18 Nov 2025

Lucid Group $975 Million Offering of 7.00% Convertible Senior Notes Due 2031

"Davis Polk advised the representatives of the initial purchasers and the counterparty Ayar Third Investment Company in Lucid Group's Rule 144A offering of $975 million 7.00% convertible senior notes due 2031 (including full exercise of a $100 million option) and the related prepaid forward under which Ayar will acquire approximately $636.7 million of Lucid Class A common stock."

Davis Polk & Wardwell LLP acted as special product counsel to the representatives of the several initial purchasers in connection with Lucid Group, Inc.'s offering and also advised Ayar Third Investment Company, the counterparty to the related prepaid forward transaction. The transaction consisted of a Rule 144A offering by Lucid Group, Inc. of an aggregate principal amount of $975 million of its 7.00% convertible senior notes due 2031. The offering included the full exercise by the initial purchasers of their option to purchase an additional $100 million aggregate principal amount of notes. In connection with the offering, Davis Polk advised the counterparty to a prepaid forward transaction pursuant to which Ayar Third Investment Company, a wholly owned subsidiary of the Public Investment Fund of Saudi Arabia, will purchase approximately $636.7 million of Lucid’s Class A common stock, with delivery expected to occur on or about the maturity date of the notes. Lucid is a Silicon Valley-based technology company focused on creating the most advanced electric vehicles in the world. Davis Polk & Wardwell LLP represented the representatives of the several initial purchasers and advised Ayar Third Investment Company, with a team composed by: partner Mark M. Mendez (equity derivatives); counsel M. Faisal Baloch (equity derivatives); associates Richard Stockton Bullitt, Jessica Carter and Chanique C. Vassell (equity derivatives); partner Lucy W. Farr (tax); and associate Benjamin Silver (tax). All members of the Davis Polk team are based in the firm's New York office.
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