Lilium N.V. (Nasdaq: LILM) (“Lilium” or the “Company”), developer of the first all-electric vertical take-off and landing (“eVTOL”) jet, today announced the pricing of a $119 million capital raise from existing shareholders, new investors, and strategic partners. Participants include Honeywell and Aciturri as well as LGT and its affiliated impact investor Lightrock, Tencent, B. Riley Securities and certain affiliates thereof. Lilium’s new CEO, Klaus Roewe, as well as three additional board members, Barry Engle, David Wallerstein and Niklas Zennström, are also participating.

The fundraising is a concurrent private placement and registered direct offering (RDO).

Citigroup, B. Riley Securities and Piper Sandler are acting as placement agents for the offerings.

Lilium agreed to issue and sell: (a) an aggregate of 91,524,936 of the Company’s Class A ordinary shares (the “Shares”), at a price of $1.30 per share; and (b) warrants exercisable for an aggregate of 45,762,463 Shares, with an exercise price of $1.30 per share in the private placement and registered direct offerings.

The offerings are expected to close on November 22, 2022, subject to customary closing conditions. Lilium and its officers and directors have agreed to a lockup of 30 days subject to customary exclusions.

The securities in the registered direct offering are being offered by Lilium pursuant to a shelf registration statement on Form F-3 (File No. 333-267719) previously filed with the U.S. Securities and Exchange Commission (the “SEC”), which the SEC declared effective on October 12, 2022. A final prospectus supplement related to the registered direct offering will be filed with the SEC, and will be available on the SEC’s website located at http://www.sec.gov or may be obtained from Citigroup, c/o Broadridge Financial Services, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at 1-800-831-9146, B. Riley Securities, Inc., Attention: Prospectus Department, 1300 North 17th Street, Suite 1300, Arlington, Virginia 22209; Telephone: (703) 312-9580, or by emailing prospectuses@brileyfin.com, or Piper Sandler & Co., Attn: Prospectus Department, 345 Park Avenue, New York, NY 10154, or by telephone at 1-800-747-3924, or by e-mail: prospectus@psc.com. The securities sold in the private placement, including, when issued, the shares underlying the warrants, are being issued pursuant to the exemptions provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and have not been registered under the Securities Act or any state or other applicable jurisdiction’s securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdiction’s securities laws. This press release does not constitute an offer to sell nor a solicitation of an offer to buy, nor shall there be any sale of the Shares or warrants in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.