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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/23/22 Expion360 Inc. FWP 1:1M Expion360 Inc. SEC Filing Solutions/FA |
Document/Exhibit Description Pages Size 1: FWP Free-Writing Prospectus HTML 27K
Copyright © Expion360 2022 Issuer Free Writing Prospectus Registration No. 333 - 262285 March 2022
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| Disclaimer The Company makes no representation or warranty, express or implied, as to the fairness, accuracy, completeness or correctnes s of this presentation. The accompanying information, documents and material presented or distributed during this presentation (the “Presentation”) have been prepared by Expion360 Inc. (the “Company”) solely for information pur pos es and do not constitute an offer to sell, or a recommendation or solicitation of an offer to subscribe for or purchase, any securities and nothing contained herein shall form the basis of any contract or commitment whatsoever. This Pre sen tation is strictly confidential and may not be copied, distributed, published or reproduced or disclosed, in whole or in part, to any other person. By accessing this Presentation, each recipient is deemed to represent that it (i) has read and will comply with the contents of this notice, (ii) will maintain absolute confidentiality regarding this Presentation and the information disclosed in these materials, and (iii) either (a) is, or acting on behalf of, a qualified institutional buyer (within the meaning of Rule 14 4A under the U.S. Securities Act of 1933, as amended (the “Securities Act”)) or (b) is an accredited investor within the meaning of Rule 506 under the Securities Act, and is a sophisticated investor who possesses sufficient investment expertise t o u nderstand the risks involved in the offering. The Company makes no representation or warranty, express or implied, as to the fairness, accuracy, completeness or correctness of the information, opinions, estimates, forecasts or proj ect ions presented or contained in this Presentation, and nothing in this Presentation is, or shall be relied upon as, a promise or representation by the Company, and the Company shall not have any responsibility or liability whatsoever (in neg lig ence or otherwise) for any loss or damage howsoever arising from this Presentation or its content or otherwise in connection therewith. Certain data contained in this Presentation was obtained from various industry or other ex ter nal sources, and neither the Company, any underwriter, nor any of their respective affiliates, advisers or representatives, have verified this data with independent sources. The information contained in this Presentation should be considered in the context of the circumstances prevailing at the tim e a nd has not been, and will not be, updated to reflect material developments which may occur after the date of the Presentation. You acknowledge and agree that the Company, the underwriters, their respective subsidiaries, affiliated com pan ies, employees and/or agents have no responsibility or liability (express or implied) whatsoever and howsoever arising (including, without limitation for any claim, proceedings, action, suits, losses, expenses, damages or cost s) which may be brought against or suffered by any person as a result of acting in reliance upon the whole or any part of the contents of this Presentation and neither the Company, the underwriters, their respective subsidiaries or affilia ted companies nor their respective employees, advisers, representatives or agents accepts any liability for any error, omission or misstatement, negligent or otherwise, in this Presentation and any liability in respect of the Presentatio n o r any inaccuracy therein or omission therefrom which might otherwise arise is hereby expressly disclaimed. Certain statements contained in this Presentation may be statements of the Company’s beliefs, plans and expectations about th e f uture and other forward - looking statements that are based on management’s current expectations or beliefs as well as a number of assumptions about the Company’s operations, future development plans, growth prospects, market co nditions, and factors beyond the Company’s control or third party sources and involve known and unknown risks and uncertainties that could cause actual results to differ materially from those contemplated by the relevant for ward - looking statements. Forward - looking statements contained in this Presentation regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. Each of the Co mpa ny, the underwriters and their affiliates expressly disclaims any obligation to update or revise any forward - looking statements, whether as a result of new information, future events or otherwise. You should not place undue reliance o n f orward - looking statements, which speak only as of the date of this Presentation. Accordingly, the Company, the underwriters and their respective subsidiaries, affiliates, advisers and representatives make no representation as to the ac curacy or completeness of that data, and this data involves risks and uncertainties and is subject to change based on various factors. The information contained in this Presentation is not to be taken as a recommendation made by the Company, the underwriters o r a ny other person to enter into any agreement with regard to any investment. You will be solely responsible for your own assessment of the market and the market position of the Company, and you will conduct your own analy sis and be solely responsible for forming your own view of the potential future performance of the business of the Company. Any decision to purchase securities in any offering of securities of the Company should be made sole ly on the basis of information contained in a final registration statement in relation to such an offering. BY PARTICIPATING IN THIS PRESENTATION OR BY ACCEPTING ANY COPY OF THE SLIDES PRESENTED, YOU AGREE TO BE BOUND BY THE FOREGOIN G L IMITATIONS. This presentation is made pursuant to Rule 163B under the Securities Act and is intended solely for investors that are either qualified institutional buyers or institutions that are accredited inves tor s (as such terms are defined under Securities and Exchange Commission rules) solely for the purpose of determining whether such investors might have an interest in a securities offering contemplated by us. Any such offering of s ecu rities will only be made by means of a registration statement (including a prospectus) filed with the Securities and Exchange Commission, after such registration statement becomes effective. No such registration statement has b eco me effective as of the date of this presentation. This presentation shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdi cti on 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. In the event we conduct an offering, before you invest, you should read the prospectu s i n the registration statement and other documents we file with the Securities and Exchange Commission for more complete information about us and the offering. When available, you may get these documents for free by visiting EDGAR o n t he Securities and Exchange Commission website at http://www.sec.gov . 2
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Issuer Expion360 Exchange/Ticker We have applied to list on the Nasdaq Capital Market under the symbol “XPON” Transaction Size 2,145,000 shares Over - Allotment Option 321,750 shares Price Range $7.00 - $9.00 Underwriters Paulson Investment Company LLC & Alexander Capital, LP Expected Pricing Week of March 28, 2022 Use of Proceeds • Working Capital • Sales and Marketing • Debt Repayment • Research and Development • Purchases of Capital Equipment • General Corporate Purposes 3
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Who We Are 4
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Envision Today What Power Looks Like Tomorrow Welcome to Expion360 Expion360 is an industry expert in lithium battery products; specializing in recreational vehicles, overland and marine. Our immediate focus is on marine and RV lithium battery products, with strategic opportunities in a variety of other verticals. We are focused on sourcing, assembling and white - labelling components and finished products in our markets. 5
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Location Strategy 1. Redmond, OR HQ 2. China Battery Manufacturing Suppliers 3. Redmond, OR Future Pack Assembly & Planned R&D Cell Plant Location 6
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RV & Marine Target Market Welcome to Expion360 7 Compact, high - capacity and extreme reliability. Rapid conversion of market from lead acid to lithium. User centric design – Flexible & Modular . Designed for ease of placement and integration.
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Our Story So Far Founded in 2016 by John Yozamp. Over 59% of equity is owned by insiders. Revenue has grown from $25K in 2016 to $1.6MM 2020 and $4.5MM in 2021. Highest growth area is RV & Marine lithium batteries. 8
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Current Customers Customers 9
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Current Product Focus Welcome to Expion360 RV & Marine Lithium Solutions Available variations & accessories. Sales of Expion360’s VPR 4EVER product line launched December 2020. Heavy focus on quality/price. Planned on - shoring of certain assembly, commencing in Q4 10
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The Company’s branded DC mobile chargers are warrantied for two years from date of sale and its branded VPR 4EVER Classic and Platinum batteries are warrantied at gradually decreasing levels over a twelve year period from date of sale. Expected Lifespan of approximately 12 years or more, 3K - 5K charging cycles. Rugged product design with up to IP66 rated enclosures to protect our products in a variety of environments. Lithium accepts 1X the capacity in charge rate, allowing users to rapidly charge to capacity. 10X the lifespan of lead acid batteries which offer 1/10 th the charging cycles. We use ‘Lithium - Ion Phosphate chemistry’ which is generally known as one of the safest battery chemistries. User centric design – Flexible & Modular – designed for ease of placement and integration. 1 1 Product Advantages Welcome to Expion360
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1 2 Unique designs and controlling molds. Aim to use best component supply choices available. IP - Planned application for IP protection for next generation BMS “Smart Talk”. On - shore pack assembly planned for Q4 2022. Long term plans to control cell manufacturing. Competitive Advantages Welcome to Expion360
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E360 Home Energy Future Product Strategy Targeting low barrier price to own. Allows flexibility to move power from home to mobile products Focus on scalability & versatility. (DIY upgradable). Recurring revenue opportunity for e360 and sales partners. Plans to develop (e360 Smart Talk) for inter product communication. 1 3
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Strategic Direction 14
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Also founded CVT Tents, Free Spirit Tents and pioneering company Zamp Solar. John Yozamp Founder/CEO and Head of Global Sales, John Yozamp brings more than 30 years of sales and marketing experience to the business . His extensive background includes 24 years of product concept, development, and manufacturing . He has significant knowledge in selling and developing products that are intended for supplying large retailers, such as Sherman Williams, Costco, Lowes, and Home Depot . In 1996 , John was recognized in the HDTV’s top ten pick “Best New Idea” at the Chicago Hardware Show . In 2008 , John supported the # 1 item sold at the Sam’s Club individual Road Show . These are only a couple examples of his high - profile successes . He is well - known for his innovative approach , as well as his ability to foster deep and lasting relationships with key distributors, suppliers, and decision makers . His ability to demonstrate high integrity and trustworthiness has helped in cultivating valuable connections, which have been helpful in multiple business launches . In previous endeavors, John successfully founded two recreational vehicle/trailer tent companies, both of which are still in business today . Just prior to launching Expion 360 John was founder, owner and operator of one of the larger Solar Manufacturing companies in the US, Zamp Solar , focusing on the RV and off grid solar markets . About Our Founder CEO & Founder 15 John Yozamp Founder/CEO
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Our Leadership Team Paul Shoun COO Expertise in project management, product development, engineering leadership, business accounting, ERP/CRM system management, web development and marketing. Paul has 30 years of engineering experience and 17 years managing a consulting firm. Served many notable customers including Daimler Trucks North America, Chrysler, Boeing, Nike IHM, Leupold & Stevens, and Intel. Brian Schaffner CFO 16 Three decades of experience in a variety of capacities, including CEO, CFO, CIO and controller roles. Has served the senior healthcare, retail, education and manufacturing markets. MBA - University of Phoenix.
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Strategic Direction RV & MARINE The 360 (12V/360Ah) has 3.5x the capacity of average RV battery and is unique in form factor. 01 Product Growth Through Product & Process Opportunity CAPACITY DEVELOPMENT Preferred position to control certain manufacturing and assembly locally with new facility. Planned future recyclable design concepts. 01 Planned technology partnerships, better sales platform (recurring revenue) , and low cost to upgrade. More focus on developing lasting personal relationships at the street level. 02 BETTER PARTNERSHIPS Process OEM OPPORTUNITY We believe that our scalable design can position us to be one of the largest OEM suppliers of lithium batteries in the U.S. for RV & Marine products. 03 Fulfilling orders to the largest RV & Marine dealerships in the nation. 04 DEALER RELATIONSHIPS We want to control the cell development process of certain of our products through onshoring and other initiatives. “Total vertical position” 05 US CELL DEVELOPMENT 17 Exceptional market space. Target low entry price point and expandable DIY design focused around plug - and - play batteries. 02 Strategic Growth: HOME ENERGY
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Shared Opportunity 18
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19 Expion360 Summary Expion360 is an industry leader for lithium batteries in the private consumer RV and Marine markets . We are experts in sourcing, assembling and white - labelling components and finished products in our space. Target Markets RV & Marine Future focus on Home & Commercial Track Record Significant year over year revenue growth Leading Products Innovative in design and function. Management Team Experienced with focused strategic plan to move forward IPO Capital Raise To Support strategic initiatives ” “ While our projections reflect our progress in RV/Marine, we also see tremendous upside with our strategic push into home energy, and commercial users who want reliable back - up solutions that are modular and simplified.
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Issuer Expion360 Exchange/Ticker We have applied to list on the Nasdaq Capital Market under the symbol “XPON” Transaction Size 2,145,000 shares Over - Allotment Option 321,750 shares Price Range $7.00 - $9.00 Underwriters Paulson Investment Company LLC & Alexander Capital, LP Expected Pricing Week of March 28, 2022 Use of Proceeds • Working Capital • Sales and Marketing • Debt Repayment • Research and Development • Purchases of Capital Equipment • General Corporate Purposes 20
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Thank You Contact Information Alexander Capital, LP Chris Carlin ccarlin@alexandercapitallp.com (646) 787 - 8890 Paulson Investment Company John Dalfonsi jdalfonsi@paulsoninvestment.com (949) 500 - 4930 2 1
C:| This ‘FWP’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
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| 3/28/22 | ||||
| Filed on: | 3/23/22 | S-1/A | ||
| List all Filings | ||||