Volcon, Inc. Files 8-K: Material Definitive Agreement
Ticker: EMPD · Form: 8-K · Filed: Jul 12, 2024 · CIK: 1829794
| Field | Detail |
|---|---|
| Company | Volcon, INC. (EMPD) |
| Form Type | 8-K |
| Filed Date | Jul 12, 2024 |
| Risk Level | medium |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.00001, $3.65, $12.0 m |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-definitive-agreement, filing, financials
TL;DR
Volcon signed a big deal, filed financials. Big news incoming.
AI Summary
On July 11, 2024, Volcon, Inc. entered into a Material Definitive Agreement, the specifics of which are detailed in the filing. The company also reported other events and filed financial statements and exhibits. The filing was made on July 12, 2024.
Why It Matters
This 8-K filing indicates a significant new agreement for Volcon, Inc., which could impact its business operations, financial performance, and strategic direction.
Risk Assessment
Risk Level: medium — Material Definitive Agreements can introduce significant new risks or opportunities, requiring careful evaluation of the terms and potential impact.
Key Players & Entities
- Volcon, Inc. (company) — Registrant
- July 11, 2024 (date) — Date of earliest event reported
- July 12, 2024 (date) — Filing date
- Delaware (jurisdiction) — State of Incorporation
- 3121 Eagles Nest Street, Suite 120 (address) — Principal executive offices
- Round Rock, TX 78665 (address) — Principal executive offices
FAQ
What is the nature of the Material Definitive Agreement entered into by Volcon, Inc. on July 11, 2024?
The filing states that Volcon, Inc. entered into a Material Definitive Agreement on July 11, 2024, but the specific details of this agreement are not provided in the summary text of the 8-K.
When was this 8-K filing submitted to the SEC?
This 8-K filing was submitted to the SEC on July 12, 2024.
What is Volcon, Inc.'s principal executive office address?
Volcon, Inc.'s principal executive office is located at 3121 Eagles Nest Street, Suite 120, Round Rock, TX 78665.
Under which state is Volcon, Inc. incorporated?
Volcon, Inc. is incorporated under the laws of Delaware.
What is the SIC code for Volcon, Inc.?
The Standard Industrial Classification (SIC) code for Volcon, Inc. is 3711, which corresponds to MOTOR VEHICLES & PASSENGER CAR BODIES.
Filing Stats: 1,327 words · 5 min read · ~4 pages · Grade level 11.9 · Accepted 2024-07-12 07:55:35
Key Financial Figures
- $0.00001 — h registered Common Stock , par value $0.00001 per share VLCN NASDAQ Indicate by
- $3.65 — (the "Offering") at a purchase price of $3.65 per share (or pre-funded warrant in lie
- $12.0 m — fering are expected to be approximately $12.0 million, before deducting the placement a
Filing Documents
- volcon_8k.htm (8-K) — 37KB
- volcon_ex0401.htm (EX-4.1) — 106KB
- volcon_ex0501.htm (EX-5.1) — 17KB
- volcon_ex1001.htm (EX-10.1) — 239KB
- volcon_ex1002.htm (EX-10.2) — 74KB
- volcon_ex9901.htm (EX-99.1) — 11KB
- image_001.jpg (GRAPHIC) — 5KB
- image_002.jpg (GRAPHIC) — 2KB
- image_003.jpg (GRAPHIC) — 3KB
- 0001683168-24-004776.txt ( ) — 777KB
- vlcn-20240711.xsd (EX-101.SCH) — 3KB
- vlcn-20240711_lab.xml (EX-101.LAB) — 33KB
- vlcn-20240711_pre.xml (EX-101.PRE) — 22KB
- volcon_8k_htm.xml (XML) — 4KB
01
Item 1.01. Entry into a Material Definitive Agreement. On July 11, 2024, Volcon, Inc. (the "Company") entered into Securities Purchase Agreements (the "Purchase Agreements") with institutional investors (collectively, the "Investors") for the sale by the Company of 820,836 shares (the "Shares") of the Company's common stock, par value $0.00001 per share, and pre-funded warrants to purchase 2,466,836 shares of common stock in lieu thereof (the "Pre-Funded Warrants") in a registered direct offering (the "Offering") at a purchase price of $3.65 per share (or pre-funded warrant in lieu thereof). The closing of the Offering is expected to occur on July 12, 2024 (the "Closing Date"). limitations, each Pre-Funded Warrant is exercisable into one share of common stock at a price per share of $0.00001 (as adjusted from time to time in accordance with the terms thereof). In lieu of making the cash payment otherwise contemplated to be made upon exercise of the Pre-Funded Warrant, the holder may elect instead to receive upon such exercise (either in whole or in part) the net number of shares of common stock determined according to a cashless exercise formula set forth in the Pre-Funded Warrant. The holder of a Pre-Funded Warrant is prohibited from exercising of such warrants to the extent that such exercise would result in the number of shares of common stock beneficially owned by such holder and its affiliates exceeding 4.99% or 9.99% (at the election of the Investor) of the total number of shares of common stock outstanding immediately after giving effect to the exercise. The gross proceeds to the Company from the offering are expected to be approximately $12.0 million, before deducting the placement agent fees and other estimated offering expenses payable by the Company. The Company intends to use the net proceeds from the Offering to repay outstanding notes payable and for working capital and general corporate purposes. Under the terms of t
01
Item 8.01. Other Events On July 11, 2024, the Company issued a press release regarding the transactions described above under Item 1.01 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Financial Statements and Exhibits
Financial Statements and Exhibits (d) Exhibits Exhibit No. Exhibit Description 4.1 Form of Pre-Funded Warrant 5.1 ArentFox Schiff LLP Legal Opinion 10.1 Form of Securities Purchase Agreement 10.2 Placement Agent Agreement between Volcon, Inc. and Aegis Capital Corp. 99.1 Press release dated July 11, 2024 104 Cover page Interactive Data File (embedded within the Inline XBRL document) 3
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Volcon, Inc. (Registrant) Date: July 12, 2024 /s/ Greg Endo Greg Endo Chief Financial Officer 4