0001898795false00018987952025-02-052025-02-050001898795us-gaap:CommonStockMember2025-02-052025-02-050001898795us-gaap:WarrantMember2025-02-052025-02-05

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 
FORM 8-K 

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 5, 2025
LiveWire Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware001-4151187-4730333
(State or other jurisdiction
of incorporation)
(Commission
 File Number)
(IRS Employer
Identification No.)
3700 West Juneau Avenue, Milwaukee, Wisconsin 53208
(Address of principal executive offices, including zip code)
(650) 447-8424
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each class  Trading Symbol(s)  Name of exchange on which registered
Common Stock, $0.0001 par value per share  LVWR  New York Stock Exchange
Warrants to purchase common stockLVWR WSNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 2.02
Results of Operations and Financial Condition.
On February 5, 2025, LiveWire Group, Inc. (the “Company”) issued a press release (the “Press Release”) announcing the Company’s fourth quarter results for the financial period ended December 31, 2024. A copy of the Press Release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(a)Not applicable.
(b)Not applicable.
(c)Not applicable.
(d)Exhibits. The following exhibit is being furnished herewith:
Exhibit No.Description
99.1

SIGNATURES
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 hereunto duly authorized.
LiveWire Group, Inc.
Date: February 5, 2025
/s/ Tralisa Maraj
Tralisa Maraj
Chief Financial Officer



2
livewirelogowithname.jpg
FOR IMMEDIATE RELEASE

LIVEWIRE GROUP, INC. REPORTS 2024 FOURTH QUARTER AND FULL YEAR FINANCIAL RESULTS

MILWAUKEE (February 5, 2025) – LiveWire Group, Inc. (“LiveWire” or the “Company”) (NYSE: LVWR) today reported fourth quarter and full year 2024 results.

“In 2024, we undertook several initiatives to navigate the market dynamics and turned challenges into opportunities to reposition the business for 2025. We now expect to reduce our cash burn by 40% or more in 2025 compared to 2024. The Company plans to continue establishing its leadership in the EV space. With our world-class products, first-class team, and best-in-the-industry retail partners, we will continue to relentlessly improve the fundamentals of the business and position ourselves for long-term success,” said Karim Donnez, CEO, LiveWire.

2024 Highlights and Financial Results
S2 continues to lead the way with:
S2 Del Mar® winning MCN’s Best Electric Bike of 2024
Production of two new models, Mulholland and Alpinista, off the S2 platform
Announced collaboration with KYMCO on an electric maxi-scooter project leveraging the S2 platform
Completed consolidation of business operations in Milwaukee, Wisconsin
Reduced consolidated selling, administrative and engineering expense by $12.6 million from the completion of the development work on the S2 platform in the prior year, and initiatives taken during the year around streamlining of headcount
Consolidated operating loss decreased by $5.6 million, or 5%, from 2023 driven by a decrease in Electric Motorcycle segment operating loss of $11.1 million offset by an increase in STACYC segment operating loss of $5.5 million

Fourth Quarter 2024 Summary of Results
Unit sales of 236, a 138% increase over third quarter 2024
Consolidated operating loss decreased by $8.5 million from 2023 driven by a decrease in consolidated selling, administrative and engineering expense
Aligned the Company’s go-to-market strategy with Europe moving to a wholesale model and entered Spain and Italy markets



livewirelogowithname.jpg
LiveWire Group, Inc. – Consolidated Results

$ in millions*4th quarterFull Year
20242023Change20242023Change
Motorcycle Units236514(54%)612660(7%)
Electric Balance Bike Units8,3508,3540%18,54932,113(42%)
Consolidated Revenue$10.8$15.1(29%)$26.6$38.0(30%)
Electric Motorcycles$3.5$8.0(56%)$8.4$11.5(27%)
STACYC$7.3$7.12%$18.3$26.5(31%)
Consolidated Operating Income (Loss)($25.2)($33.8)25%($110.4)($116.0)5%
Electric Motorcycles($24.7)($34.2)28%($105.5)($116.6)10%
STACYC($0.6)$0.4(225%)($4.9)$0.6(881%)
Net Loss($22.8)($33.1)31%($93.9)($109.6)14%
*Amounts may not add up or recalculate due to rounding

The Company’s consolidated net loss was $93.9 million for the year ended 2024 compared to $109.6 million for the year ended 2023. The decrease of $15.7 million was driven by:
a decrease in selling, administrative and engineering expense of $12.6 million resulting from the completion of development work on the S2 platform in the prior year, and initiatives taken during the year around streamlining of headcount, offset by a decrease in revenue, and
an increase in non-operating income of $14.8 million related to the decrease in fair value of the outstanding warrants as of December 31, 2024, offset by a decrease of $4.8 million in interest income as compared to prior year.

The Company’s consolidated net loss was $22.8 million for the fourth quarter 2024 as compared to $33.1 million in the same period prior year driven by the segment results noted below, an increase of $3.3 million of non-operating income related to the decrease in fair value of the outstanding warrants as of December 31, 2024, offset by a decrease of $1.5 million in interest income as compared to prior year.

LiveWire Group, Inc. is comprised of two business segments:

Electric Motorcycles – focused on the sale of electric motorcycles and related products
STACYC – focused on the sale of electric balance bikes for kids and related products

Electric Motorcycles

Electric Motorcycles revenue decreased in the fourth quarter of 2024 compared to the same quarter in the prior year due to lower unit sales and product mix. Operating loss decreased by $9.5 million driven by a $9.2 million reduction in selling, administrative and engineering expense from decreased product development expense compared to prior year and other cost reduction activities.

STACYC

STACYC volumes were flat in the fourth quarter of 2024 compared to 2023 while revenue increased by $138 thousand from increased dealer and online sales offset by decreased sales to the Company’s third party branded distributor. Selling, general and administrative expenses increased by $554 thousand primarily driven by planned product development costs and increased marketing initiatives
2

livewirelogowithname.jpg

2025 Financial Outlook

For the full year 2025, the Company expects:

Electric Motorcycle sales of 1,000 to 1,500 revenue units
LiveWire Group operating loss of $70 to $80 million

Webcast
The public is invited to attend an audio webcast from 8:00-9:00 a.m. CST. LiveWire leadership will be joining the Harley-Davidson, Inc. audio webcast to discuss our results, developments in the business, and updates to the Company’s outlook. The webcast login can be accessed at https://investor.livewire.com/news-events-1/events/default.aspx. The audio replay will be available by approximately 10:00 a.m. CST.

About LiveWire
LiveWire has a dedicated focus on the electric motorcycle sector. LiveWire’s majority shareholder is Harley-Davidson, Inc. LiveWire comes from the lineage of Harley-Davidson and is capitalizing on a decade of its learnings in the EV sector. With a dedicated focus on EV, LiveWire plans to develop the technology of the future and to invest in the capabilities needed to lead the transformation of motorcycling. www.livewire.com

Cautionary Note Regarding Forward-Looking Statements
The Company intends that certain matters discussed in this press release are “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts contained in this press release, including statements concerning possible or assumed future actions, business strategies, events or results of operations, and any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Words or phrases such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “is on track,” “may,” “might,” “objective,” “ongoing,” “plan,” “potential,” “predict,” “project,” “remain committed,” “should,” “target,” “will” and “would,” or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. The forward-looking statements in this press release are only predictions. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our business, financial condition and results of operations. These forward-looking statements speak only as of the date of this press release and are subject to a number of important factors that could cause actual results to differ materially from those in the forward-looking statements, including the risks, uncertainties and assumptions described in prior public filings titled “Risk Factors.” These forward-looking statements are subject to numerous risks, including, without limitation, the following: our history of losses and expectation to incur significant expenses and continuing losses for the foreseeable future; our limited operating history, the rollout of our business and the timing of expected business milestones, including our ability to develop and manufacture electric vehicles of sufficient quality and appeal to customers on schedule and on a large scale; our financial and business performance, including financial projections and business metrics and any underlying assumptions thereunder; our ability to obtain funding for our operations and manage costs; our future capital requirements and sources and uses of cash; changes in our strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects and plans, including our ability to effectively execute the Company’s relocation and streamlined headcount plan within expected costs and time and our ability to realize the expected savings in 2024 and on an ongoing annual basis; retail partners being unwilling to participate in our go-to-market business model or their inability to establish or maintain relationships with customers for our electric vehicles; our ability to attract and retain a large number of customers; challenges we face as a pioneer into the highly-competitive and rapidly evolving electric vehicle industry; our operational and financial risks if we fail to effectively and appropriately separate the LiveWire business from the H-D business; H-D making decisions for its overall benefit that could negatively impact our overall business; our relationship with H-D and its impact on our other business relationships; our ability to leverage contract manufacturers, including H-D and Kwang Yang Motor Co., Ltd., a Taiwanese company (“KYMCO”), to contract manufacture our
3

livewirelogowithname.jpg
electric vehicles; potential delays in the design, manufacture, financing, regulatory approval, launch and delivery of our electric vehicles; building out our supply chain, including our dependency on our existing suppliers and our ability to source suppliers, in each case many of which are single-sourced or limited-source suppliers, for our critical components such as batteries and semiconductor chips; our ability to rely on third-party and public charging networks; our ability to attract and retain key personnel; our business, expansion plans and opportunities, including our ability to scale our operations and manage our future growth effectively; the effects on our future business of competition, the pace and depth of electric vehicle adoption generally and our ability to achieve planned competitive advantages with respect to our electric vehicles and products, including with respect to reliability, safety and efficiency; our business and H-D’s business overlapping and being perceived as competitors; our inability to maintain a strong relationship with H-D or to resolve favorably any disputes that may arise between us and H-D; our dependency on H-D for a number of services, including services relating to quality and safety testing. If those service arrangements terminate, it may require significant investment for us to build our own safety and testing facilities, or we may be required to obtain such services from another third-party at increased costs; any decision by us to electrify H-D products, or the products of any other company; our expectations regarding our ability to obtain and maintain intellectual property protection and not infringe on the rights of others; potential harm caused by misappropriation of our data and compromises in cybersecurity; changes in laws, regulatory requirements, governmental incentives and fuel and energy prices; the impact of health epidemics, including the COVID-19 pandemic, on our business, the other risks we face and the actions we may take in response thereto; litigation, regulatory proceedings, complaints, product liability claims and/or adverse publicity; and the possibility that we may be adversely affected by other economic, business and/or competitive factors. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified and some of which are beyond our control, you should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur, and actual results could differ materially from those projected in the forward-looking statements. Moreover, we operate in an evolving environment. Some of these risks and uncertainties may in the future be amplified by new risk factors and uncertainties that may emerge from time to time, and it is not possible for management to predict all risk factors and uncertainties. As a result of these factors, we cannot assure you that the forward-looking statements in this press release will prove to be accurate. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances, or otherwise. You should read this earnings release completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements.

Media Contact: Jenni Coats (414) 343-7902
Financial Contact: Shawn Collins (414) 343-8002

###
4


LiveWire Group, Inc.
Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)(Unaudited)(Unaudited)
 Three months endedTwelve months ended
December 31,
2024
December 31,
2023
December 31,
2024
December 31,
2023
Revenue, net$10,761 $15,091 $26,633 $38,023 
Costs and expenses:
Cost of goods sold 16,115 20,279 39,416 43,795 
Selling, administrative and engineering expense 19,890 28,567 97,573 110,217 
Total operating costs and expenses36,005 48,846 136,989 154,012 
Operating loss(25,244)(33,755)(110,356)(115,989)
Interest income840 2,365 5,704 10,537 
Change in fair value of warrant liabilities1,639 (1,688)10,770 (4,020)
Loss before income taxes(22,765)(33,078)(93,882)(109,472)
Income tax provision17 15 43 78 
Net loss$(22,782)$(33,093)$(93,925)$(109,550)
Net loss per share, basic and diluted$(0.11)$(0.16)$(0.46)$(0.54)
Weighted-average shares, basic and diluted203,301 202,672 203,206 202,504 








5


LiveWire Group, Inc.
Consolidated Balance Sheets
(In thousands)
(Unaudited)
December 31,
2024
December 31,
2023
ASSETS
Current assets:
Cash and cash equivalents$64,437 $167,904 
Accounts receivable, net3,874 4,295 
Accounts receivable from related party399 3,402 
Inventories, net26,942 32,122 
Other current assets2,709 3,004 
Total current assets98,361 210,727 
Property, plant and equipment, net34,012 37,682 
Goodwill8,327 8,327 
Deferred tax assets
Lease assets765 1,868 
Intangible assets, net1,058 1,347 
Other long-term assets5,430 6,192 
Total assets$147,960 $266,147 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable$1,738 $3,554 
Accounts payable to related party9,762 20,371 
Accrued liabilities17,960 21,189 
Current portion of lease liabilities394 1,152 
Total current liabilities29,854 46,266 
Long-term portion of lease liabilities405 792 
Deferred tax liabilities118 93 
Warrant liabilities1,549 12,319 
Other long-term liabilities919 814 
Total liabilities32,845 60,284 
Shareholders' equity:
Preferred Stock— — 
Common Stock20 20 
Treasury Stock(3,413)(1,969)
Additional paid-in-capital344,409 339,783 
Accumulated deficit(225,913)(131,988)
Accumulated other comprehensive income12 17 
Total shareholders' equity115,115 205,863 
Total liabilities and shareholders' equity$147,960 $266,147 


6


LiveWire Group, Inc.
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
Twelve months ended
 December 31,
2024
December 31,
2023
Cash flows from operating activities:
Net loss$(93,925)$(109,550)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization10,041 5,832 
Change in fair value of warrant liabilities(10,770)4,020 
Stock compensation expense4,626 8,926 
Provision for doubtful accounts230 53 
Deferred income taxes22 74 
Inventory write-down5,750 2,719 
Cloud computing arrangements development costs(45)(1,312)
Other, net(244)(117)
Changes in current assets and liabilities:
Accounts receivable, net192 (2,023)
Accounts receivable from related party3,003 (2,877)
Inventories(569)(5,626)
Other current assets540 1,621 
Accounts payable and accrued liabilities(2,101)160 
Accounts payable to related party(10,609)14,638 
Net cash used by operating activities(93,859)(83,462)
Cash flows from investing activities:
Capital expenditures(8,068)(13,462)
Net cash used by investing activities(8,068)(13,462)
Cash flows from financing activities:
Repurchase of common stock(1,444)(1,969)
Proceeds received from exercise of warrants— 1,557 
Net cash used by financing activities(1,444)(412)
Effect of exchange rate changes on cash and cash equivalents(96)— 
Net decrease in cash and cash equivalents$(103,467)$(97,336)
Cash and cash equivalents:
Cash and cash equivalents—beginning of period$167,904 $265,240 
Net decrease in cash and cash equivalents(103,467)(97,336)
Cash and cash equivalents—end of period$64,437 $167,904 


7