While select dealers and distributors were meeting with the brass and engineering team deep in the heart of Texas, Volcon Inc. (NASDAQ: VLCN) announced pricing of an underwritten public offering. According to Aegis Capital Group who is underwriting the offering, 6,000,000 shares of common stock at a price of $0.75 per share will be made available. Volcon has also granted Aegis a 45-day option to purchase up to an additional 900,000 shares of common stock and/or pre-funded warrants at the Offering price.
Gross proceeds of the Offering will be approximately $4.5 million, assuming no exercise of the over-allotment option. Volcon says it intends to use the net proceeds for general corporate purposes, including working capital, operating expenses and capital expenditures. The offering is expected to close on today, subject to customary conditions.
This is not the first IPO rodeo for Volcon co-founders Chrstian Okonsky and Adrian James, head of Sprout Equity Ventures (Sprout is an Austin-based global investment firm). Volcon CTO Okonsky founded AYRO, Inc. in May 2016, and served as its chairman of the board from inception through listing on NASDAQ in May 2020.
Aegis Capital Corp. is acting as the sole book-running manager for the Offering. As previously announced, the Company signed a securities purchase and exchange agreement (the “Agreement”) on May 19, 2023 to (1) issue an investor approximately $4.9 million original principal amount of nine (9) month convertible senior notes (the “New Notes”) and accompanying warrants (the “New Warrants”) to purchase approximately 5.5 million shares of common stock at an exercise price of $1.09 per share expiring August 2027 (such transaction, the “Placement”); (2) exchange senior convertible notes in principal amount of $27.2 million due February 24, 2024 for two senior convertible notes due February 24, 2024 with initial conversion prices of $1.09 and $0.75 (the “Exchange Notes”); and (3) exchange common stock purchase warrants to purchase 9,057,971 shares of common stock at an exercise price of $2.85 per share for warrants to purchase 17,057,971 shares of common stock with an initial exercise price of $1.09 per share (the “Exchange Warrants”). The conversion price of the New Notes and Exchange Notes and exercise price of the New Warrants and Exchange Warrants will be adjusted to the $0.75 subject to shareholder approval. Aegis Capital Corp. is acting as the exclusive placement agent for the Placement.