Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported):

December 12, 2023

Worksport, LTD

(Exact Name of Registrant as Specified in its Charter)

Nevada		001-40681		35-2696895
(State of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2500 N America Dr

West Seneca, NY 14224

(Address of principal executive offices)

888-554-8789

(Registrant’s telephone number, including area code)

N/A

(Former Name or former address if changed from 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 (see General Instruction A.2. below):

☐	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	WKSP	The Nasdaq Stock Market LLC
Warrants	WKSPW	The Nasdaq Stock Market LLC

Item 7.01 Regulation FD Disclosure

On December 12, 2023, Worksport Ltd. (the “Company”) issued a press release announcing [ its subsidiary Terravis Energy Begins Testing Prototype Residential Heat Pump at Testing Facility]. A copy of the press release is attached hereto as Exhibit 99.1.

The information under Item 7.01 of this Current Report on Form 8-K and the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, or incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.

Exhibit No.		Description
99.1		[Terravis Energy Begins Testing Prototype Residential Heat Pump at State-of-the-Art Testing Facility]
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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.

	WORKSPORT LTD.

Date: December 12, 2023	By:	/s/ Steven Rossi
	Name:	Steven Rossi
	Title:	Chief Executive Officer (Principal Executive Officer)

Exhibit 99.1

Terravis Energy Begins Testing Prototype Residential Heat Pump at State-of-the-Art Testing Facility

West Seneca, New York, Dec. 12, 2023 — Worksport Ltd. (Nasdaq: WKSP; WKSPW) (“Worksport” or the “Company”) is pleased to announce that its subsidiary, Terravis Energy, Inc. (“Terravis”), has refined and completed a working prototype of its Cold Climate, Air Source Residential Heat Pump intended for use in the residential home heating and cooling market, and has begun a testing program in a state-of-the-art climate chamber at Worksport’s Toronto facility.

The company’s testing chamber conducts extensive cold weather trials during product development. For the Heat Pump, Terravis executes detailed tests that monitor performance across a range of 12 temperature points from 14ºF (-10ºC) to -31ºF (-35ºC). These tests include checking 4 refrigerant pressure zones, airflow, and the energy consumption of each component. The aim is to optimize the heat pump’s efficiency and performance at various temperatures. Additionally, the heat pump’s operation is assessed at multiple set temperatures within this range. Plans are in place to expand the testing to include its cooling capabilities at higher temperatures.

“We are engaged in this rigorous and severe testing protocol because Terravis’s mission is to offer a zero-emission residential Heat Pump that sets new standards in cold-weather performance,” commented Terravis Energy’s CEO, Lorenzo Rossi. Rossi continued, “Many heat pumps on the market are inadequate in pushing enough hot air into homes at temperatures under 4ºF (-20ºC), resulting in a failure to maintain indoor comfort levels at low temperatures. Our heat pump’s goal is to provide heat to homes in as low -31ºF (-35ºC), which we believe will make us the most effective heat pump technology in the market.”

An air source heat pump like the one Terravis is testing utilizes the phase change of a proprietary fluid to transfer heat. A heat pump captures existing heat from outside air, amplifies its warmth, and then moves it indoors to heat our home, functioning efficiently even in cold weather because some heat is always present in the air. When cooling, it employs the opposite phase change, from gas to liquid, to move heat from inside the home to outside. Most North American households in colder areas depend on fossil fuel-powered central furnaces with air blown through duct systems. Unfortunately, these costly appliances are one of the largest contributors to carbon emissions worldwide and require significant amounts of energy. To lower emissions, many localities are banning future installation of gas-powered stoves, furnaces, and propane heating. Terravis believes that this move will create a new, large market and effectively will require the use of climate-friendly appliances, such as the Terravis Heat Pump, in new construction residences.

“Terravis’ goal is to create products that help usher in a zero-emission future,” said Lorenzo Rossi. “With the advent of ubiquitous electrification, society is clearly moving away from fossil fuel as an energy source. This must also happen in home heating. We expect that soon residences will be heated and cooled with zero-emission, sustainable clean energy, thanks to heat pumps like the Terravis system, which is expected to be used in cold and hot climates.”

The Terravis Heat Pump, an innovative solution for colder North American climates, is designed not only to operate at lower temperatures, as the testing process is expected to demonstrate, but also to offer an easier-to-install modular design for simpler and flexible placement in homes, permitting different ways of mounting depending on the space needs.

“Worksport is pleased to bring innovation into a global market where it is long overdue,” said Worksport CEO, Steven Rossi. “Terravis’ Cold Climate Residential Heat Pump is designed to save on operating costs, energy, and emissions. It is anticipated to enter a very large international market comprising numerous residences wherever there is cold weather and the need for heat. Worksport and its subsidiary Terravis intend to become an all-energy, zero emission enterprise, enabling clean and sustainable off-grid solutions. With the Heat Pump’s simulated cold climate testing, the Company is very excited to have taken a giant step forward in its move toward this important new market.”

As always, Worksport will continue to update investors and shareholders as we refine the heat pump’s eventual product name, what it looks like, how it will work and when it will be launched. In addition, we anticipate reporting milestones on the product testing process and news as the heat pump and other products like the SOLIS solar truck cover and COR battery system progress to production models.

Commercial Interest & Opportunities

Terravis Energy is excited to invite interested parties to explore potential commercial opportunities associated with our forthcoming Cold Climate Heat Pump system.

For inquiries and further information, please contact Terravis Energy at info@terravisenergy.com

To facilitate more personalized and in-depth discussions, we encourage interested individuals to connect with our esteemed CEO, Lorenzo Rossi, on LinkedIn. Mr. Rossi’s profile can be found here.

Terravis Energy values collaboration and is eager to engage with partners who share our vision for a sustainable future. We look forward to the prospect of forging meaningful connections and driving innovation in the energy sector.

For further information on Worksport, please visit Worksport’s official website for investors at investors.worksport.com.

About Worksport

Worksport Ltd. (Nasdaq: WKSP; WKSPW), through its subsidiaries, designs, develops, manufactures, and owns the intellectual property on a variety of tonneau covers, solar integrations, and NP (Non-Parasitic), Hydrogen-based true green energy solutions for the sustainable, clean energy, and automotive industries. Worksport seeks to capitalize on the growing shift of consumer mindsets towards clean energy integrations with its proprietary solar solutions, mobile energy storage systems (ESS), and NP (Non-Parasitic), Hydrogen-based technology. Terravis Energy’s website is terravisenergy.com. For more information, please visit investors.worksport.com.

Connect with Worksport

Please follow the Company’s social media accounts on X (previously Twitter), Facebook, LinkedIn, YouTube, and Instagram (collectively, the “Accounts”), the links of which are links to external third party websites, as well as sign up for the Company’s newsletters at investors.worksport.com. The Company does not endorse, ensure the accuracy of, or accept any responsibility for any content on these third party websites other than content published by the Company.

Worksport strives to provide frequent updates of its operations to its community of investors, clients, and customers to maintain the highest level of visibility.

Facebook

X (previously Twitter)

Instagram

YouTube

Investors and others should note that the Company announces material financial information to our investors using our investor relations website, press releases, Securities and Exchange Commission (“SEC”) filings, and public conference calls and webcasts. The Company also uses the Accounts to announce Company news and other information. The information shared on the Accounts could be deemed to be material information. As a result, the Company encourages investors, the media, and others to review the information the Company publishes on the Accounts.

In order to comply with Regulation FD, the Company does not selectively disclose material non-public information on any Account. If there is any significant financial information, it is the policy of the Company to release it broadly to the public through a press release or SEC filing prior to publishing it on one of the Accounts.

For additional information, please contact:

Steven Obadiah

Investor Relations

Worksport Ltd.

T: 1 (888) 554 8789 E: investors@worksport.com W: www.worksport.com

Forward-Looking Statements

The information contained herein may contain “forward-looking statements.” Forward-looking statements reflect the current view about future events. When used in this press release, the words “anticipate,” “believe,” “estimate,” “expect,” “future,” “intend,” “plan,” “project,” or the negative of these terms and similar expressions, as they relate to us or our management, identify forward-looking statements. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations, and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy, and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: (i) supply chain delays; (ii) acceptance of our products by consumers; (iii) delays in or nonacceptance by third parties to sell our products; and (iv) competition from other producers of similar products. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the SEC, including, without limitation, our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. Investors and security holders are urged to read these documents free of charge on the SEC’s web site at www.sec.gov. As a result of these matters, changes in facts, assumptions not being realized or other circumstances, the Company’s actual results may differ materially from the expected results discussed in the forward-looking statements contained in this press release. The forward-looking statements made in this press release are made only as of the date of this press release, and the Company undertakes no obligation to update them to reflect subsequent events or circumstances.

Cover	Dec. 12, 2023
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 12, 2023
Entity File Number	001-40681
Entity Registrant Name	Worksport, LTD
Entity Central Index Key	0001096275
Entity Tax Identification Number	35-2696895
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	2500 N America Dr
Entity Address, City or Town	West Seneca
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	14224
City Area Code	888
Local Phone Number	554-8789
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Common [Member]
Title of 12(b) Security	Common
Trading Symbol	WKSP
Security Exchange Name	NASDAQ
Warrants [Member]
Title of 12(b) Security	Warrants
Trading Symbol	WKSPW
Security Exchange Name	NASDAQ