Volcon Secures Up to $10M in Preferred Stock Sale

TL;DR

Volcon just sold up to $10M in preferred stock to an accredited investor. Could be good for cash.

AI Summary

On October 15, 2024, Volcon, Inc. entered into a Material Definitive Agreement, specifically a Securities Purchase Agreement, with an accredited investor. This agreement allows for the sale of up to $10 million of its Series B Convertible Preferred Stock. The company also reported on unregistered sales of equity securities.

Why It Matters

This financing could provide Volcon with crucial capital to fund its operations and growth initiatives, potentially impacting its ability to develop and market its electric vehicles.

Risk Assessment

Risk Level: medium — The company is raising capital through preferred stock, which can be dilutive to existing shareholders and may indicate a need for funding.

Key Numbers

• $10.0M — Potential Capital Raise (Maximum amount Volcon, Inc. can raise from the sale of Series B Convertible Preferred Stock.)

Key Players & Entities

• Volcon, Inc. (company) — Registrant
• October 15, 2024 (date) — Date of earliest event reported
• $10 million (dollar_amount) — Maximum amount of Series B Convertible Preferred Stock to be sold
• Series B Convertible Preferred Stock (security) — Type of security being sold

FAQ

Key Financial Figures

• $0.00001 — h registered Common Stock , par value $0.00001 per share VLCN NASDAQ Indicate by

Filing Documents

• volcon_8k.htm (8-K) — 32KB
• volcon_ex0401.htm (EX-4.1) — 103KB
• volcon_ex1001.htm (EX-10.1) — 55KB
• 0001683168-24-007164.txt ( ) — 399KB
• vlcn-20241015.xsd (EX-101.SCH) — 3KB
• vlcn-20241015_lab.xml (EX-101.LAB) — 33KB
• vlcn-20241015_pre.xml (EX-101.PRE) — 24KB
• volcon_8k_htm.xml (XML) — 4KB

01

Item 1.01 Entry into a Material Definitive Agreement. On October 15, 2024, Volcon, Inc. (the "Company") entered into a Securities Exchange Agreement (the "Exchange Agreement") with an institutional shareholder (the "Shareholder") pursuant to which the Shareholder agreed to exchange 774,569 shares of the Company's common stock (the "Shares") for pre-funded warrants (the "Pre-Funded Warrants") to purchase 774,569 shares of the Company's common stock. The issuance of the Pre-Funded Warrants in exchange for the Shares was made in reliance on the exemption provided by Section 3(a)(9) of the Securities Act of 1933, as amended. 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 Company 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 Company common stock beneficially owned by such holder and its affiliates exceeding 9.99% of the total number of shares of Company common stock outstanding immediately after giving effect to the exercise. The form of Exchange Agreement and form of Pre-Funded Warrant have been attached as exhibits to this Current Report on Form 8-K to provide security holders with information regarding their terms. Except for their status as contractual documents that establish and govern the legal relations between the parties with respect to the transaction described above, the documents are not intended to be a source of factual, business or operational infor

02 Unregistered Sale of Equity Securities

Item 3.02 Unregistered Sale of Equity Securities. The description of the transactions contemplated by the Exchange Agreement and the description of the Pre-Funded Warrants described in Item 1.01 is incorporated herein.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Exhibit Description 4.1 Form of Pre-Funded Warrant 10.1 Form of Exchange Agreement by and between the Company and the shareholder party thereto. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2

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: October 16, 2024 /s/ Greg Endo Greg Endo Chief Financial Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR