WORKHORSE GROUP INC. (NASDAQ:WKHS) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On Septmeber 14, 2017, Workhorse Group Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Cowen and Company, LLC, as representative of the several underwriters named therein (the “Underwriters”), relating to the public offering and sale (the “Offering”) of 3,749,996 shares of the Company’s common stock, and five year warrants (exercisable beginning on the date of issuance) to purchase up to an aggregate of 2,812,497 shares of the Company’s common stock.Each investor will receive a warrant to purchase .75 shares of the Company’s common stock at an exercise price of $3.80 per share, for each share of common stock purchased.
to the Underwriting Agreement, the Underwriters have agreed to purchase, subject to customary closing conditions, 3,749,996 shares of the Company’s common stock and accompanying warrants at a price per share of $3.20.The net proceeds to the Company are expected to be approximately $11.2 million after deducting underwriting discounts and commissions and estimated offering expenses.The sale of such shares and accompanying warrants is expected to close on September 18, 2017.
The Offering is being made to the Company’s effective shelf registration statement on Form S-3 (Registration No. 333-213100), including the prospectus dated December 23, 2016 contained therein, as the same has been supplemented.
The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriters, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions.The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement and may be subject to limitations agreed upon by the contracting parties.
A copy of the Underwriting Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference.A copy of the Form of Warrant is attached hereto as Exhibit4.1 and incorporated herein by reference.The foregoing description of the terms of the Underwriting Agreement and the warrants is qualified in its entirety by reference to such exhibits.A copy of the opinion of Fleming PLLC relating to the legality of the issuance and sale of the shares and accompanying warrants in this Offering is attached as Exhibit 5.1 hereto.
Item 1.01. Other Events.
In a press release issued on September 14, 2017, the Company announced the pricing of the Offering at a price to the public of $3.20 per share.A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 1.01. Financial Statements and Exhibits
(d) Exhibits
Workhorse Group Inc. ExhibitEX-1.1 2 f8k091417ex1-1_workhorse.htm UNDERWRITING AGREEMENT BETWEEN THE COMPANY AND COWEN AND COMPANY LLC AS REPRESENTATIVES OF THE UNDERWRITERS NAMED THEREIN,…To view the full exhibit click here
About WORKHORSE GROUP INC. (NASDAQ:WKHS)
Workhorse Group, Inc., formerly AMP Holding Inc., is a development-stage company. The Company designs, develops, manufactures and sells medium-duty trucks with powertrain components under the Workhorse chassis brand. The Company’s products include trucks comprising powertrain and chassis. Its powertrain products include E-GEN and E-100. Its chassis products include W88, W22, W42 and W62. E-GEN is an electric drive, transmission-free system, which has a gasoline/propane or compressed natural gas (CNG) engine that functions as an auxiliary generator. E-100, an all-electric, medium-duty truck, is an electric power-train. It focuses on offering W88 chassis with gross vehicle weight (GVW) ratings of 10,000 to 26,000 pounds. The W22 chassis is designed to meet the needs of the recreational vehicle market for weight ratings till over 26,000 GVW. The W42 chassis is designed for the 12,000 to 14,500 GVW vehicle market. The W62 chassis is designed for the 19,500 to 23,500 GVW vehicle market.