--- schema_version: "secwatch.filing_event.v1" accession: "0001683168-23-006778" form_type: "8-K" ticker: "EMPD" cik: "0001829794" company_name: "Empery Digital Inc." filed_at: "2023-09-27T23:59:59+00:00" generated_at: "2026-06-10T08:15:55.441197+00:00" event_type: "debt" sentiment: "neutral" materiality_score: 0.75 calibrated_materiality_score: 0.75 confidence: "high" source: SEC EDGAR --- # Volcon amends convertible notes: maturity extended, cash covenant eased, all assets pledged as collateral ## Summary - Maturity of senior convertible notes extended from Feb 24, 2024 to Jan 31, 2025. - Minimum cash covenant reduced to $5M (from $10M); compliance date moved to June 30, 2024. - Volcon required to sell at least 250 Stag offroad vehicles by Dec 31, 2023, as GAAP revenue. - Company granted security interest in all assets; subsidiaries Volcon ePowersports (DE & CO) guaranteed. - Issuance of up to 2M vendor warrants permitted without dilutive adjustment to conversion/exercise price. ## SEC filing metadata - accession: 0001683168-23-006778 - form_type: 8-K - ticker: EMPD - cik: 0001829794 - company_name: Empery Digital Inc. - filed_at: 2023-09-27T23:59:59+00:00 - event_type: debt - sentiment: neutral - materiality_score: 0.75 - calibrated_materiality_score: 0.75 - confidence: high - sec_items: 1.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1829794/000168316823006778/0001683168-23-006778-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1829794/000168316823006778/volcon_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001683168-23-006778 - JSON: https://secwatch.observer/filing/0001683168-23-006778.json - Plain text: https://secwatch.observer/filing/0001683168-23-006778.txt ## Key facts - Material Agreements Empery Digital Inc. entered into Guaranty Agreement with Volcon Subsidiaries; Empery Tax Efficient, LP (as collateral agent) valued at Volcon Subsidiaries guaranteed payment of Notes (effective 2023-09-22). - Action: entry - Agreement: credit facility - Counterparty: Volcon Subsidiaries; Empery Tax Efficient, LP (as collateral agent) - Value: Volcon Subsidiaries guaranteed payment of Notes - Effective: 2023-09-22 source text: On September 22, 2023, the Volcon Subsidiaries entered into a guaranty agreement (the “Guaranty Agreement”) with in favor of Empery Tax Efficient, LP, in its capacity as collateral agent with respect to the Notes evidence_url: https://www.sec.gov/Archives/edgar/data/1829794/000168316823006778/0001683168-23-006778-index.htm - Material Agreements Empery Digital Inc. entered into Security Agreement with Empery Tax Efficient, LP (as collateral agent) valued at Company granted security interest in all assets as collateral for Notes (effective 2023-09-22). - Action: entry - Counterparty: Empery Tax Efficient, LP (as collateral agent) - Value: Company granted security interest in all assets as collateral for Notes - Effective: 2023-09-22 source text: On September 22, 2023, the Company, Volcon ePowersports, LLC, a Delaware limited liability company, a wholly owned subsidiary of the Company (“Volcon Delaware”), and Volcon ePowersports, LLC, a Colorado limited liability company, a wholly owned subsidiary of the Company (“Volcon Colorado” and with Volcon Delaware, the “Volcon Subsidiaries”), entered into a security agreement (the “Security Agreement”) in favor of Empery Tax Efficient, LP, in its capacity as collateral agent with respect to the Notes evidence_url: https://www.sec.gov/Archives/edgar/data/1829794/000168316823006778/0001683168-23-006778-index.htm - Material Agreements Empery Digital Inc. entered into Note Amendment with Empery Asset Master, LTD; Empery Tax Efficient, LP; Empery Debt Opportunity Fund, LP valued at Amendment of senior convertible notes; extension of maturity to January 31, 2025; reduction of cash (effective 2023-09-14). - Action: entry - Agreement: credit facility - Counterparty: Empery Asset Master, LTD; Empery Tax Efficient, LP; Empery Debt Opportunity Fund, LP - Value: Amendment of senior convertible notes; extension of maturity to January 31, 2025; reduction of cash - Effective: 2023-09-14 source text: On September 14, 2023, Volcon, Inc. (the “Company”), entered into a note amendment (the “Note Amendment”) with Empery Asset Master, LTD, Empery Tax Efficient, LP and Empery Debt Opportunity Fund, LP (collectively, the “Investors”) pursuant to which the Investors agreed to take the following actions with respect to the amended and restated senior convertible Series A and Series B notes dated as of May 24, 2023 and the new senior convertible notes as of May 24, 2023 (collectively, the “Notes”) previously issued to the Investors : (i) to extend the maturity date from February 24, 2024 to January 31, 2025; (ii) the Notes required us to have unrestricted and unencumbered cash on deposit of $10,000,000 on December 31, 2023. The Note Amendment reduced the cash requirement to $5,000,000 and extended the requirement date to June 30, 2024 evidence_url: https://www.sec.gov/Archives/edgar/data/1829794/000168316823006778/0001683168-23-006778-index.htm - Material Agreements Empery Digital Inc. entered into Vendor Warrants Agreement with Empery Asset Master, LTD; Empery Tax Efficient, LP; Empery Debt Opportunity Fund, LP valued at Company authorized to grant vendor warrants to purchase up to 2 million shares; no Dilutive Issuance (effective 2023-09-22). - Action: entry - Counterparty: Empery Asset Master, LTD; Empery Tax Efficient, LP; Empery Debt Opportunity Fund, LP - Value: Company authorized to grant vendor warrants to purchase up to 2 million shares; no Dilutive Issuance - Effective: 2023-09-22 source text: On September 22, 2023, the Company and the Investors entered into an agreement to allow the Company to grant a Company vendor a warrant to purchase up to 2 million shares of Company common stock (the “Vendor Warrants”) prior to September 30, 2023 evidence_url: https://www.sec.gov/Archives/edgar/data/1829794/000168316823006778/0001683168-23-006778-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.