SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of January 2024
Commission File Number: 001-41431
Polestar Automotive Holding UK PLC
Assar Gabrielssons Väg 9
405 31 Göteborg, Sweden
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
On January 11, 2024, Polestar Automotive Holding UK PLC (Polestar) issued a press release announcing its estimates for global volumes for the fourth quarter of 2023.
Also on January 11, Polestar issued a press release announcing the appointment of Winfried Vahland to its board of directors. Additionally, Per Ansgar was appointed Chief Financial Officer, succeeding Johan Malmquist, who is pursuing his career outside of Polestar. Kristian Elvefors has also been appointed Global Head of Sales, succeeding Michael Whittington, who is pursuing his career outside of Polestar. All appointments are effective as of January 15, 2024.
Mr. Vahland was previously CEO and President of Volkswagen Group China, Chairman of the Executive Board of Skoda Auto and a Member of the Board of Volvo Cars. He is currently Member of the Supervisory Board of Proton Holdings. There are no transactions in which Mr. Vahland has an interest requiring disclosure under Item 7.B of Form 20-F. Additionally, Mr. Vahland has no family relationship with any director or executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer. Mr. Vahland will be entitled to standard compensation available to all non-employee directors (as described under Directors, Senior Management and EmployeesExecutive Officer and Director Compensation in Item 6.B of the Companys annual report on Form 20-F filed with the SEC on April 14, 2023).
Mr. Ansgar was appointed CFO on a transitional basis, while a formal search is undertaken. Mr. Ansgar has close to 30 years of experience from senior controlling and finance roles, including CFO of Geely Sweden Holding, Deputy CFO of Volvo Cars and CFO of Volvo Cars China.
Copies of both press releases are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively.
Polestar expects to post its preliminary unaudited financial and operational results for the full year 2023 on Thursday, February 29, 2024, before market open in New York. Polestars CEO and CFO expect to hold a live audio webcast on Thursday, February 29, 2024 at 08:00 a.m. ET (14:00 CET) to discuss the Companys results. Relevant documents and a link to the live audio webcast will be available on the Polestar Investor Relations website at https://investors.polestar.com. From February 15, 2024, verified shareholders will be able to ask questions through the Say Technologies platform, accessible via the Polestar Investor Relations website.
The description of Mr. Vahlands and Mr. Ansgars appointments in this Form 6-K shall be deemed to be incorporated by reference into Polestars registration statement on Form S-8 (File No: 333-267146), registration statement on Form F-3 (File No. 333-266101) and registration statement on Form F-3 (File No. 333-274918) and to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished. Exhibits 99.1 and 99.2 to this Report on Form 6-K shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.
|Description of Exhibit
|Press Release of Polestar Automotive Holding UK PLC, dated January 11, 2024, titled Polestar announces global volumes for the fourth quarter, including a strong start to Polestar 4 deliveries
|Press Release of Polestar Automotive Holding UK PLC, dated January 11, 2024, titled Polestar announces Board and Management appointments
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|POLESTAR AUTOMOTIVE HOLDING UK PLC
|Date: January 11, 2024
|Chief Executive Officer
|Chief Financial Officer
Polestar announces global volumes for the fourth quarter, including a strong start to Polestar 4 deliveries
GOTHENBURG, SWEDEN 11 January 2024. Polestar Automotive Holding UK PLC (Nasdaq: PSNY), the Swedish electric performance car brand, reports its global deliveries for the fourth quarter of 2023.
Polestar delivered approximately 12,800 cars in the fourth quarter, including 880 Polestar 4 in China, taking its global deliveries for the year to approximately 54,600 cars, a growth of 6% compared to 2022.
Polestar continues to protect its exclusive brand position in what remains a challenging market, resulting in fewer deliveries in the fourth quarter and now expects a gross profit margin for the full year of around break-even.
Thomas Ingenlath, Polestar CEO, comments: Polestar 4 has been very well received in China and ramping up production was an important milestone for us. Sales of our SUV coupé will start in Europe and Australia in the coming weeks. With the first deliveries of Polestar 3 expected in the summer, our shift from being a one to three-car company positions us for a transformative and exciting 2024.
Polestar expects to post its preliminary unaudited financial and operational results for the full year 2023 on Thursday, 29 February 2024, before market open in New York. A live audio webcast is scheduled to start at 08:00 US Eastern Time (14:00 Central European Time).
From Thursday,15 February 2024, verified shareholders will be able to ask questions through the Say Technologies platform, accessible via the Polestar Investor Relations website.
Head of Investor Relations
Head of Corporate PR
Global Head of Communications & PR
Polestar (Nasdaq: PSNY) is the Swedish electric performance car brand determined to improve society by using design and technology to accelerate the shift to sustainable mobility. Headquartered in Gothenburg, Sweden, its cars are available online in 27 markets globally across North America, Europe and Asia Pacific.
Polestar plans to have a line-up of five performance EVs by 2026. Polestar 2, the electric performance fastback, launched in 2019. Polestar 3, the SUV for the electric age, launched in late 2022. Polestar 4, the SUV coupé transformed, is launching in phases through 2023 and into 2024. Polestar 5, an electric four-door GT and Polestar 6, an electric roadster, are coming soon.
The Polestar 0 project supports the companys ambitious goal of creating a truly climate-neutral production car by 2030. The research initiative also aims to create a sense of urgency to act on the climate crisis, by challenging employees, suppliers and the wider automotive industry, to drive towards zero.
Certain statements in this press release (Press Release) may be considered forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or the future financial or operating performance of Polestar including the number of vehicle deliveries and gross margin. For example, projections of revenue, volumes, margins, cash flow break-even and other financial or operating metrics and statements regarding expectations of future needs for funding and plans related thereto are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as may, should, expect, intend, will, estimate, anticipate, believe, predict, potential, forecast, plan, seek, future, propose or continue, or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements.
These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Polestar and its management, as the case may be, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) Polestars ability to maintain agreements or partnerships with its strategic partners, such as Volvo Cars, Geely or Xingji Meizu Group, and to develop new agreements or partnerships; (2) Polestars ability to maintain relationships with its existing suppliers, source new suppliers for its critical components and enter into longer term supply contracts and complete building out its supply chain, while effectively managing the risks due to such relationships; (3) Polestars reliance on its partnerships with vehicle charging networks to provide charging solutions for its vehicles and its reliance on strategic partners for servicing its vehicles and their integrated software; (4) Polestars reliance on its partners, some of which may have limited experience with electric vehicles, to manufacture vehicles at a high volume or develop devices, products, apps or operating systems for Polestar, and to allocate sufficient production capacity or resources to Polestar in order for Polestar to be able to increase its vehicle production capacities and product offerings; (5) the ability of Polestar to grow and manage growth profitably including expectations of growth and financial performance by generating expected revenues at expected selling prices, maintain relationships with customers and retain its management and key employees; (6) Polestars estimates of expenses, profitability, gross margin, cash flow, and cash reserves; (7) increases in costs, disruption of supply or shortage of materials, in particular for lithium-ion cells or semiconductors; (8) the possibility that Polestar may be adversely affected by other economic, business, and/or competitive factors; (9) the effects of competition and the high barriers to entry in the automotive industry, and the pace and depth of electric vehicle adoption generally on Polestars future business; (10) changes in regulatory requirements, governmental incentives and fuel and energy prices; (11) the outcome of any legal proceedings that may be instituted against Polestar or others, adverse results from litigation, governmental investigations or audits, or tax-related proceedings or audits; (12) the ability to meet stock exchange listing standards; (13) changes in applicable laws or regulations or governmental
incentive programs; (14) Polestars ability to establish its brand and capture additional market share, (15) the risks associated with negative press or reputational harm, including from lithium-ion battery cells catching fire or venting smoke; (65) delays in the design, development, manufacture, launch and financing of Polestars vehicles and other product offerings, and Polestars reliance on a limited number of vehicle models to generate revenues; (16) Polestars ability to continuously and rapidly innovate, develop and market new products; (17) risks related to future market adoption of Polestars offerings; (18) risks related to Polestars distribution model; (19) the impact of the global COVID-19 pandemic, inflation, interest rate changes, the ongoing conflict between Ukraine and Russia and in Israel and the Gaza Strip, supply chain disruptions, fuel and energy prices and logistical constraints on Polestar, Polestars projected results of operations, financial performance or other financial and operational metrics, or on any of the foregoing risks; (20) Polestars ability to forecast demand for its vehicles; (21) Polestars ability to raise additional funding; (22) Polestars ability to successfully execute cost-cutting activities and strategic efficiency initiatives; (and (23) other risks and uncertainties set forth in the sections entitled Risk Factors and Cautionary Note Regarding Forward-Looking Statements in Polestars Form 20-F, and other documents filed, or to be filed, with the SEC by Polestar. There may be additional risks that Polestar presently does not know or that Polestar currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements.
Nothing in this Press Release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Polestar assumes no obligation to update these forward-looking statements, even if new information becomes available in the future, except as may be required by law.
Polestar announces Board and Management appointments
GOTHENBURG, SWEDEN 11 January 2024. Polestar Automotive Holding UK PLC (Nasdaq: PSNY), the Swedish electric performance car brand, announces appointments to its Board of Directors and Management Team.
Winfried Vahland has been appointed to the Board as a new director. Winfried was previously CEO and President of Volkswagen Group China, Chairman of the Executive Board of Skoda Auto and a Member of the Board of Volvo Cars. He is currently Member of the Supervisory Board of Proton Holdings.
Håkan Samuelsson, Chairman of Polestars Board of Directors, says: Im delighted to welcome Winfried to the Board. The company will benefit from his significant automotive industry experience and track-record of delivering profitable growth through a combination of successful business and product portfolio development.
Per Ansgar has been appointed Chief Financial Officer (CFO). Per joins Polestar on a transitional basis, while a formal search is undertaken. He brings close to 30 years of experience from senior controlling and finance roles, including CFO of Geely Sweden Holding, Deputy CFO of Volvo Cars and CFO of Volvo Cars China. He will assume responsibilities from Johan Malmquist.
Kristian Elvefors has been appointed Global Head of Sales. Kristian has over 20 years of experience from senior commercial roles in the automotive industry, most recently as Managing Director of Volvo Cars in the UK and will assume responsibilities from Mike Whittington.
Thomas Ingenlath, Polestar CEO, says: I would like to thank Johan and Mike for their many years of combined service and commitment to Polestar we all wish them well in the future. I am delighted to welcome Per and Kristian to Polestar. Their combined experience and skills will play a key role in delivering on our business plan: securing profitable growth through our growing model line-up and reaching cash flow breakeven in 2025.
All three appointments are effective from 15 January 2024. Both Johan and Mike are pursuing their careers outside of Polestar and will remain with the company for a period of time, to help ensure a smooth transition.
Head of Investor Relations
Head of Corporate PR
Global Head of Communications & PR
This press release contains statements that are not historical facts, but rather forward-looking statements within the meaning of Private Securities Litigation Reform Act of 1995. Such forward-looking statements include those that address activities, events or developments that Polestar or its management believes or anticipates may occur in the future. All forward-looking statements are based upon, as applicable, our current expectations, various assumptions and data available from third parties. Our expectations and assumptions are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that such forward-looking statements will materialize or prove to be correct as forward-looking statements are inherently subject to known and unknown risks, uncertainties and other factors which may cause actual future results, performance or achievements to differ materially from the future results, performance or achievements expressed in or implied by such forward-looking statements. Numerous risks, uncertainties and other factors may cause actual results to differ materially from those set out in the forward-looking statements, including those risks and uncertainties set forth in the sections entitled Risk Factors and Cautionary Note Regarding Forward-Looking Statements in Polestars Form 20-F, and other documents filed, or to be filed, with the U.S. Securities and Exchange Commission by Polestar. For any forward-looking statements contained in this or any other document, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and we assume no obligation to update publicly or revise any such statements in light of new information or future events, except as required by law.