Filing Details
- Accession Number:
- 0001193125-23-134427
- Form Type:
- 13D Filing
- Publication Date:
- 2023-05-02 20:00:00
- Filed By:
- Hon Hai Precision Ind. Co., Ltd.
- Company:
- Nu Ride Inc.
- Filing Date:
- 2023-05-03
- SEC Url:
- 13D Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Hon Hai Precision Industry Co., Ltd | 0 | 21,865,437 | 0 | 21,865,437 | 21,865,437 | 8.54% |
| Foxconn Ventures Pte. Ltd | 0 | 21,865,437 | 0 | 21,865,437 | 21,865,437 | 8.54% |
| Foxconn (Far East) Limited | 0 | 21,865,437 | 0 | 21,865,437 | 21,865,437 | 8.54% |
| Foxteq Holdings Inc | 0 | 21,865,437 | 0 | 21,865,437 | 21,865,437 | 8.54% |
| Foxteq Integration Inc | 0 | 21,865,437 | 0 | 21,865,437 | 21,865,437 | 8.54% |
| PCE Paragon Solutions Kft | 0 | 21,865,437 | 0 | 21,865,437 | 21,865,437 | 8.54% |
| Foxconn EV Technology, Inc | 0 | 21,865,437 | 0 | 21,865,437 | 21,865,437 | 8.54% |
UNITED STATES
SECURITIES & EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)
Lordstown Motors Corp.
(Name of Issuer)
Common Stock, $0.0001 par value per share
(Title of Class of Securities)
54405Q 100
(CUSIP Number)
Mike Huang
Paul Hastings LLP
200 Park Avenue
New York, NY 10166
+1.212.318.6662
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
May 2, 2023
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 13d-7(b) for other parties to whom copies are to be sent.
The information required on the remainder of this cover page shall not be deemed to be filed for purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No.: 54405Q 100
| 1. | NAME OF REPORTING PERSON
Hon Hai Precision Industry Co., Ltd. | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
| 3. | SEC USE ONLY
| |||||
| 4. | SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC | |||||
| 5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
| 6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Republic of China (Taiwan) | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7. | SOLE VOTING POWER
0 | ||||
| 8. | SHARED VOTING POWER
21,865,437 (1) | |||||
| 9. | SOLE DISPOSITIVE POWER
0 | |||||
| 10. | SHARED DISPOSITIVE POWER
21,865,437 (1) | |||||
| 11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,865,437 (1) | |||||
| 12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
| 13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.54% (2) | |||||
| 14. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC | |||||
| (1) | The aggregate amount of shares of common stock, $0.0001 par value per share of the Issuer (the Common Stock) beneficially owned by the Reporting Persons is comprised of the following: (i) 12,917,274 shares of Common Stock that Foxconn Ventures Pte. Ltd. (Foxconn Ventures) acquired from the Issuer pursuant to that certain Investment Agreement (the Investment Agreement) dated as of November 7, 2022 by and between the Issuer and Foxconn Ventures; (ii) 7,248,163 shares of Common Stock held by Foxconn (Far East) Limited (Foxconn Far East); and (iii) 1,700,000 shares of Common Stock underlying warrants held by Foxconn EV Technology, Inc. (Foxconn EV). Foxconn Far East owns 54.5% of the outstanding equity interests of Foxconn Ventures and controls its board of directors. Each of Foxconn Far East, Foxconn EV, Foxteq Holdings Inc. (Foxteq Holdings), Foxteq Integration Inc. (Foxteq Integration) and PCE Paragon Solutions Kft. (PCE) is a wholly owned subsidiary of Hon Hai Precision Industry Co., Ltd. (Hon Hai). In this capacity, Hon Hai exercises shared voting and investment power over the shares held directly or indirectly by Foxconn Ventures, Foxconn Far East, Foxteq Holdings, Foxteq Integration, PCE and Foxconn EV. |
| (2) | Percent of class calculated based on an aggregate of 238,985,109 shares of Common Stock issued and outstanding as of March 3, 2023, plus 1,700,000 shares of Common Stock underlying the warrants held by Foxconn EV. |
2
CUSIP No.: 54405Q 100
| 1. | NAME OF REPORTING PERSON
Foxconn Ventures Pte. Ltd. | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
| 3. | SEC USE ONLY
| |||||
| 4. | SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC | |||||
| 5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
| 6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Singapore | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7. | SOLE VOTING POWER
0 | ||||
| 8. | SHARED VOTING POWER
21,865,437 (1) | |||||
| 9. | SOLE DISPOSITIVE POWER
0 | |||||
| 10. | SHARED DISPOSITIVE POWER
21,865,437 (1) | |||||
| 11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,865,437 (1) | |||||
| 12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
| 13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.54% (2) | |||||
| 14. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
| (1) | The aggregate amount of shares of Common Stock beneficially owned by the Reporting Persons is comprised of the following: (i) 12,917,274 shares of Common Stock that Foxconn Ventures acquired from the Issuer pursuant to the Investment Agreement; (ii) 7,248,163 shares of Common Stock held by Foxconn Far East; and (iii) 1,700,000 shares of Common Stock underlying warrants held by Foxconn EV. Foxconn Far East owns 54.5% of the outstanding equity interests of Foxconn Ventures and controls its board of directors. Each of Foxconn Far East, Foxconn EV, Foxteq Holdings , Foxteq Integration and PCE is a wholly owned subsidiary of Hon Hai . In this capacity, Hon Hai exercises shared voting and investment power over the shares held directly or indirectly by Foxconn Ventures, Foxconn Far East, Foxteq Holdings, Foxteq Integration, PCE and Foxconn EV. |
| (2) | Percent of class calculated based on an aggregate of 238,985,109 shares of Common Stock issued and outstanding as of March 3, 2023, plus 1,700,000 shares of Common Stock underlying the warrants held by Foxconn EV. |
3
CUSIP No.: 54405Q 100
| 1. | NAME OF REPORTING PERSON
Foxconn (Far East) Limited | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
| 3. | SEC USE ONLY
| |||||
| 4. | SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC | |||||
| 5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
| 6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7. | SOLE VOTING POWER
0 | ||||
| 8. | SHARED VOTING POWER
21,865,437 (1) | |||||
| 9. | SOLE DISPOSITIVE POWER
0 | |||||
| 10. | SHARED DISPOSITIVE POWER
21,865,437 (1) | |||||
| 11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,865,437 (1) | |||||
| 12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
| 13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.54% (2) | |||||
| 14. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
| (1) | The aggregate amount of shares of Common Stock beneficially owned by the Reporting Persons is comprised of the following: (i) 12,917,274 shares of Common Stock that Foxconn Ventures acquired from the Issuer pursuant to the Investment Agreement; (ii) 7,248,163 shares of Common Stock held by Foxconn Far East; and (iii) 1,700,000 shares of Common Stock underlying warrants held by Foxconn EV. Foxconn Far East owns 54.5% of the outstanding equity interests of Foxconn Ventures and controls its board of directors. Each of Foxconn Far East, Foxconn EV, Foxteq Holdings , Foxteq Integration and PCE is a wholly owned subsidiary of Hon Hai . In this capacity, Hon Hai exercises shared voting and investment power over the shares held directly or indirectly by Foxconn Ventures, Foxconn Far East, Foxteq Holdings, Foxteq Integration, PCE and Foxconn EV. |
| (2) | Percent of class calculated based on an aggregate of 238,985,109 shares of Common Stock issued and outstanding as of March 3, 2023, plus 1,700,000 shares of Common Stock underlying the warrants held by Foxconn EV. |
4
CUSIP No.: 54405Q 100
| 1. | NAME OF REPORTING PERSON
Foxteq Holdings Inc. | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
| 3. | SEC USE ONLY
| |||||
| 4. | SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC | |||||
| 5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
| 6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7. | SOLE VOTING POWER
0 | ||||
| 8. | SHARED VOTING POWER
21,865,437 (1) | |||||
| 9. | SOLE DISPOSITIVE POWER
0 | |||||
| 10. | SHARED DISPOSITIVE POWER
21,865,437 (1) | |||||
| 11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,865,437 (1) | |||||
| 12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
| 13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.54% (2) | |||||
| 14. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
| (1) | The aggregate amount of shares of Common Stock beneficially owned by the Reporting Persons is comprised of the following: (i) 12,917,274 shares of Common Stock that Foxconn Ventures acquired from the Issuer pursuant to the Investment Agreement; (ii) 7,248,163 shares of Common Stock held by Foxconn Far East; and (iii) 1,700,000 shares of Common Stock underlying warrants held by Foxconn EV. Foxconn Far East owns 54.5% of the outstanding equity interests of Foxconn Ventures and controls its board of directors. Each of Foxconn Far East, Foxconn EV, Foxteq Holdings , Foxteq Integration and PCE is a wholly owned subsidiary of Hon Hai . In this capacity, Hon Hai exercises shared voting and investment power over the shares held directly or indirectly by Foxconn Ventures, Foxconn Far East, Foxteq Holdings, Foxteq Integration, PCE and Foxconn EV. |
| (2) | Percent of class calculated based on an aggregate of 238,985,109 shares of Common Stock issued and outstanding as of March 3, 2023, plus 1,700,000 shares of Common Stock underlying the warrants held by Foxconn EV. |
5
CUSIP No.: 54405Q 100
| 1. | NAME OF REPORTING PERSON
Foxteq Integration Inc. | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
| 3. | SEC USE ONLY
| |||||
| 4. | SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC | |||||
| 5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
| 6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7. | SOLE VOTING POWER
0 | ||||
| 8. | SHARED VOTING POWER
21,865,437 (1) | |||||
| 9. | SOLE DISPOSITIVE POWER
0 | |||||
| 10. | SHARED DISPOSITIVE POWER
21,865,437 (1) | |||||
| 11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,865,437 (1) | |||||
| 12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
| 13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.54% (2) | |||||
| 14. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
| (1) | The aggregate amount of shares of Common Stock beneficially owned by the Reporting Persons is comprised of the following: (i) 12,917,274 shares of Common Stock that Foxconn Ventures acquired from the Issuer pursuant to the Investment Agreement; (ii) 7,248,163 shares of Common Stock held by Foxconn Far East; and (iii) 1,700,000 shares of Common Stock underlying warrants held by Foxconn EV. Foxconn Far East owns 54.5% of the outstanding equity interests of Foxconn Ventures and controls its board of directors. Each of Foxconn Far East, Foxconn EV, Foxteq Holdings , Foxteq Integration and PCE is a wholly owned subsidiary of Hon Hai . In this capacity, Hon Hai exercises shared voting and investment power over the shares held directly or indirectly by Foxconn Ventures, Foxconn Far East, Foxteq Holdings, Foxteq Integration, PCE and Foxconn EV. |
| (2) | Percent of class calculated based on an aggregate of 238,985,109 shares of Common Stock issued and outstanding as of March 3, 2023, plus 1,700,000 shares of Common Stock underlying the warrants held by Foxconn EV. |
6
CUSIP No.: 54405Q 100
| 1. | NAME OF REPORTING PERSON
PCE Paragon Solutions Kft. | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
| 3. | SEC USE ONLY
| |||||
| 4. | SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC | |||||
| 5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
| 6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Hungary | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7. | SOLE VOTING POWER
0 | ||||
| 8. | SHARED VOTING POWER
21,865,437 (1) | |||||
| 9. | SOLE DISPOSITIVE POWER
0 | |||||
| 10. | SHARED DISPOSITIVE POWER
21,865,437 (1) | |||||
| 11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,865,437 (1) | |||||
| 12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
| 13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.54% (2) | |||||
| 14. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
| (1) | The aggregate amount of shares of Common Stock beneficially owned by the Reporting Persons is comprised of the following: (i) 12,917,274 shares of Common Stock that Foxconn Ventures acquired from the Issuer pursuant to the Investment Agreement; (ii) 7,248,163 shares of Common Stock held by Foxconn Far East; and (iii) 1,700,000 shares of Common Stock underlying warrants held by Foxconn EV. Foxconn Far East owns 54.5% of the outstanding equity interests of Foxconn Ventures and controls its board of directors. Each of Foxconn Far East, Foxconn EV, Foxteq Holdings , Foxteq Integration and PCE is a wholly owned subsidiary of Hon Hai . In this capacity, Hon Hai exercises shared voting and investment power over the shares held directly or indirectly by Foxconn Ventures, Foxconn Far East, Foxteq Holdings, Foxteq Integration, PCE and Foxconn EV. |
| (2) | Percent of class calculated based on an aggregate of 238,985,109 shares of Common Stock issued and outstanding as of March 3, 2023, plus 1,700,000 shares of Common Stock underlying the warrants held by Foxconn EV. |
7
CUSIP No.: 54405Q 100
| 1. | NAME OF REPORTING PERSON
Foxconn EV Technology, Inc. | |||||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ☐ (b) ☒
| |||||
| 3. | SEC USE ONLY
| |||||
| 4. | SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC | |||||
| 5. | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
☐ | |||||
| 6. | CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio | |||||
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7. | SOLE VOTING POWER
0 | ||||
| 8. | SHARED VOTING POWER
21,865,437 (1) | |||||
| 9. | SOLE DISPOSITIVE POWER
0 | |||||
| 10. | SHARED DISPOSITIVE POWER
21,865,437 (1) | |||||
| 11. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
21,865,437 (1) | |||||
| 12. | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
☐ | |||||
| 13. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.54% (2) | |||||
| 14. | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO | |||||
| (1) | The aggregate amount of shares of Common Stock beneficially owned by the Reporting Persons is comprised of the following: (i) 12,917,274 shares of Common Stock that Foxconn Ventures acquired from the Issuer pursuant to the Investment Agreement; (ii) 7,248,163 shares of Common Stock held by Foxconn Far East; and (iii) 1,700,000 shares of Common Stock underlying warrants held by Foxconn EV. Foxconn Far East owns 54.5% of the outstanding equity interests of Foxconn Ventures and controls its board of directors. Each of Foxconn Far East, Foxconn EV, Foxteq Holdings , Foxteq Integration and PCE is a wholly owned subsidiary of Hon Hai . In this capacity, Hon Hai exercises shared voting and investment power over the shares held directly or indirectly by Foxconn Ventures, Foxconn Far East, Foxteq Holdings, Foxteq Integration, PCE and Foxconn EV. |
| (2) | Percent of class calculated based on an aggregate of 238,985,109 shares of Common Stock issued and outstanding as of March 3, 2023, plus 1,700,000 shares of Common Stock underlying the warrants held by Foxconn EV. |
8
This Amendment No. 1 amends and supplements the information set forth in the Schedule 13D (the Original Schedule 13D) previously filed with the Securities and Exchange Commission on November 17, 2022. Except as amended hereby, all prior disclosures in the Original Schedule 13D remain unchanged. Certain terms used but not defined herein shall have the meaning assigned to them in the Original Schedule 13D.
| ITEM 6. | Contracts, Arrangements, Understandings or Relationship with Respect to the Securities of the Issuer. |
On May 2, 2023, the Reporting Persons issued a press release (the Statement) with respect to certain alleged breaches under the Investment Agreement. A copy of the Statement is attached hereto as Exhibit 99.5 and is incorporated by reference herein.
| ITEM 7. | Material to Be Filed as Exhibits. |
The response set forth in Item 7 of the Original Schedule 13D is hereby amended and supplemented by the following addition.
| Exhibit Number | Description | |
| Exhibit 99.5 | Hon Hai Technology Group (Foxconn) Statement dated May 2, 2023 | |
9
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Dated: May 3 2023 | HON HAI PRECISION INDUSTRY CO., LTD. | |||||
| /s/ Huang Teh-Tsai | ||||||
| Name: Huang Teh-Tsai | ||||||
| Title: CFO | ||||||
| Dated: May 3, 2023 | FOXCONN VENTURES PTE. LTD. | |||||
| /s/ Jerry Hsiao | ||||||
| Name: Jerry Hsiao | ||||||
| Title: Authorized Signatory | ||||||
| Dated: May 3, 2023 | FOXCONN (FAR EAST) LIMITED | |||||
| /s/ Huang Teh-Tsai | ||||||
| Name: Huang Teh-Tsai | ||||||
| Title: Director | ||||||
| Dated: May 3, 2023 | FOXTEQ HOLDINGS INC. | |||||
| /s/ Huang Teh-Tsai | ||||||
| Name: Huang Teh-Tsai | ||||||
| Title: Director | ||||||
| Dated: May 3, 2023 | FOXTEQ INTEGRATION INC. | |||||
| /s/ Huang Teh-Tsai | ||||||
| Name: Huang Teh-Tsai | ||||||
| Title: Director | ||||||
| Dated: May 3, 2023 | PCE PARAGON SOLUTIONS KFT. | |||||
| /s/ Eric Miao | ||||||
| Name: Eric Miao | ||||||
| Title: Managing Director | ||||||
| Dated: May 3, 2023 | FOXCONN EV TECHNOLOGY, INC. | |||||
| /s/ Jerry Hsiao | ||||||
| Name: Jerry Hsiao | ||||||
| Title: Director | ||||||
1
Schedule I
The following sets forth the name, position, address, principal occupation and citizenship of each Covered Person. To the best of the Reporting Persons knowledge, (i) none of the Covered Persons during the last five (5) years has been convicted in a criminal proceeding (excluding traffic violations or other similar misdemeanors) or (ii) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Hon Hai Precision Industry Co., Ltd.
| Name | Title or Relationship with Reporting Person | Principal Occupation or Employment | Citizenship | Principal Place of Business | Issuer Shares Beneficially Owned | |||||
| Young-Way Liu | Chairman | Chairman, Hon Hai Precision Industry Co., Ltd. | Republic of China | Republic of China | ||||||
| Tai-Ming Gou | Director | Founder, Hon Hai Precision Industry Co., Ltd. | Republic of China | Republic of China | ||||||
| Charng-Yang Wang | Director | President, Business Group A, Hon Hai Precision Industry Co., Ltd | Republic of China | Republic of China | ||||||
| Christina Yee-Ru Liu | Director | Managing Director, Bellwether International Group, Hong Kong | Republic of China | Republic of China | ||||||
| Kuo-Cheng Wang | Director | Independent Director and Audit Committee Chair, HannStar Board Corporation | Republic of China | Republic of China | ||||||
| Tei-Wei Kuo | Director | Distinguished Professor, National Taiwan University | Republic of China | Republic of China | ||||||
| Tsing-Yuan Hwang | Director | Chairman, Tokyo Star Bank (Japan) | Republic of China | Republic of China | ||||||
| Len-Yu Liu | Director | Presiding Attorney, L&Y Attorneys at Law | Republic of China | Republic of China | ||||||
| Yue-Min Chen | Director | Managing Director, Land Bank of Taiwan | Republic of China | Republic of China | ||||||
| Chih-Siung Chiang | Department General Manager | Hon Hai Precision Industry Co., Ltd. | Republic of China | Republic of China | ||||||
| Chung-Cheng Lin | Department General Manager | Hon Hai Precision Industry Co., Ltd. | Republic of China | Republic of China | ||||||
| Chen-Ching Chu | Department General Manager | Hon Hai Precision Industry Co., Ltd. | Republic of China | Republic of China | ||||||
| Chung-Kai Chow | Chief Accounting Officer | Hon Hai Precision Industry Co., Ltd. | Republic of China | Republic of China | ||||||
| Teh-Tsai Huang | Chief Financial Officer | Hon Hai Precision Industry Co., Ltd. | Republic of China | Republic of China |
2