News and stories from the world of Powersports business.
Volcon, Inc. Launches Proposed Public Equity Offering
Volcon Inc. (NASDAQ: VLCN), (“Volcon” or the “Company”), the first all-electric, off-road powersports company, today announced that it intends to offer its securities in a firm commitment underwritten public offering (the “Offering”). The Company intends to use the net proceeds from the Offering for general corporate purposes, including working capital, operating expenses and capital expenditures. The offering is expected to close on May 24, 2023, subject to customary conditions.
Aegis Capital Corp. is acting as the sole book-running manager for the Offering.
The Company signed a securities purchase and exchange agreement (the “Agreement”) on May 19, 2023 to (1) issue an investor approximately $5 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 the Offering price (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 Placement has been priced at the market under Nasdaq rules, and 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 issuance price of the Offering subject to shareholder approval.
The New Notes are the senior unsecured obligations of the Company, bear no interest and have an original issue discount of 8.8%. The Placement is expected to close on May 24, 2023, subject to customary closing conditions. Closing of the Placement is contingent on closing of the Offering.
Aegis Capital Corp. is acting as the exclusive placement agent for the Placement.
The Offering is being made pursuant to an effective shelf registration statement on Form S-3 (No. 333-269644) previously filed with the SEC and declared effective by the SEC on March 21, 2023. A preliminary prospectus supplement and accompanying prospectus describing the terms of the proposed offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov. Electronic copies of the preliminary prospectus supplement and the accompanying prospectus may be obtained, when available, by contacting Aegis Capital Corp., Attention: Syndicate Department, 1345 Avenue of the Americas, 27th floor, New York, NY 10105, by email at [email protected], or by telephone at (212) 813-1010.
The securities described above in the Placement are being sold in a private placement and have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (the “SEC”) or an applicable exemption from such registration requirements. The securities in the Placement were offered only to accredited investors. Pursuant to a registration rights agreement with the investors, the Company has agreed to file one or more registration statements with the SEC covering the resale of the common stock issuable upon conversion of the New Notes and exercise of the Warrants.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Volcon
Volcon Inc. is the first all-electric powersports company producing high-quality off-road vehicles. Based in Round Rock, Texas, Volcon joins many major electric vehicle manufacturers near Austin, Texas, an area that is poised to become the electric vehicle capital of the world.
Volcon was founded with the mission to enhance the outdoor experience while reducing the industry’s environmental footprint so that adventurers and workers alike can enjoy the outdoors and preserve it for generations to come. Volcon produces all-electric, off-road vehicles designed to elevate the adventure experience and help people get things done at work and on the home front.
Volcon’s first product, the innovative Grunt, combines a fat tire physique with high-torque electric power and a near-silent drive train which started shipping in September of 2021. Future models may include the Runt, which is a youth-sized version of the groundbreaking Grunt, and an eBike, the Brat. The Stag and Project X are expected to be Volcon’s venture into the rapidly expanding world of UTVs and are expected in future years as the company continues to expand.
Volcon Contacts
For Media: [email protected]
For Dealers: [email protected]
For Investors: [email protected]
For Marketing: [email protected]
For more information on Volcon or to learn more about its complete motorcycle and side-by-side line-up, visit: www.volcon.com
Forward-Looking Statements
Some of the statements in this release are forward-looking statements, which involve risks and uncertainties. Forward-looking statements in this press release include, without limitation, statements about the anticipated completion, timing and size of the Offering and Placement and the anticipated use of net proceeds therefrom. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable as of the date made, expectations may prove to have been materially different from the results expressed or implied by such forward-looking statements. The Company has attempted to identify forward-looking statements by terminology including “believes,” “estimates,” “anticipates,” “expects,” “plans,” “projects,” “intends,” “potential,” “may,” “could,” “might,” “will,” “should,” “approximately” or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties, and other factors. Any forward-looking statements contained in this release speak only as of its date. The Company undertakes no obligation to update any forward-looking statements contained in this release to reflect events or circumstances occurring after its date or to reflect the occurrence of unanticipated events. More detailed information about the risks and uncertainties affecting the Company is contained under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q filed with the SEC, which are available on the SEC’s website, www.sec.gov.
Parts Unlimited, Drag Specialties welcome Central region reps
Parts Unlimited has announced the hire of Ben Johnson as a sales rep. for the Central region. Johnson will cover North Dakota, South Dakota and Minnesota.
His industry experience includes parts managing at the dealer level. He grew up on dirt bikes and has been riding motorcycles for over 20 years. He also helps plan and run a few motorcycle rides in the Fargo area and in his spare time, Johnson enjoys knitting and sewing.
Drag Specialties has welcomed Rudy Muller to its sales team roster. Muller will cover the Colorado area.
He has several years of mechanic and sales rep experience at the dealer and vendor levels. He also has a racing history of Motocross and Super Hooligan.
In his free time, Rudy enjoys all things motorized in Colorado, from cruising the hills on his Harley to snowmobiling in the mountains to single track dirt biking.
CHALLENGE ACCEPTED! THE 2024 KTM EXC RANGE IS HERE TO REDEFINE LIMITS
Sporting 95% new components, the 2024 KTM EXC range is moving the goalposts further than ever before. Featuring an all-new frame, revolutionary closed-cartridge suspension, refined bodywork, LED headlight, and industry-defining technology, the latest generation of KTM Enduro machines are ready to accept any challenge.
With over three decades of racing experience and more than 126 World Enduro titles in the trophy cabinet, KTM has remained the weapon of choice when it comes to taking on the world’s toughest races. For the 2024 model year, the KTM EXC nameplate continues to raise the bar in the areas of performance, development, and innovation with its most radical transformation to date.
An all-new hydro-formed, laser-cut, and robot-welded frame forms the backbone of the 2024 KTM Enduro range. This brings new longitudinal and torsional flex parameters for unmatched rider feedback, energy absorption, and straight-line stability to the riding experience but also provides the foundation on which the 2024 model range is built.
Upfront, the KTM EXC and EXC-F range now boast an all-new 48 mm WP XACT Closed Cartridge spring fork, featuring a new mid-valve piston concept that optimizes oil flow within the cartridge.
The KTM Enduro models continue to feature the proven PDS shock system, which for 2024 is updated and optimized to work fluidly with the new frame concept. This is mated to a new WP XPLOR PDS rear shock.
As an industry first, the suspension at both ends remains fully adjustable for compression and damping by way of hand clickers, without the need for any tools, and easy set preload adjustability on the rear.
An all-new lightweight 2-piece subframe, constructed from a combination of polyamide and reinforced aluminum. It delivers outstanding handling and rider feedback, as well as remarkable robustness. All electronic components, including an all-new Offroad Control Unit, are fully integrated into the subframe for easy access and improved protection.
More notably, the 2024 KTM EXC range benefits from new bodywork all around. This has been developed with input from the Red Bull KTM Factory Riders to deliver an improved rider triangle for better knee contact, especially standing on the pegs.
A new front fender design now also features mud-repelling fins for expelling dirt and mud from hitting the rider or radiators, while a new 8.3 liter – 4-stroke – and 8.9 liter – 2-stroke – transparent, polythene (XPE) fuel tanks for easy fuel level monitoring complete the bodywork package.
Monitoring the electronics comes courtesy of a totally independent OCU under the seat, which replaces the use of electronic fuses and relays. In the event of any electrical component failure, the outputs are deactivated individually, with the error status of each unit indicated by a red or green LED light. This makes for quick and easy troubleshooting on the trail.
In terms of engines, the 2-stroke model range once again takes its place as the leader of the oil-burner paddock, debuting new electronic Throttle Body Injection technology. Dubbed TBI for short, it provides almost carburetor levels of ultra-smooth power delivery, while eliminating the need for re-jetting at different altitudes.
The reed valve case has also received an important design update, with new plastic flaps on the outside of the reed valve case for improved sealing of the intake tract. This new design avoids fuel excess in extreme up- or downhill sections which could lead to the fueling running rich.
A beneficial side effect of the new electronic fuel injection and the ECU is implementing the new electronic exhaust control, allowing for two different engine maps, selectable via an optional Map Select switch.
The 2024 KTM EXC 2-stroke range will once again consist of the following model line-up:
● KTM 150 EXC
● KTM 250 EXC
● KTM 300 EXC
The 4-stroke model range provides the most concise offering of models. All models in the 4-stroke range benefit from class-winning engines, engineered to deliver massive torque down low with an explosive power delivery at higher RPMs.
An improved center of gravity was achieved by tilting the engine 2° backward and repositioning the front sprocket 3 mm lower, for greatly improved handling and maneuverability. Together with the benefits of mass centralization and reduced weight, the anti-squat behavior of the chassis was significantly improved making for improved traction on extreme inclines and powering out of corners in special enduro stages.
The 2024 KTM EXC-F also debuts the optional addition of Traction Control and for the first time ever on an enduro machine – a Quickshifter function. The latter makes for clutchless upshifts from 2nd to 6th gear, allowing riders to keep the throttle pinned open while changing through the gears for improved control. These can be toggled on or off via an optional and newly designed Map Select Switch.
The 2024 KTM EXC-F 4-stroke range consists of the following models:
● KTM 250 EXC-F
● KTM 350 EXC-F
● KTM 450 EXC-F
● KTM 500 EXC-F
The 2024 KTM EXC range is the culmination of many years at the top end of Enduro competition, bringing together a dynamic combination of race-bred performance, ergonomics, and technology to challenge any terrain and redefine the limit.
As always, and thanks to KTM’s global networks of dealers, the availability of support and parts needed to compete at the highest level is easily accessible, with the added availability of dedicated KTM PowerWear and KTM PowerParts which have been designed to allow for the highest levels of performance, protection, and mobility for all offroad riders and racers.
The all-new 2024 KTM EXC and EXC-F range will be available at authorized KTM dealers from June onwards. For more information, visit ktm.com
Landmaster Hires New VP of Sales and Marketing
The American-made UTV manufacturer, Landmaster, announces the hire of Dustin Noble as their new Vice President of Sales and Marketing.
With a strong Powersports background, Dustin previously worked as a Manager of Dealer Development and Director of Sales. At Landmaster, he will be a great asset in achieving organization and structure within Sales.
Dustin grew up in Spring Lake Park, Minnesota, playing hockey and racing motocross. Dustin and his wife Meghan have been married for 15 years. They have four children, Brantley, Charley, Presley, and Grayson.
Dustin says, “I am very excited to be a part of this small, intimate company that focuses on the details and values the customers. After many years at big companies, I look forward to bringing those experiences and techniques to Landmaster.”
The Landmaster family looks forward to the significant contributions of Dustin and his extensive knowledge and efforts in the industry.
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