Management and Enterprise Services, the Department of Transportation and the Department of Corrections.

According to a release, the three LDV 130 vehicles delivered to the State of Oklahoma are the first commercial automobiles built in-state since 2006 and the first to come out of Canoo’s new 630,000-square-foot assembly facility in Oklahoma City.

Paired with the company’s battery module manufacturing plant in Pryor, Canoo has established its roots in Oklahoma, and company leadership expects their presence to open the door for further economic development and employment opportunities for Oklahomans.

Canoo leadership said they had close to 120 employees in November. Tony Aquila, chairman and CEO of Canoo, said the pay range for the early phase is $18-26 an hour, with the opportunity to enter the $30 range depending on an employee’s training and ability. He said the company is proud to bring motor vehicle manufacturing back to Oklahoma and create high-paying jobs.

“Our innovative LDV 130 delivery vehicles will work for Oklahomans and help state agencies improve fleet efficiency. Our vehicles are perfect for how the state uses vehicles today, and our advanced telematics and lower overall cost of ownership will continue to pay dividends down the road,” Aquila said in a statement last month.

During a tour of the facility in November, Aquila said he wanted to focus on fleets in the first phase of production because selling to consumers means dispersing their product across the nation.

“I look at the U.S. as 50 countries under a flag and a currency, so there’s different laws, different rules, and so what we concentrated on were fleets, so that we could get thousands of orders with good bankable credit, so we can build those units,” Aquila said.

Aquila said one of the biggest problems with entering the consumer market first is complications with interiors and their testing. The first production phase also involves the refining of their infrastructure. He said their fleet-first strategy contrasts other automakers in the electric vehicle market.

Oklahoma Lt. Gov. Matt Pinnell said Oklahoma is a hub for the creation of new and innovative technologies, and Canoo is a leader in electric vehicle development.

“Beyond innovation, Canoo is creating over 1,300 jobs in Oklahoma, marking a significant economic impact for the state,” Pinnell said in a statement. “I look forward to our continued partnership and am excited to welcome these new vehicles to the state.”

Gov. Kevin Stitt said as the state finds new efficiencies within their vehicle fleet, Canoo’s electric automobiles align with state modernization goals.

According to the December release, fleet modernization is one of Stitt’s current top initiatives to realize efficiencies across the state.

After Stitt’s executive order in May, OMES Fleet Management has worked closely with agencies to identify underutilized vehicles, downsize the state’s overall fleet and explore ways to advance central fleet operations. In 2023, agencies have voluntarily turned in 917 vehicles that have been auctioned through State Surplus, saving Oklahoma taxpayers an estimated $11.7 million.

John Suter, state COO and executive director of OMES, said its progress allows them to reinvest money into future-focused, cost-effective vehicle options.

[citywokchinesefood]

Canoo has a ton of potential. The question is can they fund the growth they need. I really like the product and am very minorly invested into it. I hope for the best, but I would not be surprised if they are delisted in March and bankrupt before 2025.

[Jeremy Martin]

Every couple of weeks buy $20 worth of stock. If they do well in the future I could put a few grand in my pocket. If not, I won't be devastated. I do hope they do well and can bring some larger scale manufacturing back to OK

[shavethewhales]

I think it's pretty cool that they made it to some real production, although delivering three vehicles is a slow start. Curious how much is being done at the new plant vs. all the outsourcing they were doing. Haven't kept up with them that much, but it seems like they are hanging on against the odds. We'll see if they make it through the year though.

[citywokchinesefood]

Every couple of weeks buy $20 worth of stock. If they do well in the future I could put a few grand in my pocket. If not, I won't be devastated. I do hope they do well and can bring some larger scale manufacturing back to OK

I have averaged down from my initial purchase at ~$.45/ share to $.25/share. I think we are going to see a reverse split in the next couple of months. I want them to succeed but it is going to be a rough year for the company.