CORRESP Filing
BOLLINGER INNOVATIONS, INC.
Date: June 26, 2025 · CIK: 0001499961 · Accession: 0001829126-25-004725
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-34887
Letter
555 South Flower Street ● Fiftieth Floor ● Los Angeles, California 90071.2452
Telephone: +1.213.489.3939 ● jonesday.com
June 26, 2025
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Manufacturing
100 F Street, NE
Washington, D.C. 20549
Attn: Jenny O'Shanick
Evan Ewing
Re: Mullen Automotive Inc.
Preliminary Proxy Statement on Schedule 14A
Filed June 13, 2025
File No. 001-34887
On June 23, 2025, we received the following comments from the staff (the " Staff ") of the Division of Corporation Finance of the United States Securities and Exchange Commission (the " Commission ") on the above-referenced Preliminary Proxy Statement on Schedule 14A (the " Proxy Statement ") filed by Mullen Automotive Inc., a Delaware corporation (the " Company "), on June 13, 2025. The Company's Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A (the " Amended Proxy Statement ") has been filed with the Commission.
For your convenience, the bolded numbered responses set forth below correspond with the comments received from the Staff. Page references in the text of this response letter correspond to page numbers in the Proxy Statement unless otherwise noted. Capitalized terms used in this letter but otherwise not defined herein shall have the meaning ascribed to such terms in the Proxy Statement.
Preliminary Proxy Statement on Schedule 14A filed June 13, 2025
General
1. Comment : We note that Proposals 1, 2, 3 and 7 cover shares underlying the notes and warrants that contain reset and/or cashless exercise features and that the maximum number of issuable shares of common stock may be higher than the amounts disclosed in each proposal. Please revise to highlight the maximum number of shares that could be issued upon the exercise of the notes and warrants. Additionally, if true, disclose that the number of shares issuable upon the exercise of the warrants under the cashless exercise provision increases as the stock price falls further below the initial exercise price and disclose the potential additional dilution of the reset and cashless exercise provision.
Response : The Company acknowledges the Staff's comment and has included additional disclosure in the Amended Proxy Statement.
AMSTERDAM ● ATLANTA ● BEIJING ● BOSTON ● BRISBANE ● BRUSSELS ● CHICAGO ● CLEVELAND ● COLUMBUS ● DALLAS DETROIT ● DUBAI ● DÜSSELDORF ● FRANKFURT ● HONG KONG ● HOUSTON ● IRVINE ● LONDON ● LOS ANGELES ● MADRID MELBOURNE ● MEXICO CITY ● MIAMI ● MILAN ● MINNEAPOLIS ● MUNICH ● NEW YORK ● PARIS ● PERTH ● PITTSBURGH SAN DIEGO ● SAN FRANCISCO ● SÃO PAULO ● SHANGHAI ● SILICON VALLEY ● SINGAPORE ● SYDNEY ● TAIPEI ● TOKYO ● WASHINGTON
U.S. Securities and Exchange Commission
Division of Corporation Finance
Office of Manufacturing
June 26, 2025
Page 2
2. Comment : For Proposals 1, 2, 3 and 7, as applicable, please revise to provide an example of how the cashless formula would operate under specific, reasonable assumptions.
Response : The Company acknowledges the Staff's comment and has included additional disclosure in the Amended Proxy Statement.
We hope that the foregoing has been responsive to the Staff's comments and look forward to resolving any outstanding issues as quickly as possible. Please direct any questions or comments regarding the foregoing to me at (213) 243-2159 or kblair@jonesday.com.
Very truly yours,
/s/
Katherine J. Blair
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CORRESP 1 filename1.htm 555 South Flower Street ● Fiftieth Floor ● Los Angeles, California 90071.2452 Telephone: +1.213.489.3939 ● jonesday.com June 26, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attn: Jenny O'Shanick Evan Ewing Re: Mullen Automotive Inc. Preliminary Proxy Statement on Schedule 14A Filed June 13, 2025 File No. 001-34887 On June 23, 2025, we received the following comments from the staff (the " Staff ") of the Division of Corporation Finance of the United States Securities and Exchange Commission (the " Commission ") on the above-referenced Preliminary Proxy Statement on Schedule 14A (the " Proxy Statement ") filed by Mullen Automotive Inc., a Delaware corporation (the " Company "), on June 13, 2025. The Company's Amendment No. 1 to the Preliminary Proxy Statement on Schedule 14A (the " Amended Proxy Statement ") has been filed with the Commission. For your convenience, the bolded numbered responses set forth below correspond with the comments received from the Staff. Page references in the text of this response letter correspond to page numbers in the Proxy Statement unless otherwise noted. Capitalized terms used in this letter but otherwise not defined herein shall have the meaning ascribed to such terms in the Proxy Statement. Preliminary Proxy Statement on Schedule 14A filed June 13, 2025 General 1. Comment : We note that Proposals 1, 2, 3 and 7 cover shares underlying the notes and warrants that contain reset and/or cashless exercise features and that the maximum number of issuable shares of common stock may be higher than the amounts disclosed in each proposal. Please revise to highlight the maximum number of shares that could be issued upon the exercise of the notes and warrants. Additionally, if true, disclose that the number of shares issuable upon the exercise of the warrants under the cashless exercise provision increases as the stock price falls further below the initial exercise price and disclose the potential additional dilution of the reset and cashless exercise provision. Response : The Company acknowledges the Staff's comment and has included additional disclosure in the Amended Proxy Statement. AMSTERDAM ● ATLANTA ● BEIJING ● BOSTON ● BRISBANE ● BRUSSELS ● CHICAGO ● CLEVELAND ● COLUMBUS ● DALLAS DETROIT ● DUBAI ● DÜSSELDORF ● FRANKFURT ● HONG KONG ● HOUSTON ● IRVINE ● LONDON ● LOS ANGELES ● MADRID MELBOURNE ● MEXICO CITY ● MIAMI ● MILAN ● MINNEAPOLIS ● MUNICH ● NEW YORK ● PARIS ● PERTH ● PITTSBURGH SAN DIEGO ● SAN FRANCISCO ● SÃO PAULO ● SHANGHAI ● SILICON VALLEY ● SINGAPORE ● SYDNEY ● TAIPEI ● TOKYO ● WASHINGTON U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing June 26, 2025 Page 2 2. Comment : For Proposals 1, 2, 3 and 7, as applicable, please revise to provide an example of how the cashless formula would operate under specific, reasonable assumptions. Response : The Company acknowledges the Staff's comment and has included additional disclosure in the Amended Proxy Statement. We hope that the foregoing has been responsive to the Staff's comments and look forward to resolving any outstanding issues as quickly as possible. Please direct any questions or comments regarding the foregoing to me at (213) 243-2159 or kblair@jonesday.com. Very truly yours, /s/ Katherine J. Blair Katherine J. Blair Partner, Jones Day cc: David Michery (Mullen Automotive Inc.) Jonathan New (Mullen Automotive Inc.)