NEXTNRG, INC. 10-Q

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. (a) During the quarter ended September 30, 2021, the company issued the following securities which were not registered under the Securities Act: On September 30, 2021, we authorized the issuance of 93,750 shares of our common stock to Neighborhood Fuel. The shares were valued at $375,000. On September 30, 2021, we authorized the issuance of 150,000 shares of common stock as accrued bonuses and settlements. The shares were valued at $900,000. On September 30, 2021, we authorized the issuance of 53,144 shares of common stock to our Directors. The shares were valued at $200,000. On September 30, 2021, we authorized the issuance of 25,000 shares to our legal counsel. The shares were valued at $100,000. During the quarter ended September 30, 2021, we authorized the issuance of 57,995 shares to for marketing and promotion. The shares were valued at $373,249. During the quarter ended September 30, 2021, we authorized the issuance of 5,979 shares to employees. The shares were valued at $22,500. All of the sales were made pursuant to an exemption from registration afforded by Section 4(a)(2) of the Securities Act or Rule 506(b) of Regulation D promulgated thereunder and applicable state securities laws. Use of Proceeds (b) On September 14, 2021, our Registration Statement, as amended, and originally filed on Form S-1 (file No. 333-256691) was declared effective by the SEC for our initial public offering of 7,187,500 shares of common stock, including 937,500 shares of common stock purchased by the underwriters pursuant to the exercise of the over-allotment option each at an offering price of $4.00 per share, for aggregate gross proceeds of approximately $28.75 million. After deducting underwriting discounts, commissions and offering costs incurred by us of approximately $3.50 million, the net proceeds from the offering were approximately $25.25 million. ThinkEquity LLC acted as sole book-running manager of the initial public offering. No offering costs were paid or are payable, directly, or indirectly, to our directors or officers, to persons owning 10% or more of any class of our equity securities, or to any of our affiliates. There has been no material change in the expected use of the net proceeds from our IPO as described in our final prospectus filed with the SEC on September 16, 2021. Upon receipt, the net proceeds from our IPO were held in cash, cash equivalents and short-term investments. As of September 30, 2021, we have used approximately $5.1 million of the net proceeds from the IPO. Pending such uses, we plan to continue investing the unused proceeds from the IPO in fixed, non-speculative income instruments and money market funds. Item 3. Defaults Upon Senior Securities . Not applicable. Item 4. Mine Safety Disclosures. Not Applicable.