Lion Electric (LEV) Announces $125M At-the-market Equity Offering

The Lion Electric Company (NYSE: LEV) today announced that it has established an "at-the-market" equity program (the "ATM Program") that allows the Company to issue and sell, from time to time through a syndicate of agents, newly issued common shares of the Company ("Common Shares") having an aggregate sale price of up to US$125 million (or the Canadian dollar equivalent), at the Company's discretion.

In connection with the establishment of the ATM Program, the Company entered into an Equity Distribution Agreement (the "Equity Distribution Agreement") with Barclays Capital Inc., National Bank of Canada Financial Inc., BMO Capital Markets Corp., Desjardins Securities International Inc., Roth Capital Partners, LLC, Laurentian Capital USA, Raymond James (USA) Ltd., Scotia Capital (USA) Inc. (collectively, the "U.S. Agents"), and Barclays Capital Canada Inc., National Bank Financial Inc., BMO Nesbitt Burns Inc., Desjardins Securities Inc., Roth Canada Inc., Laurentian Bank Securities Inc., Raymond James Ltd. and Scotia Capital Inc. (together with the U.S. Agents, the "Agents").

Sales of Common Shares, if any, under the ATM Program will be made at the market prices prevailing at the time of sale, and are anticipated to be made in transactions that are deemed to be "at-the-market distributions" as defined in National Instrument 44-102 – Shelf Distributions, including sales made directly on the New York Stock Exchange or the Toronto Stock Exchange, any "marketplace" (as such term is defined in National Instrument 21-101 – Marketplace Operation), any other existing trading market for the Common Shares in the United States, by any other method permitted by law deemed to be an "at-the-market offering" as defined in Rule 415(a)(4) under the U.S. Securities Act of 1933, as amended, and/or any other method pursuant to applicable law or as otherwise agreed between the Agents and the Company.

The Company intends to use the net proceeds from any sales of Common Shares under the ATM Program to strengthen its financial position, and allow it to continue to pursue its growth strategy, including the Company's capacity expansion projects in Joliet, Illinois and Mirabel, Quebec.

The Company is not obligated to make any sales of Common Shares under the Equity Distribution Agreement. As Common Shares sold pursuant to the ATM Program will be issued and sold at the market prices prevailing at the time of sale, prices may vary among purchasers during the period of distribution. The offering of Common Shares pursuant to the Equity Distribution Agreement will terminate upon the earlier of (a) the sale of all of the Common Shares subject to the Equity Distribution Agreement, (b) the termination of the Equity Distribution Agreement by the Agents or the Company, as permitted therein, or (c) July 16, 2024.

The ATM Program is being made pursuant to a prospectus supplement (the "Canadian Prospectus Supplement") to the Company's short form base shelf prospectus dated June 17, 2022 (the "Base Shelf Prospectus"), and pursuant to a U.S. prospectus supplement (the "US Prospectus Supplement") to the Company's U.S. short form base shelf prospectus (the "US Base Shelf Prospectus") included in its registration statement on Form F-10, as amended on June 17, 2022 (the "Registration Statement") filed with the United States Securities and Exchange Commission (the "SEC") on June 15, 2022. The Base Shelf Prospectus and the Canadian Prospectus Supplement have been filed with the securities commissions in all provinces and territories of Canada, and the Registration Statement (including the US Base Shelf Prospectus) and the US Prospectus Supplement have been filed with the SEC. Copies of the Equity Distribution Agreement, the Base Shelf Prospectus and the Canadian Prospectus Supplement are available on SEDAR at www.sedar.com, and copies of the Equity Distribution Agreement, the Registration Statement (including the US Base Shelf Prospectus) and the US Prospectus Supplement are available on EDGAR at www.sec.gov. Alternatively, the Agents will send copies of any of the foregoing documents upon request by contacting (i) in Canada and the U.S. – Barclays Capital Canada Inc. and Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, [email protected], (888) 603-5847; (ii) in Canada – National Bank Financial Inc., The Exchange Tower, 130 King St. W., 4th Floor Podium, Toronto, ON M5X 1L9, [email protected], (416) 869-3707; and (iii) in the U.S. – National Bank of Canada Financial Inc., 65 East 55th Street, 8th Floor, New York, NY 10022, [email protected], (212) 632-8500.

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

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