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8-K

Flux Power Holdings, Inc. (FLUX)

8-K 2025-03-20 For: 2025-03-20
View Original
Added on April 11, 2026

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): March 20, 2025

FLUX

POWER HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada 001-31543 92-3550089
(State<br> or Other Jurisdiction<br><br> <br>of<br> Incorporation) (Commission<br><br> <br>File<br> 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 March 20, 2025, the Company issued a press release announcing, among other things, limited financial and operational information for its first and second quarters ended September 30, 2024 and December 31, 2024, respectively, and provided certain forward-looking performance estimates. In addition, the Company will hold a conference call on March 20, 2025 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 press 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 press release under the caption “Forward-Looking Statements.”

Item7.01 Regulation FD Disclosure.

The information under Items 2.02 of this Current Report on Form 8-K is incorporated by reference in this Item 7.01.

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 “Exchange Act”)or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the SecuritiesAct of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item9.01 Financial Statements and Exhibits.

ExhibitIndex

Exhibit Exhibit<br> Description
99.1 Press Release dated March 20, 2025
104 Cover<br> 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.

Flux<br> Power Holdings, Inc.
a<br> Nevada corporation
By: /s/ Krishna Vanka
Krishna<br> Vanka
Chief<br> Executive Officer
Dated:<br> March 20, 2025

Exhibit99.1


FluxPower Reports Fiscal Year 2025 First and Second Quarter Financial Results


Revenueand Gross Margin Growth Driven by Continued Demand Across Innovative Product Portfolio

Vista,CA — March 20, 2025 — Flux Power Holdings, Inc. (NASDAQ: FLUX), a developer of advanced lithium-ion energy storage solutions for electrification of commercial and industrial equipment, has reported its financial and operational results for the first fiscal quarter ended September 30, 2024, and the second fiscal quarter ended December 31, 2024.


KeyFinancial and Operational Highlights and Business Updates


($<br> millions) Q1<br> Comparison Q2<br> Comparison
Q1<br> 2025 Q1 2024<br> <br>(Restated) Change YoY %<br> Change YoY Q2<br> 2025 Q2 2024<br> <br>(Restated) Change QoQ %<br> Change QoQ
Revenue $ 16.1 $ 14.8 9 % $ 16.8 $ 18.2 ( ) (8 %)
Gross<br> Profit $ 5.2 $ 4.2 23 % $ 5.5 $ 5.4 2 %
Gross<br> Margin 32 % 29 % 370BPS 33 % 30 % 290BPS
Adjusted<br> EBITDA ($ 0.6 ) ($ 1.2 ) 51 % ($ 1.0 ) $ 0.2 ( ) (556 %)

All values are in US Dollars.


CEOCommentary


“The first half of FY 2025 was highlighted by sequential revenue and gross margin growth, driven by enhanced sales strategies, better market conditions and growing demand for our innovative suite of products,” said Krishna Vanka, Flux Power’s CEO. “Although we have experienced some recent lumpiness in orders, we expect our momentum to continue as indications reflect potential increasing order flow for the coming quarters. Even more, we maintain a positive long-term outlook, supported by an open order backlog of $19.5 million as of February 28, 2025.

“Gross margins have steadily improved over the last several quarters, increasing from 27% in Q4 FY 2024, to 32% in Q1 FY 2025, and 33% in Q2 FY 2025. Cost reductions and price increases have contributed to this gross margin growth, combined with a focus on strategic supply chain and profitability improvement initiatives, lower costs and higher volume purchasing.”

Key1H 2025 Takeaways:


Certain delays of customer orders stretched beyond the second quarter ending December 31, 2024
Delays<br> linked to forklift deferrals as a result of higher interest rates
--- ---
No<br> known lost customers nor lost orders to competition
Underlying<br> demand remains strong due to continued Lithium adoption by customers
Actions supporting targeted sales trajectory
--- ---

Launched<br> new Private Label program for a second top 10 Forklift original equipment manufacturer (OEM),<br> as highlighted below
New<br> product launches of heavy-duty models addressing customer demand
Adding<br> salespeople to support customer demand and expanded coverage
Increasing<br> marketing resources and initiatives
Actions supporting increased gross margins
--- ---

Focus<br> on supply chain management and reduced component costs through increased supplier competition
Select<br> pricing increases reflecting our “total value add” to products/customers
Continued progress to expand technology, innovation, and partnerships
--- ---

Telemetry<br> features offered for customer asset management, including recurring revenue
New<br> partnership aimed at enhancing the recycling process for end-of-life lithium-ion batteries<br> with the largest critical battery components recycling company in the U.S.
Development<br> of machine learning and AI features for product support of large fleets
Automation<br> of modularizing battery cells to launch this summer
Key management changes:
--- ---

As<br> part of our long-term succession plan, Krishna Vanka replaced Ron Dutt, whose retirement<br> was previously announced, as CEO. Mr. Vanka most recently held the position as CEO of Fluence<br> Digital, a part of Fluence Energy, a global market leader in energy storage. At Fluence Digital,<br> he was responsible for scalable growth, full P&L, general management, strategic leadership<br> and operational excellence of the company’s recurring revenue businesses, including<br> all of its BESS (battery energy storage solutions) and professional services.
Kelly<br> Frey appointed Chief Revenue Officer, bringing over 20 years of notable experience as a sales<br> and marketing leader, including strategic roles at organizations ranging from startups to<br> Fortune 100 companies.
Other developments:
--- ---

Announced<br> a strategic partnership with one of the top forklift OEMs to launch a new private label battery<br> program. This collaboration marks a significant milestone for Flux Power’s S-Series<br> line, which now includes products with the coveted UL Type EE certification, which provides<br> added safety and durability capability.

CEOCommentary Continued:

“We have built a strong foundation, and have the strategy in place, to support revenue growth to fuel our path to profitability. Fortune 500 companies and other large fleets are increasingly looking to electrify with lower cost and higher performance lithium-ion battery packs that also support sustainability – and Flux is ideally positioned to meet their needs. With these market drivers, combined with stabilizing interest rates and the end of election uncertainty, we anticipate year-over year revenue growth in fiscal year 2025.

“Additional initiatives to support growth include expanding our product lines for multiple customer segments, adjacent markets and filling gaps in energy storage offerings. In the coming months we also plan additional heavy duty models to fill a product line gap. We remain excited about our telemetry product, which includes asset management features that offer true value creation to our fleet customers. We continue to focus on meeting the evolving demands of our customers with new and innovative solutions as well as by enhancing our current products and capabilities, with nearly $2.3million in first half FY 2025 revenue coming from six new customers.

“To further emphasize our commitment to innovation and excellence in the material handling industry, we recently partnered with one of the top forklift OEMs to launch a new private label battery program. We also partnered with the largest critical battery components recycling company in the U.S. to enhance the recycling process for end-of-life lithium-ion batteries. Through this collaboration, our recycling partner has commenced recycling these cells and modules, marking a major milestone in our sustainability efforts. We will continue to identify and build partnerships like these, demonstrating flexibility and creativity to enhance customer relationships and drive sustainability.

“We also made two important additions to our team with the appointment of Kelly Frey as Chief Revenue Officer and Mark Barmettler as our new Senior Head of Engineering. Kelly brings over 20 years of experience as a sales and marketing leader, including roles ranging from startups to Fortune 100 companies. Kelly is focused on elevating our revenue generation, expanding relationship sales, expanding our market reach, and improving customer retention, playing a key leadership role in maximizing revenue potential and sustaining long-term growth. Mark brings over 10 years in engineering leadership roles covering telecommunications and test equipment incorporating firmware, software, and cloud solutions. Mark will be addressing new product innovation, cost reductions, and telemetry.

“Taken together, we believe we are well positioned to achieve sustainable positive cash flow this calendar year with a focused strategy and innovative product set. We look forward to providing further updates in the months to come as we return to a regular cadence of financial and operational reporting for our shareholders,” Vanka concluded.

QuarterlyOrders and Shipments:


Thebacklog status is a point in time measure but in total reflects the underlying pacing of orders:


Fiscal<br> Quarter Ended Beginning<br> Backlog New<br> Orders Shipments EndingBacklog
September<br> 30, 2023 $ 28,393,000 $ 8,102,000 $ 14,787,000 $ 21,708,000
December<br> 31, 2023 $ 21,708,000 $ 26,552,000 $ 18,203,000 $ 30,057,000
March<br> 31, 2024 $ 30,057,000 $ 4,030,000 $ 14,457,000 $ 19,630,000
June<br> 30, 2024 $ 19,630,000 $ 11,614,000 $ 13,377,000 $ 17,867,000
September<br> 30, 2024 $ 17,867,000 $ 19,451,000 $ 16,125,000 $ 21,193,000
December<br> 31, 2024 $ 21,193,000 $ 13,116,000 $ 16,830,000 $ 17,479,000

Asof February 28, 2025, order backlog was approximately $19.5 million.


Q1’25Financial Results


Revenuefor the fiscal first quarter of 2025 was $16.1 million, an increase of 9% compared to $14.8 million in the fiscal first quarter of 2024, primarily driven by an increase in shipments into the Ground Support Equipment market at higher average selling prices compared to the same period in the prior year. This was partially offset by a reduction in shipments to the Material Handling market. Revenue in the immediately preceding fiscal Q4 2024 was $13.4 million.

GrossProfit for the first fiscal quarter of 2025 increased 23% to $5.2 million compared to gross profit of $4.2 million in the fiscal first quarter of 2024. Gross margin increased to 32% in the fiscal first quarter of 2025 as compared to 29% in the fiscal first quarter of 2024. Gross profit margin increased by 370 basis points driven by an increase in average selling prices partially offset by an increase in warranty costs.

AdjustedEBITDA was a loss of $0.6 million in the fiscal first quarter of 2025 as compared to a loss of $1.2 million in the fiscal first quarter of 2024.

Selling& Administrative expenses increased to $5.1 million in the fiscal first quarter of 2025 as compared to $4.7 million in fiscal first quarter of 2024, primarily attributable to stock-based compensation and professional services associated with the restatement of previously issued financial statements.

Research& Development expenses were flat at $1.3 million in both first fiscal quarters of 2025 and 2024.

NetLoss for the first fiscal quarter of 2025 was $1.7 million, compared to a loss of $2.2 million in the first fiscal quarter of 2024, primarily attributable to increased gross profit, which was partially offset by increases in operating expenses and interest expense.

Q2’25Financial Results


Revenuefor the second fiscal quarter of 2025 decreased 8% to $16.8 million compared to $18.2 million in the second fiscal quarter of 2024, driven by lower demand in the material handling market and lower average selling prices due to product mix.

GrossProfit for the second fiscal quarter of 2025 increased 2% to $5.5 million compared to a gross profit of $5.4 million in the second fiscal quarter of 2024. Gross margin increased to 33% in the second fiscal quarter of 2025 as compared to 30% in the second fiscal quarter of 2024. Gross profit margin increased by 290 basis points as a result of a decrease in average costs partially offset by an increase in warranty costs.

AdjustedEBITDA was a loss of $1.0 million in the fiscal second quarter of 2025 as compared to a gain of $0.2 million in the fiscal second quarter of 2024.

Selling& Administrative expenses increased to $6.0 million in the second fiscal quarter of 2025 as compared to $4.6 million in second fiscal quarter of 2024, primarily attributable to variable incentive compensation, severance, and professional fees associated with the multi-year restatement of previously filed financial statements.

Research& Development expenses decreased to $1.0 million in the second fiscal quarter of 2025 compared to $1.2 million in the second fiscal quarter of 2024, mainly driven by lower salaries and stock based compensation.

NetLoss for the second fiscal quarter of 2025 was $1.9 million, compared to a loss of $0.9 million in the second fiscal quarter of 2024, primarily attributable to an increase in operating expenses.

Cashwas $0.9 million on December 31, 2024, as compared to $0.6 million at June 30, 2024, reflecting changes in working capital management. Available working capital includes: our line of credit as of December 31, 2024, under our $16.0 million credit facility from Gibraltar Business Capital (“Gibraltar”), with a remaining available balance of $6.3 million subject to borrowing base limitations and satisfaction of certain financial covenants; and $1.0 million available under the subordinated line of credit with Cleveland Capital. Our credit line with Gibraltar, subject to eligible accounts receivables and inventory borrowing base, provides for expansion up to $20 million.

First& Second Quarter Fiscal Year 2025 Results Conference Call


Flux Power CEO Krishna Vanka, Senior Advisor and former CEO Ron Dutt, and CFO Kevin Royal will host a conference call, followed by a question-and-answer session. The conference call will be accompanied by a presentation, which can be viewed during the webcast or accessed via the investor relations section of the Company’s website here.

To access the call, please use the following information:

Date: March<br> 20, 2025
Time: 4:30<br> p.m. Eastern Time, 1:30 p.m. Pacific Time
Toll-free<br> dial-in number: 1-877-407-4018
International<br> dial-in number: 1-201-689-8471
Conference<br> ID: 13751845

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact MZ Group at 1-949-491-8235.

The conference call will be broadcast live and available for replay at https://viavid.webcasts.com/starthere.jsp?ei=1708568&tp_key=02a5eca95e and via the investor relations section of the Company’s website here.

A replay of the webcast will be available after 7:30 p.m. Eastern Time through June 13, 2025.

Toll-free<br> replay number: 1-844-512-2921
International<br> replay number: 1-412-317-6671
Replay<br> ID: 13751845

Noteabout Non-GAAP Financial Measures


A non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with accounting principles generally accepted in the United States of America, or GAAP. Non-GAAP measures are not in accordance with, nor are they a substitute for, GAAP measures. Other companies may use different non-GAAP measures and presentation of results.

In addition to financial results presented in accordance with GAAP, this press release presents adjusted EBITDA, which is a non-GAAP measure. Adjusted EBITDA is determined by taking net loss and adding interest, taxes, depreciation, amortization, and stock-based compensation expenses. The company believes that this non-GAAP measure, viewed in addition to and not in lieu of net loss, provides additional information to investors by providing a more focused measure of operating results. This metric is an integral part of the Company’s internal reporting to evaluate its operations and the performance of senior management. A reconciliation of adjusted EBITDA to net loss, the most comparable GAAP measure, is available in the accompanying financial tables below. The non-GAAP measure presented herein may not be comparable to similarly titled measures presented by other companies.

US-GAAPNET INCOME (LOSS) TO ADJUSTED EBITDA RECONCILIATION

(Unaudited)

Three<br> months ended September 30,
2024 2023
Net<br> loss $ (1,669,000 ) $ (2,188,000 )
Add/Subtract:
Interest,<br> net 457,000 403,000
Income<br> tax provision - -
Depreciation<br> and amortization 252,000 261,000
EBITDA (960,000 ) (1,524,000 )
Add/Subtract:
Stock-based<br> compensation 347,000 276,000
Adjusted<br> EBITDA $ (613,000 ) $ (1,248,000 )

US-GAAPNET INCOME (LOSS) TO ADJUSTED EBITDA RECONCILIATION

(Unaudited)

Three<br> months ended December 31, Six<br> months ended December 31,
2024 2023 2024 2023
Net<br> loss $ (1,887,000 ) $ (896,000 ) $ (3,556,000 ) $ (3,084,000 )
Add/Subtract:
Interest,<br> net 408,000 449,000 865,000 852,000
Income<br> tax provision - - - -
Depreciation<br> and amortization 250,000 262,000 502,000 523,000
EBITDA (1,229,000 ) (185,000 ) (2,189,000 ) (1,709,000 )
Add/Subtract:
Stock-based<br> compensation 278,000 394,000 625,000 670,000
Adjusted<br> EBITDA $ (951,000 ) $ 209,000 $ (1,564,000 ) $ (1,039,000 )

AboutFlux Power Holdings, Inc.

Flux Power (NASDAQ: FLUX) designs, manufactures, and sells advanced lithium-ion energy storage solutions for electrification of a range of industrial and commercial sectors including material handling, airport ground support equipment (GSE), and stationary energy storage. Flux Power’s lithium-ion battery packs, including the proprietary battery management system (BMS) and telemetry, provide customers with a better performing, lower cost of ownership, and more environmentally friendly alternative, in many instances, to traditional lead acid and propane-based solutions. Lithium-ion battery packs reduce CO2 emissions and help improve sustainability and ESG metrics for fleets. For more information, please visit www.fluxpower.com.

Forward-LookingStatements

This release contains projections and other “forward-looking statements” relating to Flux Power’s business, that are often identified 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. Accordingly, statements are not guarantees of future results. Some of the important factors that could cause Flux Power’s actual results to differ materially from those projected in any such forward-looking statements include, but are not limited to: risks and uncertainties, related to Flux Power’s business, results and financial condition; plans and expectations with respect to access to capital and outstanding indebtedness; Flux Power’s ability to comply with the terms of the existing credit facilities to obtain the necessary capital from such credit facilities; Flux Power’s ability to raise capital; Flux Power’s ability to continue as a going concern. Flux Power’s ability to obtain raw materials and other supplies for its products at competitive prices and on a timely basis the development and success of new products, projected sales, cancellation of purchase orders, deferral of shipments, Flux Power’s ability to improve its gross margins, or achieve breakeven cash flow or profitability, Flux Power’s ability to fulfill backlog orders or realize profit from the contracts reflected in backlog sale; Flux Power’s ability to fulfill backlog orders due to changes in orders reflected in backlog sales, Flux Power’s ability to obtain the necessary funds under the credit facilities, Flux Power’s ability to timely obtain UL Listing for its products, Flux Power’s ability to fund its operations, distribution partnerships and business opportunities and the uncertainties of customer acceptance and purchase of current and new products, and changes in pricing. Actual results could differ from those projected due to numerous factors and uncertainties. Although Flux 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 performance reflected or implied by these forward-‎looking statements. Undue reliance should not be placed on the forward-looking statements and Investors should refer to the risk factors outlined in our Form 10-K, 10-Q and other reports filed with the SEC and available at www.sec.gov/edgar. These forward-looking statements are made as of the date of this news release, and Flux Power assumes no obligation to 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 Power Blog

News Flux Power News

Twitter: @FLUXpwr

LinkedIn: Flux Power


Contacts

Media& Investor Relations:

media@fluxpower.com

info@fluxpower.com

ExternalInvestor Relations:

Chris Tyson**,** Executive Vice President

MZ Group - MZ North America

949-491-8235

FLUX@mzgroup.us

www.mzgroup.us



FLUXPOWER HOLDINGS, INC.

CONDENSEDCONSOLIDATED BALANCE SHEETS

(Unaudited)


June<br> 30,
2024
ASSETS
Current<br> assets:
Cash 559,000 $ 643,000
Accounts<br> receivable, net of allowance for credit losses 9,948,000 9,773,000
Inventories,<br> net 15,342,000 16,977,000
Other<br> current assets 1,001,000 945,000
Total<br> current assets 26,850,000 28,338,000
Right<br> of use assets 1,897,000 2,096,000
Property,<br> plant and equipment, net 1,734,000 1,749,000
Other<br> assets 118,000 118,000
Total<br> assets 30,599,000 $ 32,301,000
LIABILITIES<br> AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current<br> liabilities:
Accounts<br> payable 11,215,000 $ 11,395,000
Accrued<br> expenses 4,848,000 3,926,000
Line<br> of credit 12,041,000 13,834,000
Subordinated<br> debt 1,000,000
Deferred<br> revenue 333,000 485,000
Customer<br> deposits 34,000 18,000
Finance<br> leases payable, current portion 160,000 156,000
Office<br> leases payable, current portion 758,000 734,000
Accrued<br> interest 145,000 126,000
Total<br> current liabilities 30,534,000 30,674,000
Long<br> term liabilities:
Finance<br> leases payable, less current portion 71,000 112,000
Office<br> leases payable, less current portion 1,122,000 1,321,000
Total<br> liabilities 31,727,000 32,107,000
Stockholders’<br> equity (deficit):
Preferred<br> stock, 0.001 par value; 500,000 shares authorized; none issued and outstanding
Common<br> stock, 0.001 par value; 30,000,000 shares authorized; 16,682,465 shares issued and outstanding at September 30, 2024 and June 30,<br> 2024 17,000 17,000
Additional<br> paid-in capital 100,236,000 99,889,000
Accumulated<br> deficit (101,381,000 ) (99,712,000 )
Total<br> stockholders’ equity (deficit) (1,128,000 ) 194,000
Total<br> liabilities and stockholders’ equity (deficit) 30,599,000 $ 32,301,000

All values are in US Dollars.

FLUXPOWER HOLDINGS, INC.

CONDENSEDCONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


Three<br> months ended September 30,
2024 2023
Revenues $ 16,125,000 $ 14,787,000
Cost<br> of sales 10,907,000 10,552,000
Gross<br> profit 5,218,000 4,235,000
Operating<br> expenses:
Selling<br> and administrative 5,115,000 4,725,000
Research<br> and development 1,315,000 1,295,000
Total<br> operating expenses 6,430,000 6,020,000
Operating<br> loss (1,212,000 ) (1,785,000 )
Interest<br> income (expense), net (457,000 ) (403,000 )
Net<br> loss $ (1,669,000 ) $ (2,188,000 )
Net<br> loss per share - basic and diluted $ (0.10 ) $ (0.13 )
Weighted<br> average number of common shares outstanding - basic and diluted 16,682,465 16,474,754


FLUXPOWER HOLDINGS, INC.

CONDENSEDCONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


Three<br> months ended September 30,
2024 2023
Cash<br> flows from operating activities:
Net<br> loss $ (1,669,000 ) $ (2,188,000 )
Adjustments<br> to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation 252,000 261,000
Stock-based<br> compensation 347,000 276,000
Amortization<br> of debt issuance costs 41,000 81,000
Non-cash<br> lease expense 160,000 146,000
Inventory<br> write downs 134,000 113,000
Changes<br> in operating assets and liabilities:
Accounts<br> receivable (297,000 ) (2,040,000 )
Inventories 1,501,000 (546,000 )
Other<br> assets (97,000 ) (215,000 )
Accounts<br> payable (58,000 ) 330,000
Accrued<br> expenses 922,000 601,000
Accrued<br> interest 19,000 100,000
Office<br> leases payable (175,000 ) (152,000 )
Deferred<br> revenue (152,000 ) 205,000
Customer<br> deposits 16,000 (65,000 )
Net<br> cash provided by (used in) operating activities 944,000 (3,093,000 )
Cash<br> flows from investing activities:
Purchases<br> of equipment (198,000 ) (181,000 )
Net<br> cash used in investing activities (198,000 ) (181,000 )
Cash<br> flows from financing activities:
Proceeds<br> from subordinated debt borrowing 1,000,000
Proceeds<br> from revolving line of credit 13,755,000 18,055,000
Payment<br> of revolving line of credit (15,548,000 ) (15,981,000 )
Payment<br> of finance leases (37,000 ) (40,000 )
Net<br> cash provided by (used in) financing activities (830,000 ) 2,034,000
Net<br> change in cash (84,000 ) (1,240,000 )
Cash,<br> beginning of period 643,000 2,379,000
Cash,<br> end of period $ 559,000 $ 1,139,000
Supplemental<br> cash flow information:
Interest<br> paid $ 368,000 $ 223,000


FLUXPOWER HOLDINGS, INC.

CONDENSEDCONSOLIDATED BALANCE SHEETS

(Unaudited)


June<br> 30,
2024
ASSETS
Current<br> assets:
Cash 883,000 $ 643,000
Accounts<br> receivable, net of allowance for credit losses 8,462,000 9,773,000
Inventories,<br> net 15,323,000 16,977,000
Other<br> current assets 838,000 945,000
Total<br> current assets 25,506,000 28,338,000
Right<br> of use assets 1,694,000 2,096,000
Property,<br> plant and equipment, net 1,641,000 1,749,000
Other<br> assets 118,000 118,000
Total<br> assets 28,959,000 $ 32,301,000
LIABILITIES<br> AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current<br> liabilities:
Accounts<br> payable 13,034,000 $ 11,395,000
Accrued<br> expenses 5,086,000 3,926,000
Line<br> of credit 9,693,000 13,834,000
Subordinated<br> debt 1,000,000
Deferred<br> revenue 653,000 485,000
Customer<br> deposits 170,000 18,000
Finance<br> leases payable, current portion 146,000 156,000
Office<br> leases payable, current portion 783,000 734,000
Accrued<br> interest 170,000 126,000
Total<br> current liabilities 30,735,000 30,674,000
Long<br> term liabilities:
Finance<br> leases payable, less current portion 46,000 112,000
Office<br> leases payable, less current portion 915,000 1,321,000
Total<br> liabilities 31,696,000 32,107,000
Stockholders’<br> equity (deficit):
Preferred<br> stock, 0.001 par value; 500,000 shares authorized; none issued and outstanding
Common<br> stock, 0.001 par value; 30,000,000 shares authorized; 16,682,465 shares issued and outstanding at December 31, 2024 and June 30,<br> 2024 17,000 17,000
Additional<br> paid-in capital 100,514,000 99,889,000
Accumulated<br> deficit (103,268,000 ) (99,712,000 )
Total<br> stockholders’ equity (deficit) (2,737,000 ) 194,000
Total<br> liabilities and stockholders’ equity (deficit) 28,959,000 $ 32,301,000

All values are in US Dollars.



FLUXPOWER HOLDINGS, INC.

CONDENSEDCONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


Three<br> months ended December 31, Six<br> months ended December 31,
2024 2023 2024 2023
Revenues $ 16,830,000 $ 18,203,000 $ 32,955,000 $ 32,990,000
Cost<br> of sales 11,367,000 12,822,000 22,274,000 23,374,000
Gross<br> profit 5,463,000 5,381,000 10,681,000 9,616,000
Operating<br> expenses:
Selling<br> and administrative 5,985,000 4,593,000 11,100,000 9,318,000
Research<br> and development 957,000 1,235,000 2,272,000 2,530,000
Total<br> operating expenses 6,942,000 5,828,000 13,372,000 11,848,000
Operating<br> loss (1,479,000 ) (447,000 ) (2,691,000 ) (2,232,000 )
Interest<br> income (expense), net (408,000 ) (449,000 ) (865,000 ) (852,000 )
Net<br> loss $ (1,887,000 ) $ (896,000 ) $ (3,556,000 ) $ (3,084,000 )
Net<br> loss per share - basic and diluted $ (0.11 ) $ (0.06 ) $ (0.21 ) $ (0.19 )
Weighted<br> average number of common shares outstanding - basic and diluted 16,682,465 16,516,700 16,682,465 16,495,727

FLUXPOWER HOLDINGS, INC.

CONDENSEDCONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


Six<br> months ended December 31,
2024 2023
Cash<br> flows from operating activities:
Net<br> loss $ (3,556,000 ) $ (3,084,000 )
Adjustments<br> to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation 502,000 523,000
Stock-based<br> compensation 625,000 670,000
Amortization<br> of debt issuance costs 83,000 134,000
Non-cash<br> lease expense 325,000 296,000
Inventory<br> write downs 406,000 233,000
Changes<br> in operating assets and liabilities:
Accounts<br> receivable 1,189,000 (3,926,000 )
Inventories 1,248,000 371,000
Other<br> assets 24,000 (65,000 )
Accounts<br> payable 1,761,000 489,000
Accrued<br> expenses 1,160,000 169,000
Accrued<br> interest 44,000 128,000
Office<br> leases payable (357,000 ) (312,000 )
Deferred<br> revenue 168,000 179,000
Customer<br> deposits 152,000 150,000
Net<br> cash provided by (used in) operating activities 3,774,000 (4,045,000 )
Cash<br> flows from investing activities:
Purchases<br> of equipment (317,000 ) (338,000 )
Net<br> cash used in investing activities (317,000 ) (338,000 )
Cash<br> flows from financing activities:
Proceeds<br> from subordinated debt borrowing 1,000,000
Proceeds<br> from revolving line of credit 30,051,000 35,868,000
Payment<br> of revolving line of credit (34,192,000 ) (32,205,000 )
Payment<br> of finance leases (76,000 ) (75,000 )
Net<br> cash provided by (used in) financing activities (3,217,000 ) 3,588,000
Net<br> change in cash 240,000 (795,000 )
Cash,<br> beginning of period 643,000 2,379,000
Cash,<br> end of period $ 883,000 $ 1,584,000
Supplemental<br> Disclosures of Non-Cash Investing and Financing Activities:
Warrants<br> issued in connection with borrowing agreement, recorded as debt issuance cost $ - $ 92,000
Supplemental<br> cash flow information:
Interest<br> paid $ 684,000 $ 605,000