10-Q: Flux Power Holdings Reports Q2 2025 Results: Revenue Declines Amidst Restructuring and Management Changes

Sentiment:

Quarterly Report


Flux Power Holdings reports a decrease in revenue for the quarter ended December 31, 2024, alongside ongoing efforts to address financial reporting weaknesses and leadership transitions.

Delay expectedThe filing of the Companys Annual Report on Form 10-K for the fiscal year ended June 30, 2024 with the SEC was due on September 30, 2024 but was not filed until January 29, 2025.The Company had not yet filed its Form 10-Q for the period ended December 31, 2024 (the December Form 10-Q), the Company does not comply with Nasdaq Listing Rule 5250(c)(1).
Capital raiseThe company's management is evaluating strategies to improve profitability of operations and to obtain additional funding.The company may be required to raise additional funds by issuing equity, convertible debt securities or other forms of indebtedness.The company's failure to timely file its fiscal 2024 annual report on Form 10-K and subsequent fiscal 2025 interim quarterly reports on Form 10-Q means that we currently are ineligible to use a registration statement on Form S-3.
Worse than expectedRevenue decreased by 8% compared to the same quarter last year.The net loss increased compared to the same quarter last year.The company's management identified material weaknesses in internal controls over financial reporting.The company's ability to continue as a going concern is subject to substantial doubt.

Summary

  • Flux Power Holdings, Inc. reported its financial results for the quarter ended December 31, 2024.
  • Revenue decreased by 8% to $16.83 million compared to $18.203 million in the same quarter of the previous year, attributed to lower demand in the material handling market and lower average selling prices.
  • The company's gross profit increased to $5.463 million, representing 32% of revenue, compared to $5.381 million, or 30% of revenue, in the prior year.
  • Operating expenses increased to $6.942 million, driven by variable incentive compensation, severance, and professional fees related to the restatement of previously filed financial statements.
  • The net loss for the quarter was $1.887 million, compared to a net loss of $896,000 in the same period last year.
  • The company is addressing material weaknesses in its internal controls over financial reporting.
  • Flux Power is working to regain compliance with Nasdaq listing requirements.
  • There have been changes in management, with Ronald F. Dutt retiring and Krishna Vanka appointed as the new CEO and President.
  • The company's ability to continue as a going concern is subject to substantial doubt.

Sentiment

Score: 3

Explanation: The document presents a mixed picture, with some positive developments like gross margin improvement and new partnerships, but these are overshadowed by revenue decline, increased net loss, material weaknesses in internal controls, Nasdaq listing concerns, and going concern uncertainty. The management change adds further uncertainty.

Positives

  • Gross profit margin increased to 32% from 30% in the same period last year, driven by a decrease in average costs.
  • The company is implementing cost-saving initiatives, including product cost efficiencies and operating cost savings.
  • Flux Power is expanding its sales and marketing initiatives to secure new customer relationships.
  • The company has added a second tier one OEM private label battery program.
  • A new partnership aims to enhance the recycling process for end-of-life lithium-ion batteries.

Negatives

  • Revenue decreased by 8% to $16.83 million for the quarter ended December 31, 2024, compared to $18.203 million in the same quarter of the previous year.
  • The net loss for the quarter was $1.887 million, compared to a net loss of $896,000 in the same period last year.
  • Operating expenses increased due to costs associated with the multi-year restatement of previously filed financial statements and executive severance.
  • The company has an accumulated deficit of $103.3 million as of December 31, 2024.
  • The company's management identified material weaknesses in internal controls over financial reporting.
  • The company received notices from Nasdaq regarding non-compliance with listing requirements.
  • The company's ability to continue as a going concern is subject to substantial doubt.

Risks

  • The company's ability to continue as a going concern is subject to substantial doubt.
  • The company is not currently in compliance with Nasdaq listing requirements, and failure to regain compliance could result in delisting.
  • The company has material weaknesses in its internal controls over financial reporting.
  • The company is involved in legal proceedings, including a securities class action and a shareholder derivative action.
  • The company's ability to meet projected revenue targets and generate cash from operations has been impacted by delays in new orders.
  • The company's operations rely on its ability to successfully maintain and draw on its credit facilities, which are subject to restrictions and covenants.
  • The company may be required to raise additional funds, and there is no assurance that such funds will be available when needed.

Future Outlook

Management believes that existing cash and funding available under the GBC Credit Facility and the subordinated line of credit with Cleveland, along with the forecasted gross margin, will not be sufficient to meet the Companys anticipated capital resources to fund planned operations for the next twelve (12) months following the filing date of this quarterly report. Management is evaluating strategies to improve profitability of operations and to obtain additional funding.

Management Comments

  • Mr. Dutts stepping down is for personal reasons and not due to any disagreement with the Companys management team or the Companys Board on any matter relating to the operations, policies or practices of the Company or any issues regarding the Companys accounting policies or practices.

Industry Context

The company operates in the lithium-ion energy storage solutions market, targeting the material handling and airport ground support equipment sectors. The report mentions delays in new orders due to lower capital spending in the market sector and interest rate variability, suggesting a sensitivity to broader economic conditions and customer investment decisions.

Comparison to Industry Standards

  • It is difficult to provide a detailed comparison to industry standards without specific competitor data.
  • However, companies like EnerSys, Trojan Battery Company (part of Clarios), and East Penn Manufacturing are major players in the broader battery market, including lead-acid and lithium-ion solutions.
  • Tesla and LG Energy Solution are significant in the lithium-ion battery space, though they primarily focus on electric vehicles and grid storage.
  • Comparing Flux Power's gross margin and revenue growth to these companies would require a deeper dive into their respective financial reports and segment data.
  • Given the company's focus on specific industrial applications, benchmarking against companies with similar niche strategies would be more relevant, but this information is not readily available in the provided document.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Chairman of the Board, Chief Executive Officer and PresidentRonald F. DuttKrishna VankaMarch 10, 2025Retirement
Chairman of the BoardRonald F. DuttDale T. RobinetteMarch 10, 2025Appointment

Legal Proceedings

  • On November 1, 2024, plaintiff Asfa Kassam filed a purported federal securities class action complaint in the United States District Court, District of Nevada, captioned Kassam v. Flux Power Holdings, Inc. et al.
  • On January 7, 2025, plaintiff Ronald Pearl filed a purported shareholder derivative complaint in the United States District Court, District of Nevada, captioned Pearl v. Dutt, et al.
  • On April 30, 2024, a former employee (the Employee) filed a class action complaint against the Company and Insperity, its third-party payroll service provider, in San Diego County Superior Court.
  • On July 5, 2024, the Employee filed a representative action complaint against the Company and Insperity in San Diego County Superior Court for Violation of Private Attorneys General Act (PAGA).
  • On January 25, 2024, a former CPM, LTD Inc. (CPM) employee filed a complaint against CPM, a third-party staffing service provider, Flux Power, Inc., and Flux Power Holdings, Inc. (collectively, the Defendants) in San Diego County Superior Court.

Related Party Transactions

  • As of December 31, 2024, the Company had $ 1.0 million of related party debt outstanding.
  • On November 2, 2023, the Company entered into a Credit Facility Agreement (the Credit Facility) with Cleveland Capital, L.P., (Cleveland).

Stakeholder Impact

  • Shareholders face potential dilution from future equity raises and risk of delisting from Nasdaq.
  • Employees may experience uncertainty due to management changes and potential cost-cutting measures.
  • Customers may be concerned about the company's financial stability and ability to fulfill orders.
  • Suppliers may face increased scrutiny and potential pressure on pricing and payment terms.
  • Creditors face increased risk due to the company's going concern uncertainty and potential need for restructuring.

Next Steps

  • The company intends to take all reasonable measures available to regain compliance under the Nasdaq Listing Rules and to remain listed on Nasdaq.
  • Management plans to continue to devote significant effort and resources to the remediation and improvement of the Companys internal control over financial reporting.
  • The Company intends to move to have the Employees action claims dismissed, the Employees individual claims compelled to binding arbitration and the Employees representative PAGA claims stayed pending the arbitration of his individual claims.
  • The company is working to improve profitability of operations and to obtain additional funding.

Key Dates

DateDescription
2009Flux Power Holdings, Inc. was incorporated in the State of Nevada.
2015-02-17The Companys stockholders approved the 2014 Equity Incentive Plan.
2019-04-25The Company signed a Standard Industrial/Commercial Multi-Tenant Lease with Accutek.
2020-12-21The Company entered into a Sales Agreement with H.C. Wainwright & Co., LLC for an at-the-market offering program.
2021-04-29The Companys stockholders approved the 2021 Equity Incentive Plan.
2021-09-27The Company closed a registered direct offering, priced at-the-market under Nasdaq rules.
2023-03-06The Companys Board of Directors approved the 2023 Employee Stock Purchase Plan.
2023-04-20The 2023 ESPP was approved by the Companys stockholders.
2023-07-28The Company entered into a Loan and Security Agreement with Gibraltar Business Capital (GBC).
2023-11-02The Company entered into a Credit Facility Agreement with Cleveland Capital, L.P.
2024-12-31Quarterly period ended.
2025-01-17GBC agreed to waive the Companys non-compliance with, and the effects of our non-compliance under, various representations, financial covenants and non-financial covenants relating to its financial restatements and its failure to maintain the EBITDA Minimum for certain financial periods (the January Waiver).
2025-01-22The Company entered into the Fourth Amendment to Loan and Security Agreement (the Fourth Amendment) with GBC which amended certain terms of the Loan and Security Agreement dated July 28, 2023, as amended, relating to the EBITDA Minimum financial covenant of the Company.
2025-01-31The Company received a notice (the January Notice) from The Nasdaq Stock Market LLC (Nasdaq) notifying the Company that based on its stockholders equity of $194,000 as reported in its Form 10-K for the fiscal year ended June 30, 2024, the Company is no longer in compliance with Nasdaq Listing Rule 5550(b)(1).
2025-02-21The Company received a notice (the February Notice) from the Nasdaq Listing Qualifications Department (the Staff) stating that because the Company had not yet filed its Form 10-Q for the period ended December 31, 2024 (the December Form 10-Q), the Company does not comply with Nasdaq Listing Rule 5250(c)(1).
2025-03-10Mr. Ronald F. Dutt notified the Companys Board of Directors of his decision to retire and resign from his position as director, Chairman of the Board, Chief Executive Officer and President of the Company and its wholly owned subsidiary, Flux Power, Inc., effective March 10, 2025.
2025-03-10The Board appointed Mr. Dale T. Robinette as the new Chairman of the Board, effective March 10, 2025.
2025-03-10The Board appointed Mr. Krishna Vanka as director, Chief Executive Officer and President of the Company and Flux Power, effective March 10, 2025.
2025-03-17The Company filed its plan with Nasdaq to regain compliance with the Stockholders Equity Requirement, including requesting an extension through July 30, 2025.

Keywords

financial results, lithium-ion batteries, revenue, net loss, gross profit, internal controls, Nasdaq, going concern, Flux Power, financial statements

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