8-K
BOLLINGER INNOVATIONS, INC. (BINI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported): | June 2, 2025 |
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MULLEN AUTOMOTIVE INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-34887 | 86-3289406 |
|---|---|---|
| (State or other<br> jurisdiction of<br><br>incorporation) | (Commission<br> File Number) | (IRS Employer<br> Identification No.) |
1405 Pioneer Street, Brea,
California 92821
(Address, including zip code, of principal executive offices)
| Registrant’s telephone number, including area code | (714) 613-1900 |
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.001 | MULN | The Nasdaq Stock Market, LLC<br> (Nasdaq Capital Market) |
| Rights to Purchase Series A-1 Junior Participating Preferred Stock | None | The Nasdaq Stock Market, LLC<br><br> <br>(Nasdaq Capital Market) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01. | Entry into a Material Definitive Agreement. |
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On May 28, 2025, Mullen Automotive Inc. (the “Company”) entered into a Settlement and Release Agreement (the “Settlement Agreement”) with Robert Bollinger (“Lender”) and the receiver (the “Receiver”) for Bollinger Motors, Inc. (“Bollinger”). The Settlement Agreement relates to the lawsuit filed in the U.S. District Court for the Eastern District of Michigan on March 21, 2025 by the Lender, who alleged a breach of contract related to a $10.0 million secured promissory note executed on October 24, 2024, and the appointment of the Receiver on May 7, 2025. Pursuant to the Settlement Agreement, the Company agreed to pay the Lender $11 million in connection with the dismissal of the Lawsuit and release of the Company and Bollinger of all claims and liabilities. The Company also agreed to pay all expenses of the Receiver incurred beginning on May 26, 2025. Furthermore, the Lender agreed to transfer to the Company all shares he owns of Bollinger, which increased the Company’s ownership of Bollinger to 95%. On June 2, 2025, the court entered an order discharging and removing the Receiver and dismissing the Lawsuit with prejudice.
| Item 1.02. | Termination of a Material Definitive Agreement. |
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The information set forth in Item 1.01 above is incorporated by reference herein in response to this Item.
| Item 7.01. | Regulation FD Disclosure. |
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On June 2, 2025, the Company issued a press release, a copy of which is furnished as Exhibit 99.1 to this report and incorporated herein by reference.
The information in this Item 7.01 and Exhibit 99.1 attached heretoshall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall itbe deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forthby specific reference in such filing.
| Item 9.01 | Exhibits. |
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(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release dated June 2, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
| MULLEN AUTOMOTIVE INC. | ||
|---|---|---|
| Date: June 2, 2025 | By: | /s/ David Michery |
| David Michery | ||
| Chief Executive Officer |
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Exhibit 99.1
Mullen Reaches Definitive Agreement to AcquireAdditional 21% of Bollinger Motors, Bringing Its Total Ownership to 95% and Eliminates Significant Debt
Transaction increases shareholder equityby approximately $3.5M
As part of agreement, Mullen extinguishessignificant debt, gains additional 21% ownership and regains full control of Bollinger Motors
Bollinger to continue operating as a majorityowned Mullen subsidiary; Mullen will continue to provide full financial backing on sales, service, and warranty of vehicles
Bollinger to ramp up sales activity immediatelywhile consolidating and streamlining operations
BREA, Calif., June 2, 2025 -- via IBN -- Mullen Automotive Inc. (NASDAQ: MULN) (“Mullen” or the “Company”), an electric vehicle (“EV”) manufacturer, announces today that the Company has successfully acquired an additional 21% of Bollinger Motors, Inc. (“Bollinger”) bringing its total ownership to 95%. This strategic transaction increases shareholder equity by approximately $3.5 million and reinforces Mullen’s long-term vision for Bollinger and its dedication to current and future customers.
Mullen resolved recent claims and debt that had led to a court-ordered receivership for Bollinger. The court in that action has entered an order discharging and removing the receiver, as well as dismissing the case with prejudice, ensuring Bollinger’s continued operations under Mullen’s complete ownership and strategic direction. Bollinger will continue to operate as an independent majority subsidiary, maintaining its own brand identity and focus. All existing and future Bollinger customers can expect business as usual, with full backing and comprehensive coverage on sales, service, and warranty for their Bollinger vehicles.
“This is an important moment for both Mullen Automotive and Bollinger Motors,” said David Michery, CEO and chairman of Mullen Automotive and Bollinger Motors. “Our investment in acquiring the vast majority of remaining shares and resolving certain significant outstanding debt demonstrates our belief in and continued commitment to Bollinger’s vehicle lineup and future.”
The Bollinger B4 Chassis Cab is an all-new, all-electric Class 4 commercial truck designed from the ground up with extensive fleet and upfitter input. Bollinger’s unique Quad-Bend chassis design protects the 158-kWh battery pack and components to offer unparalleled capability, maneuverability, and safety in the commercial market. The vehicle has a 185-mile range, 46-foot turning radius and a payload of 7,325 pounds, making it ideal for a variety of urban operations.
Bollinger will continue to focus on the development and production of the B4 platform, leveraging Mullen’s resources and expertise to accelerate its progress. The integration of Bollinger’s capabilities into Mullen’s broader EV ecosystem is expected to create significant synergies, driving innovation and market expansion.
About Bollinger Motors
Founded in 2015, Bollinger Motors, Inc. is a U.S.-based company headquartered in Oak Park, Michigan. Bollinger is producing and selling its all-electric commercial Class 4 chassis cab truck. In September of 2022, Bollinger became a majority-owned company of Mullen Automotive, Inc. (NASDAQ: MULN).
Learn more at www.BollingerMotors.com.
About Mullen
Mullen Automotive Inc. (NASDAQ: MULN) is a Southern California-based automotive company building the next generation of commercial electric vehicles (“EVs”) with two United States-based vehicle plants located in Tunica, Mississippi, (120,000 square feet) and Mishawaka, Indiana (650,000 square feet). In August 2023, Mullen began commercial vehicle production in Tunica. As of January 2024, both the Mullen ONE, a Class 1 EV cargo van, and Mullen THREE, a Class 3 EV cab chassis truck, are California Air Resource Board (“CARB”) and EPA certified and available for sale in the U.S. The Company’s commercial dealer network consists of seven dealers, which includes Papé Kenworth, Pritchard EV, National Auto Fleet Group, Ziegler Truck Group, Range Truck Group, Eco Auto, and Randy Marion Auto Group, providing sales and service coverage in key West Coast, Midwest, Pacific Northwest, New England, and Mid-Atlantic markets.
In September 2022, Bollinger Motors, Inc. became a majority-owned EV truck company of Mullen. Bollinger has passed numerous milestones, including its B4, Class 4 electric truck production launch on Sept. 16, 2024, and the development of a world-class dealer and service network with over 50 locations across the United States.
To learn more about the Company, visit www.MullenUSA.com.
Forward-Looking Statements
Certain statements in this press release that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Exchange Act of 1934, as amended. Any statements contained in this press release that are not statements of historical fact may be deemed forward-looking statements. Words such as “continue,” “will,” “may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential” and similar expressions are intended to identify such forward-looking statements. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, many of which are generally outside the control of Mullen and are difficult to predict. Examples of such risks and uncertainties include, but are not limited to the outcome of sales initiatives, whether the Bollinger B4 will prove successful; how long state and federal electric vehicle incentive programs will continue to apply; the ability of Bollinger Motors’ B4 Class trucks to qualify for such incentive programs; and the impact of incentive programs on the resultant price of the Bollinger B4 Class trucks. Additional examples of such risks and uncertainties include but are not limited to: (i) Mullen’s ability (or inability) to obtain additional financing in sufficient amounts or on acceptable terms when needed; (ii) Mullen’s ability to maintain existing, and secure additional, contracts with manufacturers, parts and other service providers relating to its business; (iii) Mullen’s ability to successfully expand in existing markets and enter new markets; (iv) Mullen’s ability to successfully manage and integrate any acquisitions of businesses, solutions or technologies; (v) unanticipated operating costs, transaction costs and actual or contingent liabilities; (vi) the ability to attract and retain qualified employees and key personnel; (vii) adverse effects of increased competition on Mullen’s business; (viii) changes in government licensing and regulation that may adversely affect Mullen’s business; (ix) the risk that changes in consumer behavior could adversely affect Mullen’s business; (x) Mullen’s ability to protect its intellectual property; and (xi) local, industry and general business and economic conditions. Additional factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements can be found in the most recent annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K filed by Mullen with the Securities and Exchange Commission. Mullen anticipates that subsequent events and developments may cause its plans, intentions and expectations to change. Mullen assumes no obligation, and it specifically disclaims any intention or obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by law. Forward-looking statements speak only as of the date they are made and should not be relied upon as representing Mullen’s plans and expectations as of any subsequent date.
Contact:
Mullen Automotive, Inc.
+1 (714) 613-1900
www.MullenUSA.com
Corporate Communications:
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Austin, TX
www.InvestorBrandNetwork.com
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