Filed by Churchill Capital Corp IV
pursuant to Rule 425 under the Securities
Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Subject Company: Churchill Capital Corp
IV
Commission File No. 001-39408
Date: February 23, 2021
Cheddar – Interview with Brad
Smith and Peter Rawlinson
Cheddar
February 23, 2021
BRAD SMITH: Tesla will soon have a new rival on Wall
Street. EV maker Lucid Motors has announced it is going public via a SPAC merger with blank check company Churchill Capital. Lucid
will net $4.4 billion in what’s the largest deal yet between a blank check company and an electric vehicle startup. Shares
of Churchill Capital falling today, they’re dipping more than 31%, but nevertheless we are blessed to be graced with the
presence of Peter Rawlinson, CEO and CTO of Lucid Motors. Peter, always a pleasure to speak with you and congratulations first
and foremost on this milestone event for the company, you know in spite of the reaction that we're seeing in the shares, this is
one day of a major kind of lead that has a much broader kind of implication for environmental sustainability at a whole. Why was
now the right time to take a Lucid Motors public?
PETER RAWLINSON: Well, great to join you, Brad. It's
just an appropriate moment in time as we scale the business. We're getting close now to getting the car behind me, the Lucid Air,
into production. We are accelerating the progress of Project Gravity. We are initiating our plans to add phase 2 of a factory in
Arizona in readiness for Project Gravity. And it was an ideal moment to get endorsement from blue-chip investors that have shown
trust and faith in us. We've got a full house, an amazing listing all of the bluest of blue-chip investors, who are in for the
long term. And with that, we've got a strong cash position securing our future. And this means an all-American high-tech EV company
can really pursue this mission of accelerating the widespread adoption of sustainable mobility.
BRAD SMITH: Certainly. You and I have talked competition
in the kind of high value, high-cost segment of this market in the past. I wonder as you look towards some of the same players
across the world and across the broader automobile space as they are revving up their own ability to bring vehicles to market how
you kind of parse through some of those risk factors and really understand over these next kind of 12 to 18 months what the prospects
are for Lucid Motors and being able to continuously produce and outpace some of those competitors as well and bringing vehicles
to the market in a more sustainable manner.
PETER RAWLINSON: Indeed. We're aiming at the luxury markets
overtly targeting Mercedes S-Class. But the best mitigation of risk is have the most advanced technology. And we can play at the
top table—there is always room at the top if you're the best. And this is a technology race and I think that's what differentiates
Tesla. Tesla recognizes this is a technology play. Lucid recognizes this and I don't see that with some of the traditional car
companies. You know even just last week, Jaguar announced that it had cancelled the XJ electric car program. So I wish the traditional
automakers would come soon. I actually welcome the competition. I don't see it as a threat. I'm confident in our tech.
BRAD SMITH: And certainly, with regard to what we've
seen from competitors in the past and in Tesla notably. And you know this from being one of the top 2 executives that were over
there previously and that it is a heavy cash burn business in the early days. And so how do you combat that later on? Do you anticipate
having to take on more capital and at what point?
PETER RAWLINSON: We do, because unashamedly, we recognize
this is a capital-intensive business. We believe in vertical integration of the manufacturing because this is too critical a process
to entrust to a third party. In any case, someone has to pay for it in the end. If you outsource it, it will kill you with margins.
It's a false economy, so why not control it and have control of your destiny. The other capital-intensive. businesses what you
see here today. This isn't an artificial backdrop, I'm actually in our flagship store in Beverly Hills and the car is real behind
me. This is an example of our customer experience; a studio to experience the car. So that's vertically integrated as well. But
we do have second mover advantage in one area. We've partnered with Electrify America for their fast-charging network. We can leverage
their 1000-volt, 350-kilowatt open source CCS combo standard. And therefore, we can go asset light in that respect and save precious
capital which we can invest in R&D and the product.
BRAD SMITH: Peter, we only have about 30 seconds left
here but as we think about where other players in this industry have been able to accelerate, it is entry into other markets, other
countries. And so after you successfully are able to break into your lead market if you will, where do you kind of prioritize other
markets, whether that be China, whether that the Europe?
PETER RAWLINSON: Home market USA first this year. Going
to Europe and the Middle East next year. And then the big prize, the big goal: China.
BRAD SMITH: All right. Peter Rawlinson, who is the CEO
and CTO of Lucid Motors. Peter, always a pleasure to speak with you. Once again, congratulations again to you and the team. We’ll
be tracking the company very closely here.
* * * * *
Forward-Looking Statements
This communication includes “forward-looking statements”
within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of
1995. Forward-looking statements may be identified by the use of words such as “estimate,” “plan,” “project,”
“forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,”
“seek,” “target,” “continue,” “could,” “may,” “might,”
“possible,” “potential,” “predict” or other similar expressions that predict or indicate future
events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited
to, statements regarding estimates and forecasts of financial and operational metrics, projections of market opportunity, market
share and product sales, expectations and timing related to commercial product launches, including the start of production and
launch of the Lucid Air and any future products, the performance, range, autonomous driving and other features of the Lucid Air,
future market opportunities, including with respect to energy storage systems and automotive partnerships, future manufacturing
capabilities and facilities, future sales channels and strategies, future market launches and expansion, potential benefits of
the proposed business combination and PIPE investment (collectively, the “proposed transactions”) and the potential
success of Lucid’s go-to-market strategy, and expectations related to the terms and timing of the proposed transactions.
These statements are based on various assumptions, whether or not identified in this communication, and on the current expectations
of Lucid’s and CCIV’s management and are not predictions of actual performance. These forward-looking statements are
provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee,
an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible
to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Lucid and CCIV. These
forward-looking statements are subject to a number of risks and uncertainties, including changes in domestic and foreign business,
market, financial, political and legal conditions; the inability of the parties to successfully or timely consummate the proposed
transactions, including the risk that any required regulatory approvals are not obtained, are delayed or are subject to unanticipated
conditions that could adversely affect the combined company or the expected benefits of the proposed transactions or that the approval
of the shareholders of CCIV or Lucid is not obtained; the outcome of any legal proceedings that may be instituted against Lucid
or CCIV following announcement of the proposed transactions; failure to realize the anticipated benefits of the proposed transactions;
risks relating to the uncertainty of the projected financial information with respect to Lucid, including conversion of reservations
into binding orders; risks related to the timing of expected business milestones and commercial launch, including Lucid’s
ability to mass produce the Lucid Air and complete the tooling of its manufacturing facility; risks related to the expansion of
Lucid’s manufacturing facility and the increase of Lucid’s production capacity; risks related to future market adoption
of Lucid’s offerings; the effects of competition and the pace and depth of electric vehicle adoption generally on Lucid’s
future business; changes in regulatory requirements, governmental incentives and fuel and energy prices; Lucid’s ability
to rapidly innovate; Lucid’s ability to deliver Environmental Protection Agency (“EPA”) estimated driving ranges
that match or exceed its pre-production projected driving ranges; future changes to vehicle specifications which may impact performance,
pricing, and other expectations; Lucid’s ability to enter into or maintain partnerships with original equipment manufacturers,
vendors and technology providers; Lucid’s ability to effectively manage its growth and recruit and retain key employees,
including its chief executive officer and executive team; Lucid’s ability to establish its brand and capture additional market
share, and the risks associated with negative press or reputational harm; Lucid’s ability to manage expenses; Lucid’s
ability to effectively utilize zero emission vehicle credits; the amount of redemption requests made by CCIV’s public shareholders;
the ability of CCIV or the combined company to issue equity or equity-linked securities in connection with the proposed transactions
or in the future; the outcome of any potential litigation, government and regulatory proceedings, investigations and inquiries;
and the impact of the global COVID-19 pandemic on Lucid, CCIV, the combined company’s projected results of operations, financial
performance or other financial metrics, or on any of the foregoing risks; and those factors discussed in CCIV’s final prospectus
dated July 30, 2020 and the Quarterly Reports on Form 10-Q for the quarters ended July 30, 2020 and September 30, 2020, in each
case, under the heading “Risk Factors,” and other documents of CCIV filed, or to be filed, with the SEC. If any of
these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by
these forward-looking statements. There may be additional risks that neither Lucid nor CCIV presently know or that Lucid and CCIV
currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements.
In addition, forward-looking statements reflect Lucid’s and CCIV’s expectations, plans or forecasts of future events
and views as of the date of this communication. Lucid and CCIV anticipate that subsequent events and developments will cause Lucid’s
and CCIV’s assessments to change. However, while Lucid and CCIV may elect to update these forward-looking statements at some
point in the future, Lucid and CCIV specifically disclaim any obligation to do so. These forward-looking statements should not
be relied upon as representing Lucid’s and CCIV’s assessments as of any date subsequent to the date of this communication.
Accordingly, undue reliance should not be placed upon the forward-looking statements.
Additional Information About the Proposed Transactions and
Where to Find It
The proposed transactions will be submitted to shareholders
of CCIV for their consideration. CCIV intends to file a registration statement on Form S-4 (the “Registration Statement”)
with the Securities and Exchange Commission (the “SEC”) which will include preliminary and definitive proxy statements
to be distributed to CCIV’s shareholders in connection with CCIV’s solicitation for proxies for the vote by CCIV’s
shareholders in connection with the proposed transactions and other matters as described in the Registration Statement, as well
as the prospectus relating to the offer of the securities to be issued to Lucid’s shareholders in connection with the completion
of the proposed business combination. After the Registration Statement has been filed and declared effective, CCIV will mail a
definitive proxy statement and other relevant documents to its shareholders as of the record date established for voting on the
proposed transactions. CCIV’s shareholders and other interested persons are advised to read, once available, the preliminary
proxy statement/prospectus and any amendments thereto and, once available, the definitive proxy statement/prospectus, in connection
with CCIV’s solicitation of proxies for its special meeting of shareholders to be held to approve, among other things, the
proposed transactions, because these documents will contain important information about CCIV, Lucid and the proposed transactions.
Shareholders may also obtain a copy of the preliminary or definitive proxy statement, once available, as well as other documents
filed with the SEC regarding the proposed transactions and other documents filed with the SEC by CCIV, without charge, at the SEC's
website located at www.sec.gov or by directing a request to CCIV.
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN
APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF
THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
Participants in the Solicitation
CCIV, Lucid and certain of their respective directors, executive
officers and other members of management and employees may, under SEC rules, be deemed to be participants in the solicitations
of proxies from CCIV’s shareholders in connection with the proposed transactions. Information regarding the persons who may,
under SEC rules, be deemed participants in the solicitation of CCIV’s shareholders in connection with the proposed transactions
will be set forth in CCIV’s proxy statement/prospectus when it is filed with the SEC. You can find more information about
CCIV’s directors and executive officers in CCIV’s final prospectus filed with the SEC on July 30, 2020. Additional
information regarding the participants in the proxy solicitation and a description of their direct and indirect interests will
be included in the proxy statement/prospectus when it becomes available. Shareholders, potential investors and other interested
persons should read the proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.
You may obtain free copies of these documents from the sources indicated above.
No Offer or Solicitation
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities
in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
Trademarks
This communication contains trademarks, service marks, trade
names and copyrights of Lucid, CCIV and other companies, which are the property of their respective owners.
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