Volcon, Inc. has successfully closed a private placement totaling over $500 million in gross proceeds, initiating a strategic shift to allocate more than 95% of these funds towards a Bitcoin treasury strategy, alongside plans to rebrand as Empery Digital, Inc.The private placement saw participation from prominent crypto venture capital firms and blockchain infrastructure providers including FalconX, Pantera, Borderless, and Relayer Capital, in addition to leading traditional financial investors and significant contributions from the company’s management team and board of directors. Volcon aims to establish a globally trusted Bitcoin treasury strategy, with future opportunities for investors to engage through additional listings on multiple trading markets. The company has already commenced Bitcoin purchases using existing cash reserves and the net proceeds from the private placement, which have been credited to its custodial accounts at Gemini. As of the current date, the company holds 280.14 BTC, including 235.83 BTC received in lieu of cash subscriptions from the private placement.In line with its new strategic direction, Volcon intends to change its name to Empery Digital, Inc. and its Nasdaq ticker to EMPD in the coming weeks. The company’s existing power sports business will adopt the name Empery Mobility. To support its Bitcoin treasury strategy, the company has entered into a Strategic Digital Assets Services Agreement with Gemini, a crypto platform founded in 2014 by Cameron and Tyler Winklevoss. Brad Vopni, Head of Institutional at Gemini, stated, “Gemini is uniquely positioned to deliver Empery Digital world-class execution and institutional-grade custody with a regulatory-first foundation earned over a decade at the forefront of crypto.”The company has appointed Ryan Lane, Ian Read, Rohan Chauhan, and Matthew Homer to its Board of Directors. Ryan Lane, a founder and principal at Empery Asset Management, has joined as Co-CEO & Chairman of the Board, tasked with leading the treasury strategy to achieve a low-cost, broadly listed, and investor-focused approach. Ian Read, former CEO & Chairman of Pfizer, brings 40 years of senior management and corporate governance experience to the Board, aiming to build an institutionally disciplined approach to the Bitcoin treasury strategy. Rohan Chauhan, Director of Strategy at Gemini, joins the Board to bridge the relationship between traditional finance and the digital asset ecosystem. Matthew Homer, a board member of Gemini Trust Company and managing member of venture capital firm The Venture Dept., contributes his digital assets and regulatory experience to navigate the evolving landscape.Ryan Lane commented, “I look forward to fulfilling our promises to investors by operating a low cost, capital efficient, globally trusted bitcoin treasury strategy that will stand the test of time. The formation of this team reflects our strong conviction in Bitcoin as the digital store of value for the future and expresses our belief in the blockchain as a trusted network for many future applications. Establishing this bitcoin treasury strategy and raising over $500,000,000 in seven days was a monumental effort that demonstrates the capabilities of the organizations and the individuals involved.” Rohan Chauhan added, “Joining the board at this inflection point is a chance to help shape how institutions engage with Bitcoin at scale. With Gemini’s secure infrastructure enabling Empery Digital’s long-term strategy, we are building a strategy designed for resilience, transparency, and global investor confidence in the digital asset future.” John Kim, co-CEO of Volcon, stated, “We are excited to implement this bitcoin treasury strategy as we continue to reposition the power sports business to an asset light business with limited working capital requirements that leverages our international relationships to source affordable products into the U.S.”The offer and sale of these securities in the private placement were conducted in reliance on exemptions from registration requirements of the Securities Act of 1933, as amended, specifically Section 4(a)(2) and/or Regulation D. Concurrently, a registration rights agreement was executed, obligating the company to file a registration statement with the Securities and Exchange Commission (SEC) for the resale of common stock. Additionally, Volcon’s Board of Directors approved inducement non-qualified stock options on July 16, 2025, for three new executive employees: Timothy Silver (Chief Operating Officer), Brett Director (Vice President Legal), and Alyson Chung (Crypto Currency Controller). These options allow them to purchase 597,604, 298,802, and 149,401 shares, respectively, at an exercise price of $10.00 per share, equal to the price in the private investment in public entity offering announced on July 17, 2025. The options have a ten-year term and are subject to performance-based vesting conditions tied to the company’s common stock volume weighted average price.Clear Street LLC acted as lead placement agent, with Aegis Capital Corp. as co-placement agent and exclusive financial advisor for the Private Placement. Legal advisors included Ropes and Gray LLP for Volcon, Skadden, Arps, Slate, Meagher & Flom LLP for Clear Street, and Kaufman & Canoles, P.C. for Aegis. Based in the Austin, Texas area, Volcon was founded as an all-electric power sports company. Effective July 17, 2025, the company adopted its Bitcoin treasury strategy with the goal of becoming a leading, low-cost, capital-efficient, globally trusted aggregator of Bitcoin.