8-K
Flux Power Holdings, Inc. (FLUX)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,D.C. 20549
FORM8-K
CURRENTREPORT
Pursuantto Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 13, 2021
FLUXPOWER HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 001-31543 | 86-0931332 |
|---|---|---|
| (State<br> or Other Jurisdiction<br><br> <br>of Incorporation) | (Commission<br><br> <br>File Number) | (IRS<br> Employer<br><br> <br>Identification<br> No.) |
| 2685 S. Melrose Drive, Vista, California | 92081 | |
| --- | --- | |
| (Address<br> of Principal Executive Offices) | (Zip<br> Code) |
877-505-3589
(Registrant’s telephone number, including area code)
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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| [ ] | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement<br> 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<br> of each class | Trading<br> Symbol | Name<br> of each exchange on which registered |
|---|---|---|
| Common<br> Stock, $0.001 par value | FLUX | Nasdaq<br> 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. [ ]
Item2.02 Results of Operations and Financial Condition
On May 13, 2021, Flux Power Holdings, Inc. (the “Company”) issued a press release announcing among other things, limited financial and operational information relating to results for its third quarter ended March 31, 2021 and provided certain forward-looking performance estimates. In addition, the Company will hold a conference call to discuss such results. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The projections constituting the performance estimates included in the release involve risks and uncertainties, the outcome of which cannot be foreseen at this time and, therefore, actual results may vary materially from these forecasts. In this regard, see the information included in the release under the caption “Forward-Looking Statements.”
Item7.01 Regulation FD Disclosure.
The information under Item 2.02 above is incorporated herein by reference.
Theinformation reported under Items 2.02 and 7.01 in this Current Report on Form 8-K, including Exhibit 99.1, is being “furnished”and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ExchangeAct”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filingunder the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item9.01 Financial Statements and Exhibits
| (d) | Exhibits. |
|---|
| Exhibit<br> No. | Exhibit<br>Description |
|---|---|
| 99.1 | Press Release date May 13, 2021 |
| 2 |
| --- |
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.
| Flux Power Holdings, Inc. | ||
|---|---|---|
| a Nevada corporation | ||
| By: | /s/ Ronald F. Dutt | |
| Ronald<br> F. Dutt, Chief Executive Officer | ||
| Dated:<br> May 13, 2021 |
| 3 |
| --- |
Exhibit 99.1
FluxPower Announces Record Quarterly Revenue of $7.0M for Third Quarter of FY 2021; Increase of 38% YOY
InvestorConference Call at 4:30 PM ET
Vista,CA – May 13, 2021 – Flux Power Holdings, Inc. (NASDAQ: FLUX), a developer of advanced lithium-ion industrial batteries for commercial and industrial equipment, today reported financial results for its third quarter of fiscal year 2021 (Q3’21).
FinancialHighlights:
| ● | Q3’21 revenue grew 38% to a record $7.0M compared to Q3’20 revenue of $5.1M. |
|---|---|
| ● | Q3’21 gross margin increased to 24.1% compared to 12.8% in Q3’20. |
StrategicHighlights:
| ● | Achieved<br> 11^th^ consecutive quarter of year-over-year revenue growth. |
|---|---|
| ● | Received<br> initial orders for two major new customers - a global packaging company and a paper & chemicals manufacturer/distributor. |
| ● | Continued<br> progress on increasing gross margins. |
| ● | Launched<br> the next generation M24 lithium-ion battery pack for end riders and center riders, at the ProMatDX material handling<br> tradeshow, with initial orders already received. |
Q3’21Financial Results
Revenue: Q3’21 revenue increased by 38% to $7.0M compared to $5.1M in Q3’20, driven by increases in sales of larger capacity product lines.
GrossProfit: Q3’21 gross profit improved by 158% to $1.7M compared to a gross profit of $649K in Q3’20, principally reflecting higher revenue and reduced material costs through volume purchasing.
Selling& Administrative: Expenses increased to $3.1M in Q3’21 from $2.6M in Q3’20, reflecting increases in personnel related expenses, insurance premiums, and freight expenses.
Research& Development: Expenses remained constant at $1.5M in Q3’21, compared to Q3’20 reflecting continued product development activities and product testing.
NetLoss: Q3’21 net loss decreased to $1.7M from a net loss of $4.0M in Q3’20, principally reflecting increased gross profit, other income due to PPP loan forgiveness, and decreased interest expense.
BalanceSheet: The balance sheet was strengthened during Q3’21 from conversion of all outstanding short-term debt of $2.4M during the quarter, resulting in the elimination of all debt. Further, $1.7M was raised under the ATM (At-the-Market) facility during Q3’21.
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FiscalYear 2021 Outlook
We anticipate that new customer acquisition will continue, supplementing continued orders from existing customers, with additional opportunities facilitated by the next generation M24 lithium-ion battery pack for the high-volume end rider segment. The airport ground support equipment business is experiencing a resurgence following the COVID-19 impact.
We believe Flux Power is in a strong place to continue expansion to meet the demand for lithium-ion battery packs. However, supply chain challenges, both for semi-conductors, raw materials, and generic issues in ocean freight, present a risk to this growth, despite mitigation plans in place.
“We are excited by the initial customer reception of our next-generation M24 lithium-ion battery pack for the end rider and center rider market, which is a high-volume forklift sector,” CEO Ron Dutt added. “We believe it’s a great addition to our full product lineup which provides a high value proposition to our customers with large material handling fleets.”
ConferenceCall
Management will hold a conference call today starting at 4:30 PM ET. Investors and analysts interested in joining the call are invited to dial (833) 428-8374 or (270) 240-0543. The conference ID is 7359227. A recording of the conference call will be uploaded to the Flux Power website once it is available.
AboutFlux Power Holdings, Inc. (www.fluxpower.com)
Flux Power designs, develops, manufactures, and sells advanced lithium-ion energy storage solutions for lift trucks, airport ground support equipment (GSE), stationary energy storage, and other industrial and commercial applications. Flux Power’s “LiFT Pack” battery packs, including its proprietary battery management system (BMS), provide its customers with a better performing, higher value, and more environmentally friendly alternative as compared to traditional lead acid and propane-based solutions.
CautionaryStatement Regarding Forward-Looking Statements
Thisrelease contains projections and other "forward-looking statements" relating to Flux Power’s business, that are oftenidentified using "believes," "expects" or similar expressions. Forward-looking statements involve several estimates,assumptions, risks, and other uncertainties that may cause actual results to be materially different from those anticipated, believed,estimated, expected, etc. Such forward-looking statements include impact of COVID-19 on Flux Power’s business, results andfinancial condition; Flux Power’s ability to obtain raw materials and other supplies for its products at competitive prices andon a timely basis, particularly in light of the potential impact of the COVID-19 pandemic on its suppliers and supply chain; the developmentand success of new products, projected sales, Flux Power’s ability to timely obtain UL Listing for its products, Flux Power’sability to fund its operations, distribution partnerships and business opportunities and the uncertainties of customer acceptance andpurchase of current and new products. Actual results could differ from those projected due to numerous factors and uncertainties. AlthoughFlux Power believes that the expectations, opinions, projections, and comments reflected in these forward-looking statements are reasonable,they can give no assurance that such statements will prove to be correct, and that the Flux Power’s actual results of operations,financial condition and performance will not differ materially from the results of operations, financial condition and performancereflected or implied by these forward-looking statements. Undue reliance should not be placed on the forward-looking statementsand Investors should refer to the risk factors outlined in our Form 10-K, 10-Q and other reports filed with the SEC and available atwww.sec.gov/edgar. These forward-looking statements are made as of the date of this news release, and Flux Power assumes no obligationto update these statements or the reasons why actual results could differ from those projected.
Flux, Flux Power, and associated logos are trademarks of Flux Power Holdings, Inc. All other third-party brands, products, trademarks, or registered marks are the property of and used to identify the products or services of their respective owners.
Followus at:
| Blog: | Flux<br> Power Blog |
|---|---|
| News | Flux<br> Power News |
| Twitter: | @FLUXpwr |
| LinkedIn: | Flux<br> Power |
Media& Investor Relations:
Justin Forbes
877-505-3589
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FLUXPOWER HOLDINGS, INC.
CONDENSEDCONSOLIDATED BALANCE SHEETS
| June 30,<br> <br>2020 | |||||
|---|---|---|---|---|---|
| ASSETS | |||||
| Current assets: | |||||
| Cash | 2,432,000 | $ | 726,000 | ||
| Accounts receivable | 4,864,000 | 3,069,000 | |||
| Inventories | 8,611,000 | 5,256,000 | |||
| Other current assets | 780,000 | 787,000 | |||
| Total current assets | 16,687,000 | 9,838,000 | |||
| Right of use asset | 3,138,000 | 3,435,000 | |||
| Other assets | 132,000 | 174,000 | |||
| Property, plant and equipment, net | 1,044,000 | 528,000 | |||
| Total assets | 21,001,000 | $ | 13,975,000 | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||
| Current liabilities: | |||||
| Accounts payable | 6,050,000 | $ | 4,648,000 | ||
| Accrued expenses | 1,750,000 | 1,400,000 | |||
| Deferred revenue | 115,000 | 4,000 | |||
| Customer deposits | 155,000 | 1,563,000 | |||
| Due to Factor | - | 469,000 | |||
| Short-term loans – related party | - | 2,057,000 | |||
| Line of credit - related party | - | 5,290,000 | |||
| Financing lease payable | - | 28,000 | |||
| Office lease payable, current portion | 419,000 | 288,000 | |||
| Accrued interest | 3,000 | 50,000 | |||
| Total current liabilities | 8,492,000 | 15,797,000 | |||
| Long term liabilities: | |||||
| Paycheck Protection Program loan payable | - | 1,297,000 | |||
| Office lease payable, less current portion | 2,979,000 | 3,301,000 | |||
| Total liabilities | 11,471,000 | 20,395,000 | |||
| Stockholders’ equity (deficit): | |||||
| Preferred stock, 0.001 par value; 500,000 shares authorized; none issued and outstanding | - | - | |||
| Common stock, 0.001 par value; 30,000,000 shares authorized; 13,003,795 and 7,420,487 shares issued and outstanding at March 31, 2021 and June 30, 2020, respectively | 13,000 | 7,000 | |||
| Additional paid-in capital | 72,002,000 | 46,985,000 | |||
| Accumulated deficit | (62,485,000 | ) | (53,412,000 | ) | |
| Total stockholders’ equity (deficit) | 9,530,000 | (6,420,000 | ) | ||
| Total liabilities and stockholders’ equity (deficit) | 21,001,000 | $ | 13,975,000 |
All values are in US Dollars.
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FLUXPOWER HOLDINGS, INC.
CONDENSEDCONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| Three Months Ended<br> <br>March 31, | Nine Months Ended<br> <br>March 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||||||
| Revenues | $ | 6,964,000 | $ | 5,051,000 | $ | 17,932,000 | $ | 10,585,000 | ||||
| Cost of sales | 5,287,000 | 4,402,000 | 13,893,000 | 9,494,000 | ||||||||
| Gross profit | 1,677,000 | 649,000 | 4,039,000 | 1,091,000 | ||||||||
| Operating expenses: | ||||||||||||
| Selling and administrative expenses | 3,122,000 | 2,584,000 | 9,177,000 | 7,075,000 | ||||||||
| Research and development | 1,523,000 | 1,527,000 | 4,624,000 | 3,888,000 | ||||||||
| Total operating expenses | 4,645,000 | 4,111,000 | 13,801,000 | 10,963,000 | ||||||||
| Operating loss | (2,968,000 | ) | (3,462,000 | ) | (9,762,000 | ) | (9,872,000 | ) | ||||
| Other income | 1,307,000 | - | 1,307,000 | - | ||||||||
| Interest expense | (64,000 | ) | (503,000 | ) | (618,000 | ) | (1,214,000 | ) | ||||
| Net loss | $ | (1,725,000 | ) | $ | (3,965,000 | ) | $ | (9,073,000 | ) | $ | (11,086,000 | ) |
| Net loss per share - basic and diluted | $ | (0.14 | ) | $ | (0.78 | ) | $ | (0.80 | ) | $ | (2.17 | ) |
| Weighted average number of common shares outstanding - basic and diluted | 12,499,870 | 5,107,845 | 11,300,229 | 5,105,982 |
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