UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
      
FORM 8-K
 

CURRENT REPORT
Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 
Date of Report (Date of earliest event reported): April 16, 2021 (April 12, 2021)
 
ISUN, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
 
001-37707
 
47-2150172
(State or other jurisdiction of incorporation or organization)
 
(Commission File Number)
 
(I.R.S. Employer Identification Number)
 

400 Avenue D, Suite 10, Williston, Vermont 05495
(Address of Principal Executive Offices) (Zip Code) 
 
(802) 658-3378
(Registrant’s telephone number, including area code)
 
 
(Former name or former address, if changed since last report)
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, $0.0001 par value per share
 
ISUN
 
Nasdaq Capital Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company ☒
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

As originally announced in the 8-K filed on March 9, 2021, iSun, Inc. (the “Company”) provided notice to the holders of its outstanding public warrants (the “Warrants”) that, pursuant to the terms of the Warrants, the Company determined to exercise its right to redeem the Warrants by paying to the holders of such Warrants the redemption price of $0.01 per warrant, with the redemption to take place on April 12, 2021 (the “Redemption Date”). 

Since the Company provided the redemption notice, approximately 1,042,116 Warrants were exercised for approximately 521,058 shares of the Company’s Common Stock. On April 12, 2021, the Company redeemed approximately 453,764 Warrants that remained outstanding on the Redemption Date, in accordance with the Public Warrant terms.

After the redemption, as of April 12, 2021, the Company had outstanding approximately 9,082,659 shares of Common Stock.

Item 9.01 Financial Statements and Exhibits.

On April 16, 2021, the Company issued a press release titled “iSun, Inc. Announces Completion of Redemption of Public Warrants” A copy of the press release is attached hereto as Exhibit 99.1, and incorporated herein by reference.

(d) Exhibits 

99.1 Press Release of iSun, Inc., dated April 16, 2021.

SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated: April 16, 2021
 
 
iSun, Inc.
 
 
 
 
By:
/s/ Jeffrey Peck
 
Name:
Jeffrey Peck
 
Title:
Chief Executive Officer
 



Exhibit 99.1


iSun, Inc. Announces Completion of Redemption of Public Warrants

Williston, VT, April 16, 2021 – iSun, Inc. (NASDAQ: ISUN) (“iSun” or the “Company”), a leading solar energy and clean mobility infrastructure company with 50 years of construction experience in solar, electrical and data services, today announced the completion of the redemption of all of its outstanding public warrants (the “Public Warrants”). On March 9, 2021, the Company issued a press release stating that it would redeem all of its outstanding Public Warrants to purchase shares of the Company’s Common Stock, par value $0.0001 per share (the “Common Stock”), that were issued under the Warrant Agreement, dated March 2, 2016, as amended (the “Warrant Agreement”), by and between the Company (formerly Jensyn Acquisition Corp. and formerly The Peck Company Holdings, Inc.) and Continental Stock Transfer & Trust Company, as Warrant Agent (the “Warrant Agent”), as part of the Units sold in the Company’s initial public offering (the “IPO”) that remained outstanding at 6:30 p.m. New York City time on April 12, 2021 (the “Redemption Date”) for a redemption price of $0.01 per Public Warrant (the “Redemption Price”). Warrants to purchase shares of Common Stock that were issued under the Warrant Agreement in a private placement simultaneously with the IPO and that are still held by the initial holders thereof of their permitted transferees were not subject to this redemption.

Of the 4,149,500 Public Warrants that were outstanding as of the date of the Company’s combination with Jensyn Acquisition Corp. in June 2019 and that could be exercised, 3,671,236 were exercised in aggregate, representing approximately 89% of the exercisable warrants. This includes 1,042,116 warrants that were excised since the Company’s redemption notice on March 9, 2021. Accordingly, iSun redeemed the 453,764 unexercised warrants. Total cash proceeds generated from warrant exercises were $21.1 million. Total shares of Common Stock outstanding as of April 12, 2021 were 9,082,659. As of this date, no Public Warrants remain outstanding.

ABOUT iSUN
Headquartered in Williston, VT, iSun, Inc. (NASDAQ: ISUN) is a business rooted in values that align people, purpose, innovation, and sustainability. Ranked by Solar Power World as one of the leading commercial solar contractors in the United States, iSun provides solar energy and clean mobility infrastructure to customers for projects from smart solar mobile phone and electric vehicle charging, up to multi-megawatt renewable energy solutions for commercial, industrial, and utility customers. iSun’s innovations were recognized this year by the Solar Impulse Foundation of Bertrand Piccard as one the globe’s Top 1000 Sustainability Solutions. As a winner, this award will result in the iSun solution being presented to hundreds of government entities around the world, including various municipal, state, and federal agencies in the United States. Since entering the renewable energy market in 2012, iSun has installed over 650 megawatts of rooftop, ground- mount and EV-carport solar systems (equal to power required for 123,500 homes). We continue to focus on profitable growth opportunities. For more information, visit www.isunenergy.com


FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements about (i) iSun’s plans, objectives, expectations and intentions and other statements contained in this press release that are not historical facts; and (ii) other statements identified by words such as “expects” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “targets,” “projects,” or words of similar meaning generally intended to identify forward-looking statements. These forward-looking statements are based upon the current beliefs and expectations of the respective management of iSun and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the control of iSun. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ materially from the anticipated results discussed in these forward-looking statements because of possible uncertainties.

INVESTOR CONTACT
Chase Jacobson
IR@isunenergy.com
802-264-2040