Electrovaya Inc 6-K, filed May 14, 2024

Electrovaya Inc. (ELVA)

6-K 2024-05-14 For: 2024-05-14

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Added on July 04, 2026

About this 6-K

Electrovaya Inc filed this 6-K on May 14, 2024.

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	ELECTROVAYA INC.
	(Registrant)

Date: May 14, 2024	By	/s/ Raj Das Gupta
		Raj Das Gupta
		Chief Executive Officer

Exhibit		Description of Exhibit

99.1		Unaudited Condensed Interim Consolidated Financial Statements for the three months ended March 31, 2024

99.2		Management’s Discussion and Analysis For the quarter ended March 31, 2024

99.3		Certification of Interim Filings CEO dated May 14, 2024

99.4		Certification of Interim Filings CFO dated May 14, 2024

	March 31,			September 30,
	2024			2023
Assets
Current assets
Cash and cash equivalents	$	1,116		$	1,032
Trade and other receivables (note 4)		8,875			10,611
Inventories (note 5)		11,261			8,266
Prepaid expenses		5,916			5,997
Total current assets		27,168			25,906

Non-current assets
Property, plant and equipment (note 6)		9,707			10,149
Long-term deposit		705			459
Total non-current assets		10,412			10,608

Total assets	$	37,580		$	36,514

Liabilities and Equity
Current liabilities
Trade and other payables (note 7,19)	$	7,982		$	8,429
Working capital facilities (note 8(a))		14,740			11,821
Promissory notes (note 8(b))		519			1,026
Short term loans (note 9)		2,785			3,457
Derivative liability (note 11(c) & 16)		925			1,489
Relief and recovery fund payable (note 14)		10			-
Lease liability – current portion (note 10)		428			389
Total current liabilities		27,389			26,611

Non-current liabilities
Lease liability – non-current portion (note 10)		2,113			2,338
Relief and recovery fund payable (note 14)		90			96
Other payables (note 19)		232			323
Total non-current liabilities		2,435			2,757

Equity (Deficiency)
Share capital (note 11)		116,401			115,041
Contributed surplus		9,600			9,249
Warrants (note 11)		4,725			4,725
Accumulated other comprehensive income		8,527			8,581
Deficit		(131,497	)		(130,450	)
Total Equity		7,756			7,146
Total liabilities and equity	$	37,580		$	36,514

See accompanying notes to unaudited condensed interim consolidated financial statements.

Chair of the Board	Sankar Das Gupta, Director

Chair of the Audit Committee	James K. Jacobs, Director

	Three months ended March 31,						Six months ended March 31,
	2024			2023 Restated (note 20)			2024			2023 Restated (note 20)
Revenue (note 18)	$	10,695		$	8,470		$	22,786		$	17,032
Direct manufacturing costs		6,970			6,572			15,532			12,945
Gross margin		3,725			1,898			7,254			4,087

Expenses
Research and development		642			720			1,606			1,703
Government assistance (note 15)		(29	)		(137	)		(87	)		(217	)
Sales and marketing		708			503			1,438			1,228
General and administrative		921			1,070			2,309			1,954
Stock based compensation		480			214			849			536
Depreciation and amortization		300			210			536			370
		3,022			2,580			6,651			5,574

Income (Loss) from operations		703			(682	)		603			(1,487	)

Net finance charges (note 9)		1,535			480			1,554			1,597
Foreign exchange loss(gain)		7			(180	)		96			480
		1,542			300			1,650			2,077

Deferred tax recovery		-			679			-			679

Net (loss)income for the period	$	(839	)	$	(303	)	$	(1,047	)	$	(2,885	)

Basic and diluted income (loss) per share	$	(0.02	)	$	(0.01	)	$	(0.03	)	$	(0.09	)
Weighted average number of shares
Outstanding, basic and fully diluted		34,019,482			32,971,365			33,926,815			32,364,550

	Share Capital		Contributed Surplus			Warrants		Accumulated other Comprehensive Income			Deficit			Total
Balance – October 01, 2022 (as restated, refer note 22)	$	103,305	$	8,099		$	4,725	$	6,135		$	(128,971	)	$	(6,707	)
Stock-based compensation		-		536			-		-			-			536
Issue of shares		7,268		-			-		-			-			7,268
Cumulative translation adjustment		-		-			-		178			-			178
Revaluation surplus		-		-			-		1,921			-			1,921
Exercise of options		37		(16	)		-		-			-			21
Net loss for the period		-		-			-		-			(2,885	)		(2,885	)
Balance – March 31, 2023 (as restated)	$	110,610	$	8,619		$	4,725	$	8,234		$	(131,856	)	$	332

Balance – October 01, 2023	$	115,041	$	9,249		$	4,725	$	8,581		$	(130,450	)	$	7,146
Stock-based compensation		-		849			-		-			-			849
Issue of shares		199		-			-		-			-			199
Exercise of options		1,161		(498	)		-		-			-			663
Cumulative translation adjustment		-		-			-		(54	)		-			(54	)
Net loss for the period		-		-			-		-			(1,047	)		(1,047	)
Balance – March 31, 2024	$	116,401	$	9,600		$	4,725	$	8,527		$	(131,497	)	$	7,756

	March 31,			Restated (note 20) March 31,
	2024			2023

Cash and cash equivalents provided by (used in)

Operating activities

Net income(loss) for the period	$	(1,047	)	$	(2,885	)
Items not involving cash:
Depreciation and amortization		590			370
Stock based compensation expense		849			536
Financing costs (note 9)		(41	)		293
Deferred tax recovery		-			(679	)
Cash and cash equivalents provided by (used in) operating activities		351			(2,325	)
Net changes in working capital (note 13)		(1,624	)		(2,723	)
Cash and cash equivalents from (used in) operating activities		(1,273	)		(5,088	)

Investing activities
Purchase of property, plant and equipment		(94	)		(519	)
Change in long-term deposits		(301	)		-
Cash and cash equivalents from (used in) investing activities		(395	)		(519	)

Financing activities
Issuance of shares		-			7,209
Issuance of warrants		-			3,265
Exercise of options (note 11)		180			21
Proceeds from working capital facilities		30,434			16,404
Repayment of working capital facilities		(27,510	)		(16,343	)
Repayment of short-term loans		(702	)		(300	)
Repayment of Regional Relief Recovery Fund		(28	)		(28	)
Repayment of Promissory Note (note 8b)		(507	)		(4,945	)
Lease payments		(186	)		(88	)
Cash and cash equivalents from (used in) financing activities		1,681			5,195

Decrease in cash and cash equivalents		13			(412	)
Effect of movements in exchange rates on cash held		71			339
Cash and cash equivalents, beginning of period		1,032			626
Cash and cash equivalents, end of period		1,116			553

Supplemental cash flow disclosures:
Interest paid		872			884
Options exercised using promissory note		1,161			-

See accompanying notes to unaudited condensed interim consolidated financial statements.

1.	Reporting Entity

	Electrovaya Inc. (the “Company”) is domiciled in Ontario, Canada, and is incorporated under the Business Corporations Act (Ontario). The Company’s registered office is at 6688 Kitimat Road, Mississauga, Ontario, L5N 1P8 Canada. The Company’s common shares trade on the Toronto Stock Exchange and NASDAQ under the symbol ELVA.TO and ELVA respectively. The Company has no immediate or ultimate controlling parent. These unaudited condensed interim consolidated financial statements comprise the Company and its subsidiaries (together referred to as the “Group”). The Group is primarily involved in the design, development and manufacturing of Lithium-Ion batteries, battery systems and battery-related products for energy storage, clean electric transportation, and other specialized applications.

2.	Basis of Presentation

	a)	Statement of Compliance

		These unaudited condensed interim consolidated financial statements have been prepared based on the principles of International Accounting Standard 34, “Interim Financial Reporting” as issued by the International Accounting Standards Board ("IASB"). The unaudited condensed interim consolidated financial statements should be read in conjunction with the Company’s September 30, 2023 audited annual consolidated financial statements and accompanying notes. These unaudited condensed interim consolidated financial statements were authorized for issuance by the Company’s Board of Directors on May 9, 2024.

	b)	Basis of Accounting

		These unaudited condensed interim consolidated financial statements have been prepared on the going concern basis, which contemplates the realization of assets and settlement of liabilities as they fall due in the normal course of business. During the six month period ended March 31, 2024, the Company had cash provided by operations of $351 (March 31, 2023: $(2.3) million), a total of $(1.6) million (March 31, 2023: $(2.7) million) was the result of change in working capital items and a net loss of $(1.0) million (2023: $(2.9) million). The Company’s equity was in surplus of $7.7 million. As of March 31, 2024 the Company had cash and cash equivalents of $1.1 million. The Company is also anticipating the planned construction of its gigafactory in Jamestown, New York (the “Gigafactory”), which will need additional financing. The first phase of construction is expected to take place within the existing 135,000 square foot manufacturing facility for the production of cells and batteries. These material uncertainties raise significant doubt upon the Company's ability to continue as a going concern. In assessing whether the going concern assumption was appropriate, management took into account all relevant information available about the future, which was at least, but not limited to, the twelve-month period following March 31, 2024. The Company and its Board of Directors have implemented various operating and financing strategies, including the following:

		The Company is pursuing equipment financing for its planned Jamestown gigafactory and will only proceed in the event that it closes a government backed debt facility that includes advantageous terms with minimal impacts to operating cash flow and equity dilution. If the Company is unable to secure such financing, it will delay or cancel these expansion plans with limited financial impact as the main investment made thus far is the land and building.. The Company has made improvements to its manufacturing process, equipment, and facilities over the last several months. Furthermore, the Company also anticipates gross margins to improve in fiscal year 2024 due to decreasing costs of key materials including but not limited to cell materials, separators, and other high value items. These anticipated improved margins, when combined with expected overall sales growth should result in improved overall financial performance. Finally, the Company is confident in securing additional working capital from either debt or equity. Since the Company listed on Nasdaq in July 2023, it has further increased liquidity and overall financing capabilities.

	c)	Functional and Presentation Currency

		These consolidated financial statements are presented in U.S. dollars and have been rounded to the nearest thousands, except per share amounts and when otherwise indicated. The functional currency of the Company is the Canadian dollar and the functional currencies of the Company’s subsidiaries include U.S. dollar.

	d)	Use of Judgements and Estimates

		The preparation of the unaudited condensed interim consolidated financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, revenue and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. Information about significant areas of critical judgements in applying accounting policies that have the most significant effect on the amounts recognized in the consolidated financial statements relate to the following (judgements made are disclosed in individual notes throughout the financial statements where relevant): Information about significant areas of estimation uncertainty that have the most significant effect on the amounts recognized in the consolidated financial statements relate to the following (assumptions made are disclosed in individual notes throughout the financial statements where relevant):

	·	Estimates used in determining the net realizable values of inventories, taking into account the most reliable evidence available at each reporting date. The future realization of these inventories may be affected by future technology or other market-driven changes that may reduce future selling prices;

	·	Estimates used in testing non-financial assets for impairment including determination of the recoverable amount of a cash generating unit;

	·	Estimates used in determining the fair value of stock option grants and warrants. These estimates include assumptions about the volatility of the Company’s stock, forfeiture and expected exercise rates.

	·	Property, plant and equipment are depreciated over their estimated useful life.

	·	In determining the carrying amount of right-of-use assets and lease liabilities, the Company is required to estimate the incremental borrowing rate specific to each leased asset or portfolio of leased assets if the interest rate implicit in the lease is not readily determined.

3.	Significant Accounting Policies

	The accounting policies in these unaudited condensed interim consolidated financial statements are the same as those applied in the Company’s consolidated financial statements as at and for the year ended September 30, 2023.

4.	Trade and Other Receivables

		March 31, 2024			September 30, 2023
Trade receivables, gross	$	7,511		$	9,404
Expected credit losses		(117	)		(257	)
Trade receivables		7,394			9,147
Other receivables		1,481			1,464
Trade and other receivables	$	8,875		$	10,611

Current	31_60 Days	61_90 Days	91_120 Days	Over 120 Days	Total
79.62%	13.1%	0.27%	4.98%	2.03%	100.00%
$5,979	$984	$21	$374	$153	$7,511

		March 31		September 30,
		2024		2023
Beginning balance	$	257		$	54
Write off		(178	)		-
Allowance provided/(reversed)		38			203
Ending balance	$	117		$	257

5.	Inventories

	Total inventories on hand as at March 31, 2024 and September 30, 2023 are as follows:

		Property, plant and equipment
	Land & Building	Right of Use Asset	Leasehold Improvement	Production Equipment	Office Furniture and Equipment	Total
Gross carrying amount
Balance October 1, 2023	7,700	3,197	76	1,712	73	$12,758
Additions	-	-	-	88	6	94
Exchange differences	-	-	-	-	-	-
Balance March 31, 2024	7,700	3,197	76	1,800	79	12,852

Depreciation and impairment
Balance October 1, 2023	(419)	(1,127)	(33)	(970)	(60)	(2,609)
Additions	(187)	(229)	(7)	(110)	(3)	(536)
Balance March 31, 2024	(606)	(1,356)	(40)	(1,080)	(63)	(3,145)
Net Book Value – March 31, 2024	$7,094	$1,841	$36	$720	$16	$9,707

		Property, plant and equipment
	Land & Building	Right of Use Asset	Leasehold Improvement	Production Equipment	Office Furniture and Equipment	Total
Gross carrying amount
Balance October 1, 2022	5,105	2,582	39	1,240	56	9,022
Additions	2,595	573	37	452	16	3,673
Exchange differences	-	42	-	20	1	63
Balance September 30, 2023	7,700	3,197	76	1,712	73	12,758

Depreciation and impairment
Balance October 1, 2022	(104)	(710)	(20)	(819)	(55)	(1,708)
Additions	(315)	(406)	(12)	(138)	(4)	(875)
Exchange differences	-	(11)	(1)	(13)	(1)	(26)
Balance September 30, 2023	(419)	(1,127)	(33)	(970)	(60)	(2,609)
Net Book Value – September 30, 2023	7,281	2,070	43	742	13	10,149

7.	Trade and Other Payables

	Trade and Other Payables as at March 31, 2024 and September 30, 2023 are as follows:

	March 31, 2024		September 30, 2023
Trade Payables	$	4,895	$	6,046
Accruals		2,315		1,197
Employee Payables		772		1,186
	$	7,982	$	8,429

	i)	The promissory note was secured by the personal guarantee of Dr. Sankar Das Gupta, CEO and the controlling shareholder of the Company, as well as a pledge of 25,700,000 Common Shares by Dr. Das Gupta in favour of the lender. The Promissory Note was for $4,363 (Cdn $6 million) and carried interest at the greater of a) 10% per annum or b) 7% per annum above the Prime Rate.

		On November 14, 2022, the Company repaid the promissory note in the amount of approximately $4.4 million (Cdn $6 million) via the proceeds of an equity raise. Upon repayment, the pledge of 27,500,000 Common Shares by Dr. Das Gupta on the share certificates was cancelled. On February 16, 2024, the Executive Chairman and Chief Executive Officer both exercised options of Electrovaya Inc. A sum of $507 from the promissory note was utilized to cover part of the options' purchase price. The remaining balance of the promissory note, amounting to $519, was then substituted with a new promissory note on February 28, 2024, carrying a 14% interest rate and maturing on July 31, 2025.

	ii)	On March 31, 2023, the Company purchased 100% of the membership interest in Sustainable Energy Jamestown LLC (‘SEJ”), a New York incorporated company controlled by the majority shareholders of the Company. In return, the Company issued a promissory note for $1.05 million to the members of SEJ, with a term of 365 days bearing interest at 7.5% annually payable at maturity. Interest, recorded for the quarter ended March 31, 2023, is $37.

9.	Short Term Loans

	As of March 31, 2024 and September 30, 2023, short term loans consist of:

	Six months ended March 31, 2024								Six months ended March 31, 2023
	Cash		Non-Cash			Total			Cash		Non-Cash		Total
Working capital facility (note 8(a))	$	898		-			898			780		-		780
Shares issued to lender (note 11(a))		-		30			30			-		30		30
Working capital facility renewal (note 8(a))		250		-			250			-		-		-
Accretion on promissory note (note 8(b))		-		37			37			-		-		-
Interest on VTB		48		30			78			48		10		58
Equity and listing costs		219		-			219			151		-		151
Lease interest (note 10)		181		-			181			184		-		184
Change in fair value of derivative warrants		-		(564	)		(564	)		-		31		31
Shares issued to consultants (note 11(a))		-		169			169			-		-		-
Interest on promissory notes repaid		-		-			-			141		-		141
Accretion on government loans - RRRF		-		27			27			-		29		29
Accretion on government loans – TPC (note 19)		-		231			231			-		193		193
	$	1,595		(41	)		1,554		$	1,304		293		1,597

10.	Lease liability

	As of March 31, 2024 lease liability consists of:

	March 31, 2024		September 30, 2023
Current	$	428	$	389
Non-current		2,113		2,338

Carrying amount – lease liability	$	2,541	$	2,727

	March 31, 2024			March 31, 2023

Interest on lease liabilities	$	181		$	184
Incremental borrowing rate at time of transition		14.00	%		14.00	%
Total cash outflow for the lease	$	367		$	301

Year	Amount
2024	$	467
2025	$	950
2026	$	789
2027	$	745
2028	$	762
2029 and beyond	$	975

	Common Shares
	Number		Amount
Balance, September 30, 2023		33,832,784	$	115,041
Issuance of shares (note (i))		10,024		30
Balance, December 31, 2023		33,842,808		115,071
Issuance of shares (note (ii))		42,157		169
Exercise of options for cash (note 11b)		38,007		180
Exercise of options (note 11b)		211,193		981
Balance, March 31, 2024		34,134,165		116,401

	(i)	Shares issued as extension fee for the revolving facility on December 20, 2023. All terms and conditions were unchanged. In exchange for the extension, the Company issued 10,024 shares at Cdn $3.99 as compensation for Cdn $40K extension fee.

	(ii)	Shares issued as for investor relations consulting; the Company issued 42,157 shares at Cdn $5.43 as compensation.

	Number outstanding			Weighted average exercise price
Outstanding, September 30, and December 31, 2023		4,714,388		$	2.44
Exercised during the quarter		(249,200	)	$	2.65
Expired during the quarter		(16,200	)	$	2.87
Outstanding, March 31, 2024		4,448,988		$	2.42

											Options exercisable
Exercise price							Number Outstanding		Weighted average remaining life (years)		Number exercisable		Weighted average exercise price
$	3.77	(	Cdn	$	5.10	)		8,200		0.1424		8,200	$	3.77
$	2.40	(	Cdn	$	3.25	)		35,499		0.8871		35,499	$	2.40
$	3.36	(	Cdn	$	4.55	)		12,000		1.1362		12,000	$	3.36
$	2.55	(	Cdn	$	3.45	)		42,900		1.5003		42,900	$	2.55
$	2.92	(	Cdn	$	3.95	)		9,600		1.8645		9,600	$	2.92
$	7.87	(	Cdn	$	10.65	)		101,121		2.7488		101,121	$	7.87
$	4.51	(	Cdn	$	6.10	)		10,667		3.3347		10,667	$	4.51
$	1.03	(	Cdn	$	1.40	)		120,066		3.8960		120,066	$	1.03
$	1.11	(	Cdn	$	1.50	)		1,024,000		5.3333		1,024,000	$	1.11
$	2.44	(	Cdn	$	3.30	)		270,268		6.4476		270,268	$	2.44
$	3.69	(	Cdn	$	5.00	)		1,494,667		7.4524		671,337	$	3.69
$	4.25	(	Cdn	$	5.75	)		20,000		7.6632		20,000	$	4.25
$	2.10	(	Cdn	$	2.85	)		298,000		8.2218		171,337	$	2.10
$	3.95	(	Cdn	$	5.35	)		1,002,000		9.0267		41,000	$	3.95
								4,448,988		6.95		2,537,995	$	2.42

	Derivative warrants		Fair Value
Opening Valuation as at September 30, 2023		912,845	$	1,489
Fair value adjustment		-		(563	)
Currency difference		-		(1	)
Closing Valuation as at March 31, 2024		912,845	$	925

	Derivative warrants			Fair Value
Opening Valuation as at November 9, 2022		1,754,344		$	3,259
Warrants exercised in July 2023		(841,499	)		(1,409	)
Fair value adjustment					(361	)
Closing Valuation as at September 30, 2023		912,845		$	1,489

	March 31, 2024		March 31, 2023
Salaries, bonus and other benefits		432		493
Share based compensation		486		705
		918		1,198

		March 31
		2024			2023
Trade and other receivables	$	1,736		$	(730	)
Inventories		(3,004	)		(1,042	)
Prepaid expenses and other		79			(737	)
Trade and other payables		(435	)		(214	)
	$	(1,624	)	$	(2,723	)