0001104659-23-100161.txt : 20230912 0001104659-23-100161.hdr.sgml : 20230912 20230912204632 ACCESSION NUMBER: 0001104659-23-100161 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230908 FILED AS OF DATE: 20230912 DATE AS OF CHANGE: 20230912 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mudrick Stressed Credit Master Fund, L.P. CENTRAL INDEX KEY: 0001958524 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40152 FILM NUMBER: 231251438 BUSINESS ADDRESS: STREET 1: 527 MADISON AVENUE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (646) 747-9500 MAIL ADDRESS: STREET 1: 527 MADISON AVENUE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mudrick Distressed Opportunity SIF Master Fund, L.P. CENTRAL INDEX KEY: 0001875540 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40152 FILM NUMBER: 231251440 BUSINESS ADDRESS: STREET 1: C/O MUDRICK CAPITAL MANAGEMENT, L.P. STREET 2: 527 MADISON AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (646) 747-9500 MAIL ADDRESS: STREET 1: C/O MUDRICK CAPITAL MANAGEMENT, L.P. STREET 2: 527 MADISON AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mudrick Opportunity Co-Investment Fund, LP CENTRAL INDEX KEY: 0001899917 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40152 FILM NUMBER: 231251436 BUSINESS ADDRESS: STREET 1: C/O MUDRICK CAPITAL MANAGEMENT, L.P. STREET 2: 527 MADISON AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (646) 747-9500 MAIL ADDRESS: STREET 1: C/O MUDRICK CAPITAL MANAGEMENT, L.P. STREET 2: 527 MADISON AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mudrick Opportunity Co-Investment Fund GP, LLC CENTRAL INDEX KEY: 0001959101 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40152 FILM NUMBER: 231251435 BUSINESS ADDRESS: STREET 1: 527 MADISON AVENUE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (646) 747-9500 MAIL ADDRESS: STREET 1: 527 MADISON AVENUE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mudrick Stressed Credit Fund GP, LLC CENTRAL INDEX KEY: 0001958558 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40152 FILM NUMBER: 231251437 BUSINESS ADDRESS: STREET 1: 527 MADISON AVENUE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (646) 747-9500 MAIL ADDRESS: STREET 1: 527 MADISON AVENUE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mudrick Distressed Opportunity SIF GP, LLC CENTRAL INDEX KEY: 0001959041 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40152 FILM NUMBER: 231251439 BUSINESS ADDRESS: STREET 1: 527 MADISON AVENUE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (646) 747-9500 MAIL ADDRESS: STREET 1: 527 MADISON AVENUE STREET 2: 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Getaround, Inc CENTRAL INDEX KEY: 0001839608 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTO RENTAL & LEASING (NO DRIVERS) [7510] IRS NUMBER: 853122877 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 55 GREEN STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 415-295-5725 MAIL ADDRESS: STREET 1: 55 GREEN STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FORMER COMPANY: FORMER CONFORMED NAME: InterPrivate II Acquisition Corp. DATE OF NAME CHANGE: 20210108 4 1 tm2325940-3_4seq1.xml OWNERSHIP DOCUMENT X0508 4 2023-09-08 0 0001839608 Getaround, Inc GETR 0001875540 Mudrick Distressed Opportunity SIF Master Fund, L.P. 527 MADISON AVENUE 6TH FLOOR NEW YORK NY 10022 0 0 1 0 0001959041 Mudrick Distressed Opportunity SIF GP, LLC 527 MADISON AVENUE 6TH FLOOR NEW YORK NY 10022 0 0 1 0 0001958524 Mudrick Stressed Credit Master Fund, L.P. 527 MADISON AVENUE 6TH FLOOR NEW YORK NY 10022 0 0 1 0 0001958558 Mudrick Stressed Credit Fund GP, LLC 527 MADISON AVENUE 6TH FLOOR NEW YORK NY 10022 0 0 1 0 0001899917 Mudrick Opportunity Co-Investment Fund, LP 527 MADISON AVENUE 6TH FLOOR NEW YORK NY 10022 0 0 1 0 0001959101 Mudrick Opportunity Co-Investment Fund GP, LLC 527 MADISON AVENUE 6TH FLOOR NEW YORK NY 10022 0 0 1 0 0 Convertible Notes 9.21 2023-09-08 4 J 0 19938731 D Class A Common Stock 19938731 0 I See Notes Convertible Notes 2.00 2023-09-08 4 J 0 91817876 A Class A Common Stock 91817876 91817876 I See Notes This statement is being filed by the following Reporting Persons: Mudrick Capital Management, L.P. ("MCM"), Mudrick Capital Management, LLC ("MCM GP"), Jason Mudrick, Mudrick Distressed Opportunity Fund Global, L.P. ("Global LP"), Mudrick Distressed Opportunity Drawdown Fund II, L.P. ("Drawdown II"), Mudrick Distressed Opportunity Drawdown Fund II SC, L.P. ("Drawdown II SC"), Mudrick GP, LLC ("Mudrick GP"), Mudrick Distressed Opportunity Drawdown Fund II GP, LLC ("Drawdown II GP"), Mudrick Distressed Opportunity 2020 Dislocation Fund, L.P. ("DISL"), Mudrick Distressed Opportunity 2020 Dislocation Fund GP, LLC ("DISL GP"), Mudrick Distressed Opportunity SIF Master Fund, L.P. ("SIF"), Mudrick Distressed Opportunity SIF GP, LLC ("SIF GC"), Mudrick Stressed Credit Master Fund, L.P. ("MSC"), Mudrick Stressed Credit Fund GP, LLC ("MSC GP"), Mudrick Opportunity Co-Investment Fund, LP ("Co-Invest"), Mudrick Opportunity Co-Investment Fund GP, LLC ("Co-Invest GP"). Subject to adjustment pursuant to the Indenture, dated as of December 8, 2022, as may be amended or supplemented (the "Convertible Notes Indenture"). The Subscription Agreement between MCM and the Issuer, dated as of September 8, 2023 (the "Subscription Agreement"), among other things, provides for the adjustment of the Conversion Rate (as defined in the Convertible Notes Indenture) of the convertible notes originally issued on December 8, 2022 in the aggregate principal amount of $175.0 million to $2.00 per share (the "Conversion Rate Adjustment"), subject to the approval by stockholders, a majority of which have agreed to approve pursuant to a voting and support agreement with the Issuer. The Conversion Rate will be automatically adjusted to $0.25 per share if the Issuer has not satisfied certain requirements by January 31, 2024. In the event of such automatic adjustment, the aggregate number of shares of Common Stock underlying the convertible notes outstanding as of the date hereof would be approximately 734,543,040 shares, subject to adjustment under the Convertible Notes Indenture. The convertible notes will mature on December 8, 2027, unless earlier converted, redeemed or repurchased. Not applicable. Mudrick GP is the general partner of Global LP and may be deemed to beneficially own the number of securities of the Issuer directly held by Global LP. Drawdown II GP is the general partner of Drawdown II and Drawdown II SC and may be deemed to beneficially own the securities of the Issuer directly held by Drawdown II and Drawdown II SC. DISL GP is the general partner of DISL and may be deemed to beneficially own the number of securities of the Issuer held by DISL. SIF GP is the general partner of SIF and may be deemed to beneficially own the securities of the Issuer directly held by SIF. MSC GP is the general partner of MSC and may be deemed to beneficially own the securities of the Issuer directly held by MSC. Co-Invest GP is the general partner of Co-Invest and may be deemed to beneficially own the securities of the Issuer directly held by Co-Invest. MCM is the investment manager to Drawdown II, Global LP, Drawdown II SC, DISL, SIF, MSC, Co-Invest and certain accounts managed by MCM. Mr. Mudrick is the sole member of Mudrick GP, Drawdown II GP, MCM GP, DISL GP, SIF GP, MSC GP and Co-Invest GP. Each of MCM, MCM GP and Mr. Mudrick may be deemed to beneficially own the securities held directly by Global LP, Drawdown II, Drawdown II SC, DISL, SIF, MSC, Co-Invest and certain accounts managed by MCM. Reporting Persons disclaim any beneficial ownership of the reported securities other than to the extent of any pecuniary interest they may have therein, directly or indirectly. Pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this filing shall not be deemed an admission that the Reporting Persons are, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owners of any equity securities of the Issuer in excess of their respective pecuniary interests. This Form 4 is the first of two Form 4s filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 Reporting Persons. Each Form 4 is filed by Designated Filer, Mudrick Capital Management, L.P. See Exhibit 99.1** 2023-09-12 EX-99.1 2 tm2325940d3_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Capital Management, L.P.

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Capital Management, L.P.

By:	Mudrick Capital Management, LLC, its general partner

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Capital Management, LLC

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Capital Management, LLC

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Jason Mudrick

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

/s/ Jason Mudrick
Jason Mudrick
September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Distressed Opportunity Fund Global, L.P.

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Relationship of Joint Filer to Issuer:	10% Owner

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Distressed Opportunity Fund Global, L.P.

Mudrick GP, LLC, its general partner

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick GP, LLC

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Relationship of Joint Filer to Issuer:	10% Owner

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick GP, LLC

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Distressed Opportunity Drawdown Fund II, L.P.

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Relationship of Joint Filer to Issuer:	10% Owner

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Distressed Opportunity Drawdown Fund II, L.P.

By: Mudrick Distressed Opportunity Drawdown Fund II GP, LLC, its general partner

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Distressed Opportunity Drawdown Fund II SC, L.P.

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Relationship of Joint Filer to Issuer:	10% Owner

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Distressed Opportunity Drawdown Fund II SC, L.P.

By: Mudrick Distressed Opportunity Drawdown Fund II GP, LLC, its general partner

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Distressed Opportunity Drawdown Fund II GP, LLC

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Relationship of Joint Filer to Issuer:	10% Owner

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Distressed Opportunity Drawdown Fund II GP, LLC

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Distressed Opportunity 2020 Dislocation Fund, L.P.

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Relationship of Joint Filer to Issuer:	10% Owner

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Distressed Opportunity 2020 Dislocation Fund, L.P.

By: Mudrick Distressed Opportunity 2020 Dislocation Fund GP, LLC, its general partner

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Distressed Opportunity 2020 Dislocation Fund GP, LLC,

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Relationship of Joint Filer to Issuer:	10% Owner

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Distressed Opportunity 2020 Dislocation Fund GP, LLC

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Distressed Opportunity SIF Master Fund, L.P.

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Distressed Opportunity SIF Master Fund, L.P.

By: Mudrick Distressed Opportunity SIF GP, LLC, its general partner

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Distressed Opportunity SIF GP, LLC

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Distressed Opportunity SIF GP, LLC

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Stressed Credit Master Fund, L.P.

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Stressed Credit Master Fund, L.P.

By: Mudrick Stressed Credit Fund GP, LLC, its general partner

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Stressed Credit Fund GP, LLC

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Stressed Credit Fund GP, LLC

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Opportunity Co-Investment Fund, LP

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Opportunity Co-Investment Fund, LP

By: Mudrick Opportunity Co-Investment Fund GP, LLC, its general partner

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023

Exhibit 99.1

Joint Filer Information

Name of Joint Filer:	Mudrick Opportunity Co-Investment Fund GP, LLC

Address of Joint Filer:	527 Madison Avenue 6th Floor New York, NY 10022

Issuer Name and Ticker or Trading Symbol:	GETAROUND, INC. [GETR]

Date of Event Requiring this Statement: be Reported:	September 8, 2023

If Amendment, Date Original Filed (Month/Day/Year):

Designated Filer:	Mudrick Capital Management, L.P.

Signature:

Mudrick Opportunity Co-Investment Fund GP, LLC

By:	/s/ Jason Mudrick
Name:	Jason Mudrick
Title:	Sole Member
Date:	September 12, 2023