Aptera Motors Announces a Warrant Inducement Transaction for $5.7 Million in Gross Proceeds

Rhea-AI Summary

Aptera Motors (NASDAQ: SEV) has arranged a warrant inducement transaction involving the immediate exercise of previously issued March 2026 warrants to purchase up to 2,775,000 Class B shares at a reduced exercise price of $2.07, for approximately $5.7 million in gross proceeds before expenses.

In return, Aptera will issue 4,162,500 new, unregistered warrants with a $2.25 exercise price, exercisable six months after issuance and expiring five and a half years later. Closing is expected around July 13, 2026, with A.G.P./Alliance Global Partners as exclusive financial advisor. According to Aptera, net proceeds will support working capital, general corporate purposes, and advancement of validation vehicle manufacturing and testing.

Positive

• $5.7 million gross proceeds from immediate warrant exercises at $2.07 per share
• Immediate exercise of up to 2,775,000 existing warrants brings near-term cash inflow
• New capital allocated to working capital and validation vehicle manufacturing and testing
• Exclusive financial advisor A.G.P./Alliance Global Partners engaged for this transaction

Negative

• Exercise price of existing warrants reduced to $2.07 per share
• Issuance of up to 4,162,500 new warrants at $2.25 may increase future share dilution
• New warrants and underlying shares are initially unregistered, limiting U.S. resale until registration is effective

Argus Jul 10 session 19 alerts

-12.56% close to close 4.5x rel. volume Open Argus

Details

Market move: SEV -12.56% in the Jul 10 session. warrant inducement transaction

-8.8% Trough in 6 hr 41 min

$76.97M Market Cap

On Jul 10, the day this news came out, SEV closed 12.56% below the previous close. Argus tracked a trough of -8.8% from its starting point during tracking. Our momentum scanner recorded 19 alerts for this stock that day. Relative volume reached 4.5x the daily average during tracking.

Data tracked by StockTitan Argus for the Jul 10 session.

Key Figures

Existing warrants exercised: 2,775,000 shares Reduced exercise price: $2.07 per share Gross cash proceeds: $5.7 million +5 more

Existing warrants exercised

2,775,000 shares

Immediate exercise of March 2026 warrants into Class B Common Stock

Reduced exercise price

$2.07 per share

Repriced March 2026 warrants for immediate exercise

Gross cash proceeds

$5.7 million

From immediate warrant exercises before fees and expenses

New warrants issued

4,162,500 shares

Unregistered New Warrants as inducement consideration

New warrant exercise price

$2.25 per share

Exercise price of New Warrants

New warrants exercisable after

6 months

Waiting period after issuance before exercise

New warrant term

5.5 years

Expiration from date of issuance

Expected closing date

July 13, 2026

Anticipated closing of warrant inducement transaction

Historical Context

5 past events · Latest: Jul 07

5 events

1. Jul 07

   regulatory milestone

   24h Move

   -5.1%

   EPA Certificate of Conformity for 2026 Launch Edition vehicle.

2. Jun 25

   validation update

   24h Move

   -0.9%

   Solar charging in testing exceeded 4 kWh daily generation targets.

3. Jun 16

   conference participation

   24h Move

   +4.5%

   Participation in Northland Growth Conference investor meetings.

4. May 13

   1Q26 earnings report

   24h Move

   -0.4%

   Q1 2026 losses and capital-raise details alongside validation progress.

5. May 12

   validation milestone

   24h Move

   +0.4%

   First five validation vehicles completed on new low-volume line.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

warrants, unregistered warrants, private placement, section 4(a)(2), +2 more

6 terms

warrants financial

"announced the immediate exercise of warrants, previously issued in March 2026"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

View in glossary

unregistered warrants regulatory

"agreed to issue new, unregistered warrants to purchase up to 4,162,500 shares"

Unregistered warrants are instruments that give their holder the right to buy a company's shares at a set price in the future, but they have not been registered with securities regulators for public resale. Because they are limited in who can hold or sell them and often carry resale restrictions, they matter to investors by creating potential future dilution of existing shares and offering a less liquid, higher-risk way to gain exposure compared with registered securities — like a coupon that can only be used or traded under specific conditions.

private placement financial

"being offered in a private placement under Section 4(a)(2) of the Securities Act"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

section 4(a)(2) regulatory

"private placement under Section 4(a)(2) of the Securities Act of 1933"

Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.

regulation d regulatory

"and/or Regulation D promulgated thereunder, and have not been registered"

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

registration statement regulatory

"The Company has agreed to file a registration statement with the SEC"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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CARLSBAD, Calif., July 10, 2026 (GLOBE NEWSWIRE) -- Aptera Motors Corp. (NASDAQ: SEV) (the “Company” or “Aptera”), a solar mobility company advancing ultra-efficient transportation, today announced the immediate exercise of warrants, previously issued in March 2026, to purchase up to 2,775,000 shares of its Class B Common Stock at a reduced price of $2.07 per share for gross cash proceeds of approximately $5.7 million before deducting financial advisor fees and other transaction expenses.

In consideration for the immediate cash exercise of the existing warrants, the Company has agreed to issue new, unregistered warrants to purchase up to 4,162,500 shares of Class B Common Stock (the “New Warrants”). The New Warrants will have an exercise price of $2.25 per share, are exercisable beginning six months following their issuance, and will expire five and a half years from the date of issuance. The closing of this transaction is expected to occur on or about July 13, 2026, subject to the satisfaction of customary closing conditions.

A.G.P./Alliance Global Partners is acting as the exclusive financial advisor to the Company in connection with the transaction.

The Company intends to use the net proceeds from the transaction for working capital, general corporate purposes, and the continued advancement of its validation vehicle manufacturing and testing phases.

The New Warrants and the shares of Class B Common Stock issuable upon exercise of the New Warrants described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and/or Regulation D promulgated thereunder, and have not been registered under the Securities Act or applicable state securities laws. Accordingly, the New Warrants and the underlying shares of Class B Common Stock may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (the "SEC") or an applicable exemption from such registration requirements. The Company has agreed to file a registration statement with the SEC covering the resale of the shares of Class B Common Stock issuable upon exercise of the New Warrants.

This press release 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 other jurisdiction in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Aptera Motors

Aptera Motors Corp. (NASDAQ: SEV) is a solar mobility company driven by a mission to advance the future of efficient transportation. Its flagship vehicle is conceived to be a paradigm-shifting solar electric vehicle that leverages breakthroughs in aerodynamics, material science, and solar technology to pursue new levels of efficiency. As a public benefit corporation, Aptera is committed to building a sustainable business that positively impacts its stakeholders and the environment. Aptera is headquartered in Carlsbad, California.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding the satisfaction of customary closing conditions related to the offering and uncertainties related to the closing and use of proceeds from the offering. These forward-looking statements are made as of the date they were first issued and were based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Words such as “expect,” “anticipate,” “should,” “believe,” “hope,” “target,” “project,” “goals,” “estimate,” “potential,” “predict,” “may,” “will,” “might,” “could,” “intend,” “shall” and variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements.

Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond Aptera’s control. Aptera’s actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to, risks detailed in Aptera’s Annual Report on Form 10-K filed on March 30, 2026, as well as other documents that may be filed by Aptera from time to time with the SEC. The forward-looking statements included in this press release represent Aptera’s views as of the date of this press release. Aptera anticipates that subsequent events and developments will cause its views to change. Aptera undertakes no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. These forward-looking statements should not be relied upon as representing Aptera’s views as of any date subsequent to the date of this press release.

Media Contact:

Media@aptera.us

Investor Relations:

Aptera Motors Corp.

ir@aptera.us

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is Aptera Motors (NASDAQ: SEV) announcing in its July 10, 2026 warrant transaction?

Aptera Motors is announcing an inducement transaction where holders immediately exercise existing warrants, providing about $5.7 million in gross proceeds. In exchange, Aptera will issue 4,162,500 new unregistered warrants with a $2.25 exercise price, subject to customary closing conditions, according to Aptera.

How much cash will Aptera Motors (SEV) raise from the July 2026 warrant exercise?

Aptera Motors expects to raise approximately $5.7 million in gross cash proceeds from the immediate exercise of existing warrants. According to Aptera, this results from exercising up to 2,775,000 warrants at an adjusted exercise price of $2.07 per share, before fees and expenses.

What are the terms of the new warrants issued by Aptera Motors (SEV) in July 2026?

The new Aptera Motors warrants allow purchase of up to 4,162,500 Class B shares at an exercise price of $2.25. According to Aptera, they become exercisable six months after issuance and expire five and a half years from issuance, and are being offered in a private placement.

How will Aptera Motors (NASDAQ: SEV) use the $5.7 million gross proceeds from the warrant inducement?

Aptera Motors plans to use net proceeds for working capital, general corporate purposes, and advancing validation vehicle manufacturing and testing. According to Aptera, these funds support its solar mobility development activities and operational needs following the immediate exercise of previously issued March 2026 warrants.

When is the Aptera Motors (SEV) warrant inducement transaction expected to close?

The warrant inducement transaction is expected to close on or about July 13, 2026, subject to customary closing conditions. According to Aptera, A.G.P./Alliance Global Partners is acting as exclusive financial advisor for the transaction, which includes issuing new unregistered warrants.

Are the new Aptera Motors (SEV) warrants and shares registered with the SEC?

The new warrants and underlying Class B shares are not initially registered under the Securities Act or state laws. According to Aptera, they are offered via private placement, and the company has agreed to file a registration statement covering resale of the underlying shares.