Canoo Inc., a Delaware-based electric vehicle company, filed a Form S-3 registration statement with the Securities and Exchange Commission (SEC) on June 21, 2024. The filing pertains to the registration of 13,719,850 shares of common stock for sale by YA II PN, LTD., a Cayman Islands exempt limited partnership managed by Yorkville Advisors Global, LP. The shares are related to a Pre-Paid Advance Agreement (PPA) dated June 13, 2024, where Canoo Inc. received a $15 million advance from YA, which will be offset by the issuance of common stock at an initial purchase price of $2.30 per share. The purchase price may be adjusted based on the average of the daily volume weighted average price (VWAP) of Canoo's common stock on Nasdaq at the...Show More

Canoo Inc., a Delaware-based electric vehicle company, filed a Form S-3 registration statement with the Securities and Exchange Commission (SEC) on June 21, 2024. The filing pertains to the registration of 13,719,850 shares of common stock for sale by YA II PN, LTD., a Cayman Islands exempt limited partnership managed by Yorkville Advisors Global, LP. The shares are related to a Pre-Paid Advance Agreement (PPA) dated June 13, 2024, where Canoo Inc. received a $15 million advance from YA, which will be offset by the issuance of common stock at an initial purchase price of $2.30 per share. The purchase price may be adjusted based on the average of the daily volume weighted average price (VWAP) of Canoo's common stock on Nasdaq at the 60th and 120th day after the Effective Date, subject to certain conditions. The net proceeds to Canoo from the Pre-Paid Advance, after commitment fees and purchase price discounts, were approximately $14.1 million. The issuance of common stock under the PPA is subject to limitations, including that the number of shares issued cannot exceed 19.99% of Canoo's outstanding common stock as of the Effective Date, unless stockholder approval is obtained for excess issuances. YA has agreed not to engage in short sales or hedging transactions that establish a net short position with respect to Canoo's common stock. Canoo will not receive any proceeds from the sale of common stock by the Selling Stockholder. The company's common stock and public warrants are traded on Nasdaq under the symbols 'GOEV' and 'GOEVW', respectively.