Exhibit 99.1
Workhorse Group Inc.
Unaudited Pro Forma Condensed Combined Financial Information


The following unaudited pro forma condensed combined financial information is based on the historical consolidated financial statements for Workhorse Group Inc. ("Workhorse" or the "Company") adjusted to give effect to the disposition of certain assets of Surefly, Inc. ("Surefly"). On November 27, 2019, the Company completed the sale of the Surefly assets for a sales price of $4.0 million. The accompanying unaudited pro forma condensed combined balance sheet presents the accounts of Workhorse as if the disposition occurred September 30, 2019. The accompanying unaudited pro forma condensed combined statements of operations present the accounts of Workhorse for the nine months ended September 30, 2019 and the year ended December 31, 2018, as if the disposition had occurred on January 1, 2018.

The adjustments reflect the removal of the assets and liabilities and operations of the Surefly business as if the transaction occurred as indicated above.

The unaudited condensed combined pro forma financial information is presented for informational purposes only and is subject to a number of uncertainties and assumptions and do not purport to represent what Workhorse's actual performance or financial position would have been had the transaction occurred on the dates indicated and does not purport to indicate the financial position or results of operations as of any future date or for any future period.









































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Workhorse Group Inc.
Unaudited Pro Forma Condensed Combined Balance Sheet
As of September 30, 2019

HistoricalAdjustmentsNotesPro Forma
Assets
Current assets:
Cash and cash equivalents$9,261,151  $3,650,000  (a)$12,911,151  
Restricted cash900,000  —  900,000  
Lease receivable42,860  —  42,860  
Inventory, net2,388,988  —  2,388,988  
Prepaid expenses and deposits6,355,690  —  6,355,690  
Total current assets18,948,689  3,650,000  22,598,689  
Property, plant and equipment, net of accumulated depreciation8,923,635  —  8,923,635  
Lease receivable169,638  —  169,638  
Total Assets$28,041,962  $3,650,000  $31,691,962  
Liabilities and Stockholders' Equity (Deficit)
Current liabilities:
Accounts payable$995,510  $—  $995,510  
Accrued liabilities3,996,365  —  3,996,365  
Warranty liability6,506,971  —  6,506,971  
Warrant liability19,901,139  —  19,901,139  
Customer deposits334,000  —  334,000  
Duke financing obligation1,340,700  —  1,340,700  
Current portion of long-term debt6,354,140  —  6,354,140  
Total current liabilities39,428,825  —  39,428,825  
Long-term debt8,205,270  —  8,205,270  
Mandatory redeemable series B preferred stock18,772,628  —  18,772,628  
Stockholders' equity (deficit):
Series A preferred stock—  —  —  
Common stock66,190  —  66,190  
Additional paid-in capital141,030,711  —  141,030,711  
Accumulated deficit(179,461,662) 3,650,000  (b)(175,811,662) 
Total stockholders' equity (deficit)(38,364,761) 3,650,000  (34,714,761) 
Total Liabilities and Stockholders' Equity (Deficit)$28,041,962  $3,650,000  $31,691,962  




See accompanying Notes to Unaudited Pro Forma Condensed Combined Financial Information.




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Workhorse Group Inc.
Unaudited Pro Forma Condensed Combined Statement of Operations
For the Nine Months Ended September 30, 2019

HistoricalAdjustmentsNotesPro Forma
Net sales$373,948  $—  $373,948  
Cost of sales3,751,674—  3,751,674
Gross loss(3,377,726)—  (3,377,726)
Operating expenses
Selling, general and administrative6,638,350(269,940)(c)6,368,410
Research and development4,219,456(1,072,603)(d)3,146,853
Total operating expenses10,857,806(1,342,543)9,515,263
Loss from operations(14,235,532)(1,342,543)(12,892,989)
Interest expense, net23,582,427—  23,582,427
Net loss$(37,817,959) $(1,342,543) $(36,475,416) 
Net loss attributable to common stockholders per share - basic and diluted$(0.60) $(0.57) 
Weighted average number of common shares outstanding63,566,29563,566,295














See accompanying Notes to Unaudited Pro Forma Condensed Combined Financial Information.













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Workhorse Group Inc.
Unaudited Pro Forma Condensed Combined Statement of Operations
For the Year Ended December 31, 2018

HistoricalAdjustmentsNotesPro Forma
Net sales$763,173  $—  $763,173  
Cost of sales15,953,565—  15,953,565
Gross loss(15,190,392)—  (15,190,392)
Operating expenses
Selling, general and administrative11,485,482(708,280)(c)10,777,202
Research and development7,391,693(1,807,704)(d)5,583,989
Total operating expenses18,877,175(2,515,984)16,361,191
Loss from operations(34,067,567)(2,515,984)(31,551,583)
Interest expense, net2,434,749—  2,434,749
Net loss$(36,502,316) $(2,515,984) $(33,986,332) 
Net loss attributable to common stockholders per share - basic and diluted$(0.74) $(0.67) 
Weighted average number of common shares outstanding50,377,90950,377,909
















See accompanying Notes to Unaudited Pro Forma Condensed Combined Financial Information.
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Workhorse Group Inc.
Notes to Unaudited Pro Forma Condensed Combined Financial Information


Note 1 - Basis of Presentation

The unaudited pro forma condensed combined financial information is based on Workhorse's historical consolidated financial statements adjusted to give effect to the disposition of certain assets of Surefly, Inc. On November 27, 2019, the Company completed the sale of the Surefly assets for a sales price of $4.0 million. The accompanying unaudited pro forma condensed combined balance sheet presents the accounts of Workhorse Group Inc. ("Workhorse") as if the disposition occurred September 30, 2019. The accompanying unaudited pro forma condensed combined statements of operations give effect to the accounts of Workhorse for the nine months ended September 30, 2019 and the year ended December 31, 2018, as if the disposition had occurred on January 1, 2018.

Note 2 - Pro Forma Adjustments

The following pro forma adjustments have been reflected in the unaudited condensed combined financial information:

Adjustments to the pro forma condensed combined balance sheet

(a)Reflects the receipt of cash consideration at the closing of the transaction, net of closing costs of $350,000.
(b)Reflects the estimated gain of $3,650,000 million arising from the sale of Surefly. This estimated gain has not been reflected in the pro forma condensed consolidated statement of operations as it is considered to be nonrecurring in nature.

Adjustments to the pro forma condensed combined statements of operations

(c)Reflects the elimination of selling, general and administrative expenses of Surefly.
(d)Reflects the elimination of research and development expenses of Surefly.
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