What changed in this filing

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Item 2. Unregistered Sales of Equity Securities

2022-08-12 compared with 2022-05-12 · 35 added, 37 removed, 3 unchanged (96% of the section changed)

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

(a) Unregistered

Sales of Equity Securities.

July 22, 2021, we closed our initial public offering pursuant to which we offered and sold 3,000,000 shares of our common stock at an

offering price of $6.00 per share (for aggregate gross proceeds of $18,000,000), pursuant to our Registration Statement on Form S-1 (as

amended) (File No.

333-255134), which was declared effective by the SEC on July 20, 2021, as amended by the Registration Statement on

Form S-1 MEF (File No.

333-258058) filed with the SEC on July 20, 2021 and effective as of the date of filing.

After deducting underwriting

discounts and commissions of approximately $1,260,000, and other offering expenses payable by us of approximately $1,567,150, we received

approximately $15,849,037 in net proceeds from our initial public offering.

ThinkEquity, a division of Fordham Financial Management,

acted as the representative of the several underwriters for the offering.

We also granted a 45-day option to the representative

of the underwriters to purchase up to 450,000 additional shares of common stock solely to cover over-allotments, if any, which expired

the time of the initial public offering, the primary use of the net proceeds was as follows:

(i) approximately $1,500,000 for production

and marketing of our larger fully equipped boats.;

(ii) approximately $2,500,000 for the design, development, testing, manufacturing

and marketing of our new line of electric boats;

(iii) approximately $6,000,000 for the design, development, testing, manufacturing and

marketing of our fully electric propulsion system;

(iv) approximately $3,500,000 for acquisition of waterfront property and development

of the Electra Power Sports- EV Innovation & Testing Center, in Fort Pierce, Florida to build, design and manufacture our electric

propulsion systems and (v) the balance for working capital.

was originally anticipated that we would retrofit a gas-powered boat with an electric motor that would be designed by us and that we

would also sell the motors to other third-party boat manufacturers to retrofit their boats.

The retrofitting would require extensive

development, testing and manufacturing of multiple variations of electric motors.

However, consumer preference in the electric marine

market was and is trending towards a single purchase of a fully integrated electric boat rather than a retrofitted existing gas and diesel

fuel powered boat with electric outboard motors and battery packs.

Therefore, we decided not to continue designing electric motors for

retrofitting, resulting in us no longer needing any funding for the design, development, testing, manufacturing and marketing of our

fully electric propulsion system and instead those funds are anticipated to be used for working capital needs.

The remaining planned

use of proceeds has not changed since the initial public offering.

(a) Unregistered Sales of Equity Securities.

(b) Use of Proceeds.

On July 22, 2021, we closed our initial public offering pursuant to which

we offered and sold 3,000,000 shares of our common stock at an offering price of $6.00 per share (for aggregate gross proceeds of $18,000,000),

pursuant to our Registration Statement on Form S-1 (as amended) (File No.

333-255134), which was declared effective by the SEC on July

20, 2021, as amended by the Registration Statement on Form S-1 MEF (File No.

333-258058) filed with the SEC on July 20, 2021 and effective

as of the date of filing.

After deducting underwriting discounts and commissions of approximately $1,260,000, and other offering expenses

payable by us of approximately $1,567,150, we received approximately $15,849,037 in net proceeds from our initial public offering.

LLC (formerly known as ThinkEquity, a division of Fordham Financial Management, Inc.) acted as the representative of the several underwriters

for the offering.

We also granted a 45-day option to the representative of the underwriters to purchase up to 450,000 additional

shares of common stock solely to cover over-allotments, if any, which expired unexercised.

At the time of the initial public offering, the primary

use of the net proceeds was as follows:

(i) approximately $1,500,000 for production and marketing of our larger fully equipped boats.;

(ii) approximately $2,500,000 for the design, development, testing, manufacturing and marketing of our new line of electric boats;

approximately $6,000,000 for the design, development, testing, manufacturing and marketing of our fully electric propulsion system;

approximately $3,500,000 for acquisition of waterfront property and development of the Electra Power Sports- EV Innovation & Testing

Center, in Fort Pierce, Florida to build, design and manufacture our electric propulsion systems and (v) the balance for working capital.

It was originally anticipated that we would retrofit

a gas-powered boat with an electric motor that would be designed by us and that we would also sell the motors to other third-party boat

manufacturers to retrofit their boats.

The retrofitting would require extensive development, testing and manufacturing of multiple variations

of electric motors.

However, consumer preference in the electric marine market was and is trending towards a single purchase of a fully

integrated electric boat rather than a retrofitted existing gas and diesel fuel powered boat with electric outboard motors and battery

Therefore, we decided not to continue designing electric motors for retrofitting, resulting in us no longer needing any funding

for the design, development, testing, manufacturing and marketing of our fully electric propulsion system and instead those funds are

anticipated to be used for working capital needs.

The remaining planned use of proceeds has not changed since the initial public offering.

DEFAULTS UPON SENIOR SECURITIES.

Not Applicable.

MINE SAFETY DISCLOSURES.

Not Applicable.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Unregistered Sales of Equity Securities