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ACQUISITION OF SUBSIDIARIES AND CERTAIN ASSETS

3 Months Ended

Dec. 31, 2023

ACQUISITION OF SUBSIDIARIES AND CERTAIN ASSETS

ACQUISITION OF SUBSIDIARIES AND CERTAIN ASSETS

NOTE 4 – ACQUISITION OF SUBSIDIARIES AND CERTAIN ASSETS

Acquisition of ELMS assets

On October 13, 2022, the United States Bankruptcy Court for the District of Delaware issued an order approving the sale for approximately $105 million to Mullen of certain assets and assumption and assignment of contracts and related liabilities of Electric Last Mile, Inc. and Electric Last Mile Solutions, Inc. (collectively, “ELMS”) pursuant to the terms and conditions of the Asset Purchase Agreement dated September 16, 2022.

The ELMS asset acquisition closed on November 30, 2022, and is expected to accelerate the market introduction of our cargo van program and provide us with critical manufacturing capacity at a much lower investment than previously expected to supply the rest of our product portfolio.

ELMS assets include:

● The factory in Mishawaka, Indiana, providing Mullen with the capability to produce up to 50,000 vehicles per year;

● All Intellectual Property, including all manufacturing data that is required for the assembly of the Class 1 van and Class 3 Cab Chassis;

● All inventory including finished and unfinished vehicles, part modules, component parts, raw materials, and tooling; and

● All property including equipment, machinery, supplies, computer hardware, software, communication equipment, data networks and all other data storage.

The following table details the allocation of purchase price by asset category for the ELMS asset purchase:

​

​	​	​	​
​		Fair Value
Asset Category		Allocation
Land	​	$	1,440,000
Buildings and site improvements	​	​	41,287,038
Equipment	​	​	27,336,511
Intangible assets: engineering design	​	​	22,112,791
Inventory	​	​	13,198,692
Total Purchased Assets	​	$	105,375,032

​

On November 9, 2022, the Company formed Mullen Indiana Real Estate LLC, a limited liability company in the State of Delaware, to hold the acquired real property located in Mishawaka, Indiana.

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- Definition

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