Lightning eMotors (ZEV) Announces $50M Purchase Agreement with Lincoln Park Capital

Lightning eMotors, Inc. (NYSE: ZEV), a leading provider of zero emission medium-duty commercial vehicles and electric vehicle technology for fleets, today announced that the Company has entered into a purchase agreement and registration rights agreement (together, the “Agreement”) for up to $50 million with Lincoln Park Capital Fund, LLC (“Lincoln Park”).

Under the terms and conditions of the Agreement, the Company has the right, but not the obligation to sell up to $50 million of its common stock to Lincoln Park, subject to certain limitations. The Company may issue purchase notices for regular or accelerated purchases to Lincoln Park over a 36-month period. The purchase price for each purchase is determined by prevailing market prices at the time of each sale. There are no warrants, derivatives, financial or business covenants associated with the Agreement and Lincoln Park has agreed not to cause or engage in any direct or indirect short selling of hedging of the Company’s common stock. The Company issued common shares to Lincoln Park as consideration for Lincoln Park’s irrevocable commitment to purchase ZEV common stock under the Agreement.

“This transaction provides us with additional financial flexibility to raise funds when it is most advantageous for us,” said Tim Reeser, CEO of Lightning eMotors. “We have found a quality, long-only investor in Lincoln Park, and we look forward to using the funds to grow the Company both organically and through acquisitions.”

Further details relating to the Purchase Agreement and this transaction will be contained in the Current Report on Form 8-K, dated August 30, 2022, the Company intends to file with the Securities and Exchange Commission (the “SEC”) later today.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor will there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

The offering of the securities described in this press release is being made pursuant to the Company’s effective shelf registration statement on Form S-3 (File No. 333-266736) (the “Registration Statement”), and the related base prospectus included in the Registration Statement, as supplemented by a prospectus supplement to be filed with the SEC on or about August 30, 2022. Copies of the prospectus supplement and accompanying prospectus may be obtained when filed with the SEC at the SEC’s website at www.sec.gov.

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