r/PSNY_Polestar_SPAC

Of course, I used several AI systems to analyze the many pages and the issues at stake. Here is some feedback.

This is a summary of a summary of a summary! It was very technical at first. I hope all the information I've shared is correct!

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https://investors.polestar.com/corporate-governance/annual-general-meeting

https://investors.polestar.com/news-releases/news-release-details/polestar-sets-date-agm

Here's the short version.

The good:

• 60,119 cars delivered, +34% YoY
• Revenue $3.06Bn, +50% YoY
• Adjusted gross margin: -0.7% (near breakeven, vs -12.5% in 2024)
• Adjusted EBITDA loss improved $297M YoY

Lohscheller's operational turnaround is real. Credit where it's due.

The ugly:

The company has $6.4Bn in debt. $3.9Bn of that is due within the next 12 months. Cash on hand: $1.2Bn. The auditor flagged going concern doubt. The syndicated loan covenant (originally set at $7.1Bn minimum revenue) was quietly amended down to $3Bn ... Polestar scraped through with $3.06Bn, a $58M margin.

The company exists because Geely keeps writing checks. Volvo Cars has stopped funding entirely.

The board paying itself:

• Chairman Vahland: $521K in 2025, up 46% from $357K the year before. Going concern, mass layoffs, but board fees up 46%.
• CEO Lohscheller: $2.48M total comp. Annual bonus paid at 99.7% of base salary. The formula-based outcome from audited KPIs? 51%. The Compensation Committee just decided to pay double. EBITDA KPI came in at literally 0%. Cost management KPI: 0%. Didn't matter.

This is not performance pay. This is discretionary enrichment.

What you're voting on June 26:

• Resolution 2 (advisory vote on remuneration report): vote AGAINST. Make the signal.
• Resolution 3 (new remuneration policy ; raises CEO max bonus from 130% to 150% of salary): vote AGAINST. Why are we increasing comp caps at a going concern?
• Resolution 11 (Joe Zhang, Geely CFO): he was just named Chairman of Lotus Group in March 2026. Lotus is a direct Polestar competitor. Nobody's talking about this.
• Resolution 14+15 (authority to issue 3.18Bn new shares + waive pre-emption rights, valid until 2031): this is a 73% dilution ceiling with zero obligation to offer you shares first. For five years. In a company that needs constant cash injections. Think carefully.

ADS holders: voting deadline is June 22, 10am EDT. If you hold through a broker, their internal deadline is likely June 19-20. Don't miss it.

The company is making real progress. The board is helping itself to the upside while retail shareholders absorb the dilution risk. These things can both be true.

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In conclusion, I will vote AGAINST all the proposals! The company didn’t say from the start, “We won’t be profitable, we’ll have massive debts, this is an extremely risky and challenging endeavor in the race for EVs, but we’re going to give it a try.”

As a result, Geely, Volvo, and Polestar are out to get the small shareholders...

I repeat, I am AGAINST, AGAINST, AGAINST all the proposals.

https://preview.redd.it/3gjtikycvw0h1.png?width=1816&format=png&auto=webp&s=9ee8ee271ea68b3a1f23bdd711d0574d20ecd503

Wall Street, we love you! Mr. Orange, we love you! His Majesty Xi Jinping, you are the only legitimate king on this Earth...

With those fine words... let the algorithms send this stock's price through the roof! LOL