Volcon, Inc. (NASDAQ:VLCN), (“Volcon” or the “Company”), the first all-electric, off-road powersports company, announced today the pricing of a firm commitment underwritten public offering with gross proceeds to the Company expected to be approximately $18.0 million, before deducting underwriting discounts and other estimated expenses payable by the Company. The offering consists of 42,857,142 Common Units or Pre-funded Units, each consisting of one share of common stock or one pre-funded warrant (“Pre-Funded Warrant”) to purchase one share of common stock, 0.35 of a warrant to purchase one share of common stock at an exercise price of $0.55 per share (or 130% of the price of each Common Unit sold in the offering) or pursuant to an alternative cashless exercise option, which warrant will expire on the five-year anniversary of the original issuance date (the “Series A Warrants”) and 0.35 of a warrant to purchase one share of common stock at an exercise price of $0.84 per share (or 200% of the price of each Common Unit sold in the offering), which warrant will expire on the five-year anniversary of the original issuance date (the “Series B Warrants” and together with the Serie s A Warrants, the “Warrants”). The purchase price of each Common Unit is $0.42, and each Pre-Funded Unit is $0.41999 (which is equal to the public offering price per Common Unit to be sold in the offering minus $0.00001). The Pre-Funded Warrants will be immediately exercisable and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full. For each Pre-Funded Unit sold in the offering, the number of Common Units in the offering will be decreased on a one-for-one basis. The Company intends to use the net proceeds from this offering for general corporate purposes. The offering is subject to customary closing conditions, and there can be no assurance as to whether or when the offering may be completed.
In addition, the Company has granted Aegis Capital Corp. a 45-day option to purchase additional shares of Common Stock and/or Pre-Funded Warrants, representing up to 15% of the number of Common Stock and/or Pre-Funded Warrants sold in the offering, and additional Warrants representing up to 15% of the Warrants sold in the offering solely to cover over-allotments, if any.
