Concerns Rise as Workhorse Stock Faces Dilution After Merger

Workhorse Group Performance Overview
Workhorse Group stock, trading under the ticker WKHS, recently faced a decline amid mounting concerns regarding potential dilution following its merger with Motiv Electric Trucks. Despite reporting impressive second-quarter results, the stock's performance signals investors' caution.
Impressive Sales Growth
In its latest earnings report, Workhorse announced second-quarter sales of $5.7 million, marking a staggering increase of 573% year-over-year. This figure significantly surpassed analyst expectations, which predicted sales of only $2.3 million. Such growth highlights the company's potential in the electric vehicle market.
Profitability Challenges
However, the path to profitability remains a challenge. The company reported a quarterly earnings per share (EPS) loss of $1.67, a figure that exceeded analysts' forecasts of a loss of $3.98. This indicates that while sales are soaring, the company still grapples with substantial operational costs.
Operational Insights
The cost of sales for Workhorse surged by 78.8%, amounting to $13.1 million. Despite this, the company managed to reduce its loss from operations to $14.5 million, an improvement compared to the $20.5 million loss reported in the previous year. These results reflect a positive trend in operational efficiency.
Merger Implications
Workhorse's CEO, Rick Dauch, emphasized the significance of the merger with Motiv Electric Trucks, stating that it positions the company to become a leading North American medium-duty electric truck original equipment manufacturer (OEM). The definitive all-stock merger agreement values the combined entity at approximately $105 million.
Ownership Structure Post-Merger
Under the merger agreement, Motiv's controlling investor will own around 62.5% of the new company, leaving Workhorse shareholders with approximately 26.5% ownership. Additionally, Workhorse's senior secured lender may possess rights to roughly 11% on a fully diluted basis, which raises potential concerns about dilution for existing shareholders.
Financial Moves for Liquidity
In conjunction with the merger, Workhorse executed a strategic $20 million sale-leaseback of its manufacturing plant in Indiana, along with securing $5 million in convertible note financing from investors tied to Motiv’s controlling investor. This move is designed to enhance liquidity and facilitate partial debt repayment, providing the company with necessary financial flexibility.
Future Outlook
Post-merger, Workhorse aims to streamline its operations by repaying its remaining obligations to senior secured lenders, retaining only the $5 million convertible note held by Motiv’s investor. This financing arrangement includes a commitment of $20 million in debt financing to support manufacturing costs linked to confirmed orders.
Leadership Transition
Motiv's CEO, Scott Griffith, will lead the combined operation, with Rick Dauch serving as an advisor. The merger is pending required shareholder and regulatory approvals and is anticipated to close in the fourth quarter.
Stock Performance and Market Sentiment
As the market reacted, Workhorse's stock experienced a significant plunge, dropping 81% year-to-date as fears surrounding financial instability and merger-induced dilution escalated. These concerns have undoubtedly led investors to re-evaluate their positions in WKHS. During the most recent trading session, shares were trading down by 2.82% at $1.72, reflecting market apprehension.
Frequently Asked Questions
What drove the recent decline in Workhorse stock?
The decline is largely attributed to shareholder concerns regarding potential dilution stemming from the merger with Motiv Electric Trucks, alongside ongoing financial challenges.
How did Workhorse's second-quarter sales perform?
Workhorse reported second-quarter sales of $5.7 million, a considerable increase of 573% year-over-year, which surpassed analysts' expectations.
Who will lead the combined company post-merger?
Scott Griffith, the CEO of Motiv Electric Trucks, will take the helm of the combined entity, while Workhorse's CEO, Rick Dauch, will serve as an advisor.
What is the expected timeline for the merger's completion?
The merger is pending approval from shareholders and regulatory bodies and is expected to close in the fourth quarter of 2025.
What measures is Workhorse taking for financial stability?
Workhorse has engaged in a $20 million sale-leaseback of its manufacturing plant and secured $5 million in additional financing to enhance liquidity and mitigate debt obligations.
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