Exhibit 10.1
Execution Version
May 15, 2023
VIA EMAIL
Mullen Automotive Inc.
1405 Pioneer Street
Brea, California 92821
Attn: David Michery
| Re: | Series D Preferred Stock |
Dear David Michery:
Reference is made to that Securities Purchase Agreement, dated as of June 7, 2022 (as amended, the “Securities Purchase Agreement”) by and between Mullen Automotive Inc. (the “Company”) and the investors named therein, pursuant to which the Company irrevocably committed to effect the issuance of Series D Convertible Preferred Stock, par value $0.001 per share (“Series D Preferred Stock”) and warrants upon receipt of $45,000,000, which is to be paid on May 15, 2023 (the “Purchase Date”).
The undersigned hereby requests, and the Company agrees and acknowledges upon placement of its countersignature herein, that the Purchase Date is delayed until June 12, 2023.
Except provided in this letter agreement, all other terms and conditions in the Securities Purchase Agreement shall remain in full force and effect and this letter agreement shall be governed by all provisions thereof. This letter agreement shall be governed by and construed in accordance with the laws of the State of New York. This letter agreement may be executed in separate counterparts (including by electronic signature pages), each of which is deemed to be an original and all of which taken together constitute one and the same agreement.
[Remainder of Page Intentionally Blank]
Please indicate your agreement with the foregoing by signing where indicated below.
Sincerely,
| Esousa Holdings, LLC | ||
| By: | /s/ Michael Wachs | |
| Name: | Michael Wachs | |
| Title: | Managing Member | |
| Acuitas Capital, LLC | ||
| By: | /s/ Terren Peizer | |
| Name: | Terren Peizer | |
| Title: | Chief Executive Officer | |
| Davis-Rice Pty Limited | ||
| By: | /s/ Timothy Davis-Rice | |
| Name: | Timothy Davis-Rice | |
| Title: | Director | |
Ault Lending, LLC f/k/a Digital Power Lending, LLC | ||
| By: | /s/ David J. Katzoff | |
| Name: | David J. Katzoff | |
| Title: | Manager | |
| Jess Mogul | ||
| /s/ Jess Mogul | ||
| Jim Fallon | ||
| /s/ Jim Fallon | ||
| Michael Friedlander | ||
| /s/ Michael Friedlander | ||
Acknowledged, accepted, and agreed:
| MULLEN AUTOMOTIVE INC. | ||
| By: | /s/ David Michery | |
| Name: David Michery | ||
| Title: Chief Executive Officer | ||