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Polar Power Inc

For the period ended Sep 30, 2024. Filed Nov 14, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 14, 2024

POLA$0.32-5.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-14.

0001493152-24-032217

ITEM 2. Management’s Discussion And Analysis Of Financial Condition And Results Of Operations

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-14.

0001493152-24-045866

ITEM 2. Management’s Discussion And Analysis Of Financial Condition And Results Of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 76 previous paragraphs and 77 current paragraphs.

38 unchanged; 34 reworded; 5 added; 4 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 5 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (5)

Current report

Based on the appointment of Michael Field to our Board of Directors, audit committee and compensation committee, we regained compliance with the audit and compensation committee requirements for continued listing on the Nasdaq Capital Market set forth in Listing Rules 5605(c)(2) and 5605(d)(2).

Current report

On November 11, 2024, we held our annual meeting of stockholders. At the meeting, our stockholders approved an amendment to our Certificate of Incorporation, in substantially the form attached to the proxy statement as Appendix A to allow the Board of Directors to effect, in its discretion prior to December 31, 2024, a reverse stock split of all of our issued and outstanding common stock, par value $0.0001 per share, at a specific ratio, ranging from one-for-three (1:3) to one-for-twenty (1:20), with the timing and ratio to be determined by the Board if effected. On November 11, 2024, our Board approved a reverse stock split at a ratio of one-for-seven (1:7) (the “Reverse Stock Split”). We plan to effect the Reverse Stock Split with the market effective date of November 19, 2024.

Current report

Our net sales for the three months ended September 30, 2024 were $4,914, which represents a 157% increase in net sales, as compared to $1,911 for the three months ended September 30, 2023. Our gross margins for the three-month period in 2024 improved to 29.0%, up from a negative 5.7% at the same period in 2023. We achieved our second consecutive profitable quarter in over two years with a net profit of $13 for the three months ended September 30, 2024, as compared to a net loss of $1,844 for the three months ended September 30, 2023.

Current report

For the nine months ended September 30, 2024, our net sales were $11,348, as compared to $11,688 for the same period in 2023. Gross margins in 2024 were 25.1%, as compared to 18.2% in 2023. Our net loss was $1,628 for the nine-months ended September 30, 2024, as compared to $3,393 for the same period in 2023.

Current report

We continue to add large customers as a result of our progress in diversifying our customer base. Two customers added this year represented 18% and 12% of our total net sales for the three months ended September 30, 2024. We have also seen an increase in sales to customers in military markets as compared to last year. Sales to military customers accounted for 8% of our total net sales for the quarter ended September 2024, as compared to zero sales in the same period in 2023.
Removed paragraphs (4)

Previous report

During the three months ended June 30, 2024, we received approximately $2,900 in tax refunds and Employee Retention Credit (ERC) payments applied for in prior years.

Previous report

Our net sales for the three months ended June 30, 2024 were $4,660, which represents a 17% decrease in net sales as compared to $5,587 for the three months ended June 30, 2023. Our net sales for the six months ended June 30, 2024 were $6,434, which represents a 34% decrease in net sales as compared to $9,777 for the same period in 2023.

Previous report

Our net sales for the quarter ended June 30, 2024, increased 163% to $4,660, as compared to $1,775 during the first quarter of 2024. Our Tier-1 telecommunications customers approved shipment of orders they had asked us to hold during the second half of 2023. During the second quarter of 2024, we also completed delivery on ten hybrid power systems to customers in the Solomon Islands with a combined value of $1,165.

Previous report

Our total backlog as of June 30, 2024, was $5,733, of which telecommunications customers in the U.S. represented 79%, customers in the military market represented 12%, customers in the marine market represented 7%, and customers in other markets represented 2%. During the six-month period ending June 30, 2024, we received purchased orders totaling $3,814 from customers that are not Tier-1 telecommunications customers.
Reworded paragraphs (34)

Previous wording

During the three months ended June 30, 2024 and June 30, 2023, 95% and 97%, respectively, of our total net sales were within the telecommunications market. During the three months ended June 30, 2024, and June 30, 2023, sales to international customers accounted for 25% and 29% of total net sales, respectively; sales to military customers accounted for 3% and 2% of total net sales, respectively; and sales to other customers accounted for 2% and 1% of total net sales, respectively.

Current wording

During the three months ended September 30, 2024 and 2023, 91% and 96%, respectively, of our total net sales were within the telecommunications market. During the three months ended September 30, 2024 and 2023, sales to international customers accounted for 10% and 1% of total net sales, respectively; sales to military customers accounted for 8% and 0% of total net sales, respectively; and sales to other customers accounted for 2% and 4% of total net sales, respectively.

Previous wording

During the six months ended June 30, 2024 and June 30, 2023, 89% and 96%, respectively, of our total net sales were within the telecommunications market. During the six months ended June 30, 2024, and June 30, 2023, sales to international customers accounted for 20% and 28% of total net sales, respectively; sales to military customers accounted for 10% and 3% of total net sales, respectively; and sales to other customers accounted for 2% and 1% of total net sales, respectively.

Current wording

During the nine months ended September 30, 2024 and 2023, 90% and 96%, respectively, of our total net sales were within the telecommunications market. During the nine months ended September 30, 2024 and 2023, sales to international customers accounted for 15% and 24% of total net sales, respectively; sales to military customers accounted for 9% and 3% of total net sales, respectively; and sales to other customers accounted for 2% and 1% of total net sales, respectively.

Previous wording

We continue to expand our customer base internationally and across the various markets we service. Sales of our DC power systems to customers in international markets averaged over 20% of total net revenues per annum in the last two years. Prior to this, sales to international customers averaged less than 10% of total revenues per annum. We have several telecommunications customers in the South Pacific region, purchasing our DC generators to develop the telecommunications infrastructure in this region. We believe the implementation and ongoing development of 5G networks along with programs to develop the telecommunications infrastructure in rural and underdeveloped countries will continue to fuel our growth in the telecommunications market over the next five to ten years.

Current wording

We continue to expand our customer base internationally and across the various markets we service. Sales of our DC power systems to customers in international markets averaged over 20% of total net revenues per annum in the last two years. Prior to this, sales to international customers averaged less than 10% of total revenues per annum. We have several telecommunications customers in the South Pacific region, purchasing our DC generators to develop the telecommunications infrastructure in this region. We believe the implementation and ongoing development of broadband networks along with programs to develop the telecommunications infrastructure in rural and underdeveloped countries will continue to fuel our growth in the telecommunications market over the next five to ten years.

Previous wording

The impact of inflation and rapidly changing prices has not impacted our operations during the three and six months ended June 30, 2024. Rapid changes in the global economy may cause significant spikes in inflation which may have an impact in our financial condition during 2024 and beyond. Very small portion of our sales is a result of fixed contracts thereby resulting in negligible impact on our gross profits.

Current wording

The impact of inflation and rapidly changing prices has not impacted our operations during the three and nine months ended September 30, 2024. Rapid changes in the global economy may cause significant spikes in inflation which may have an impact in our financial condition during 2024 and beyond. Very small portion of our sales is a result of fixed contracts thereby resulting in negligible impact on our gross profits.

Previous wording

Our sales backlog as of June 30, 2024 was $5,733, of which our telecommunications customers in the U.S. accounted for 79%, customers in military markets accounted for 12%, customers in the marine markets accounted for 7%, and customers in other markets accounted for 2%.

Current wording

Our sales backlog as of September 30, 2024 was $3,118, of which our telecommunications customers accounted for 69%, customers in military markets accounted for 17%, customers in the marine markets accounted for 13%, and customers in other markets accounted for 1%.

Previous wording

*Net Sales.*Net sales decreased $927, or 17%, to $4,660 for the three months ended June 30, 2024, as compared to $5,587 for the same period in 2023. The decrease in sales was primarily attributed to a shortage in qualified staff to meet production demand. For the three months ended June 30, 2024, sales to our largest telecommunication customer in the U.S. accounted for 40% of our total net sales, our second largest customer being a telecommunications customer in Puerto Rico represented 27% of our total net sales, and our third largest customer being a telecommunications customer in the Solomon Islands represented 22% of our total net sales. For the same period in 2023, 49% of our total net sales were generated from our largest U.S. telecommunications customer, and our second largest customer being a telecommunications customer is Papua New Guinea represented 26% of our total net sales. There was no other revenue from customers in excess of 10% of total net sales in either period.

Current wording

*Net Sales.*Net sales increased $3,003, or 157%, to $4,914 for the three months ended September 30, 2024, as compared to $1,911 for the same period in 2023. The increase in sales was primarily due to an increase of $2,641 in sales of our DC generators to customers in the telecommunications market. For the three months ended September 30, 2023, sales to our three largest telecommunications customers account for 46%, 18% and 12% of our total net sales, respectively. In the three months ended September 30, 2023, our largest telecommunications customer represented 65% of total net sales. There was no other revenue from customers in excess of 10% of total net sales in either period.

Previous wording

Net sales to telecommunications customers in the U.S. accounted for 70% of our total net sales for the three months ended June 30, 2024, as compared to 68% for the same period in 2023. Our international sales represented 25% of our total net sales for the three months ended June 30, 2024, as compared to 29% in international sales in the same period in 2023.

Current wording

Net sales to telecommunications customers in the U.S. accounted for 89% of our total net sales for the three months ended September 30, 2024, as compared to 95% for the same period in 2023. Net Sales to military customers represented 8% of total net sales for the three months ended September 30, 2024, as compared zero during the same period in 2023. Our international sales represented 10% of our total net sales for the three months ended September 30, 2024, as compared to 1% in international sales in the same period in 2023.

Previous wording

Cost of Sales. Cost of sales during the six months ended June 30, 2024 decreased by $2,543, or 34%, to $5,005, as compared to $7,548 during the same period in 2023. Cost of sales as a percentage of net sales during the six months ended June 30, 2024 remained flat at 77.8%, as compared to 77.2% in the same period in 2023.

Current wording

Cost of Sales. Cost of sales during the three months ended September 30, 2024 increased by $1,471, or 73%, to $3,490, as compared to $2,019 during the same period in 2023. The increase was primarily as a result of higher production volumes during the recent quarter. Cost of sales as a percentage of net sales during the three months ended September 30, 2024 decreased to 71.0% as compared to 105.7% in the same period in 2023 primarily as a result of improvements in labor efficiencies gained on higher production volumes on standard products.

Previous wording

*Gross Profit.*We had a gross profit of $1,832 for the three months ended June 30, 2024, which is an increase of $357 or 24%, as compared to gross profit of $1,475 during the same period in 2023. The increase in gross profit for the three months ended June 30, 2024 was primarily a result of improved labor efficiencies in manufacturing and utilization of $109 of previously written off obsolete inventory. Our gross profit as a percentage of net sales was 39.3% for the quarter ended June 30, 2024, as compared to a gross profit as a percentage of net sales of 26.4% in the same period in 2023.

Current wording

*Gross Profit.*We had a gross profit of $1,424 for the three months ended September 30, 2024, which is an increase of $1,532 or 1,419%, as compared to gross loss of $108 during the same period in 2023. Our gross profit as a percentage of net sales was 29.0% for the quarter ended September 30, 2024, as compared to a gross loss as a percentage of net sales of 5.7% in the same period in 2023. The increase in gross profit and margins for the three months ended September 30, 2024 was primarily a result higher revenues, lower labor costs, and improved factory overhead absorption.

Previous wording

*Sales and Marketing Expenses.*During the three months ended June 30, 2024, sales and marketing expenses decreased by $46, or 15%, to $264, as compared to $310 during the same period in 2023. The decrease was attributable to a decrease in sales support staff and travel related expenses during the quarter as compared to the same period in 2023.

Current wording

*Sales and Marketing Expenses.*During the three months ended September 30, 2024, sales and marketing expenses decreased by $22, or 8%, to $252, as compared to $274 during the same period in 2023. The decrease was attributable to a decrease in sales support staff and travel related expenses during the quarter as compared to the same period in 2023.

Previous wording

*Research and Development Expenses.*During the three months ended June 30, 2024, research and development expenses decreased by $143, or 42%, to $195, as compared to $338 during the same period in 2023. The decrease was primarily due to a decrease in research and development support staff and consulting services during the three months ended June 30, 2024 as compared to the same period in 2023. We plan to recruit additional engineers during 2024 to support new product developments and our customer diversification efforts.

Current wording

*Research and Development Expenses.*During the three months ended September 30, 2024, research and development expenses decreased by $127, or 42%, to $172, as compared to $299 during the same period in 2023. The decrease was primarily due to a decrease in research and development support staff and consulting services during the three months ended September 30, 2024, as compared to the same period in 2023. We plan to recruit additional engineers during 2024 to support new product developments and our customer diversification efforts.

Previous wording

General and Administrative Expenses. General and administrative expenses decreased by $224, or 20%, to $913 during the three months ended June 30, 2024, as compared to $1,137 during same period in 2023. The decrease in general and administrative expenses during the three months ended June 30, 2024 was primarily due to a decrease in general and administrative staff.

Current wording

General and Administrative Expenses. General and administrative expenses decreased by $32, or 3%, to $960 during the three months ended September 30, 2024, as compared to $992 during same period in 2023. The decrease in general and administrative expenses during the three months ended September 30, 2024 was primarily due to a decrease in general and administrative staff.

Previous wording

Interest and Finance Costs. Interest expense for the three months ended June 30, 2024 was $179, as compared to $126 during the same period in 2023. Our interest expense for the current period resulted primarily from an increase in borrowing from our line of credit with Pinnacle Bank.

Current wording

Interest and Finance Costs. Interest expense for the three months ended September 30, 2024 was $153, as compared to $171 during the same period in 2023. The decrease in interest expense resulted primarily from a decrease in borrowing from our line of credit with Pinnacle Bank (“Pinnacle”) during the current period.

Previous wording

*Net Profit (Loss).*As a result of the factors identified above, we reported net profit of $501, or $0.03 per basic and diluted share, for the three months ended June 30, 2024, as compared to net loss of $436, or $(0.03) per basic and diluted share, for the same period in 2023.

Current wording

*Net Income (Loss).*As a result of the factors identified above, we reported net income of $13, or $0.00 per basic and diluted share, for the three months ended September 30, 2024, as compared to net loss of $1,844, or $(0.14) per basic and diluted share, for the same period in 2023.

Previous wording

Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023

Current wording

Nine months Ended September 30, 2024 Compared to the nine months Ended September 30, 2023

Previous wording

*Net Sales.*Net sales decreased $3,343, or 34%, to $6,434 for the six months ended June 30, 2024, as compared to $9,777 for the same period in 2023. The decrease in sales was primarily attributed to shortages manufacturing staff during the second quarter of 2024, and a slow start in shipments at the beginning of the year as a result of our largest customer asking to postpone shipments during the first quarter. For the six months ended June 30, 2024, sales to our largest telecommunication customer in the U.S. accounted for 42% of our total net sales, our second largest customer being a telecommunications customer in Puerto Rico represented 20% of our total net sales, and our third largest customer being a telecommunications customer in the Solomon Islands represented 16% of our total net sales. For the same period in 2023, 49% of our total net sales were generated from our largest U.S. telecommunications customer, and 26% of our total net sales were generated from our second largest customer being a telecommunications customer in the South Pacific Islands. There was no other revenue from customers in excess of 10% of total net sales in either period.

Current wording

*Net Sales.*Net sales decreased $340, or 3%, to $11,348 for the nine months ended September 30, 2024, as compared to $11,688 for the same period in 2023. The decrease in sales was primarily attributed to shortages in manufacturing staff during the second quarter of 2024 and a slow start in shipments at the beginning of the year. For the nine months ended September 30, 2024, sales to our largest telecommunication customer in the U.S. accounted for 44% of our total net sales, our second largest customer being a telecommunications customer in Puerto Rico represented 17% of our total net sales. For the same period in 2023, 52% of our total net sales were generated from our largest U.S. telecommunications customer, and 22% of our total net sales were generated from our second largest customer being a telecommunications customer in the South Pacific Islands. There was no other revenue from customers in excess of 10% of total net sales in either period.

Previous wording

Net sales to telecommunications customers in the U.S. accounted for 69% of our total net sales for the six months ended June 30, 2024, as compared to 68% for the same period in 2023. Our international sales represented 20% of our net sales for the six months ended June 30, 2024, as compared to 28% in international sales in the same period in 2023.

Current wording

Net sales to telecommunications customers in the U.S. accounted for 78% of our total net sales for the nine months ended September 30, 2024, as compared to 72% for the same period in 2023. Our international sales represented 15% of our net sales for the nine months ended September 30, 2024, as compared to 24% in international sales in the same period in 2023.

Previous wording

Cost of Sales. Cost of sales during the three months ended June 30, 2024 decreased by $1,284, or 31%, to $2,828, as compared to $4,112 during the same period in 2023. Cost of sales as a percentage of net sales during the three months ended June 30, 2024 decreased to 60.7% as compared to 73.6% in the same period in 2023 primarily as a result of a decrease in factory overhead absorption as compared to the same period in 2023.

Current wording

Cost of Sales. Cost of sales during the nine months ended September 30, 2024 decreased by $1,072, or 11%, to $8,494, as compared to $9,566 during the same period in 2023. Cost of sales as a percentage of net sales during the nine months ended September 30, 2024 were 74.9%, as compared to 81.8% in the same period in 2023. The decrease in cost of sales was primarily as a result of improvements in labor efficiencies gained on higher production volumes on standard products.

Previous wording

*Gross Profit.*Gross profit during the six months ended June 30, 2024 decreased by $800, or 22.2%, to gross profit of $1,429, as compared to gross profit of $2,229 during the same period in 2023. Our gross profit as a percentage of net sales was 22.2% for the six months ended June 30, 2024, as compared to 22.8% in the same period in 2023.

Current wording

*Gross Profit.*Gross profit during the nine months ended September 30, 2024 increased by $732, or 34%, to gross profit of $2,854, as compared to gross profit of $2,122 during the same period in 2023. Our gross profit as a percentage of net sales was 25.1% for the nine months ended September 30, 2024, as compared to 18.2% in the same period in 2023. The increase in gross profit as a percentage of net sales was primarily due to lower labor costs and improved factory overhead absorption.

Previous wording

*Sales and Marketing Expenses.*During the six months ended June 30, 2024, sales and marketing expenses decreased by $148, or 23%, to $494, as compared to $642 during the same period in 2023. The decrease was attributable to a decrease in sales support staff and travel related expenses. We plan to expand our marketing efforts by adding staff and product demonstrations to support our diversification strategy and expand our customer base in all market segments.

Current wording

*Sales and Marketing Expenses.*During the nine months ended September 30, 2024, sales and marketing expenses decreased by $171, or 19%, to $746, as compared to $917 during the same period in 2023. The decrease was attributable to a decrease in sales support staff and travel related expenses, as compared to the same period in 2023.

Previous wording

*Research and Development Expenses.*During the six months ended June 30, 2024, research and development expenses decreased by $269, or 39%, to $415, as compared to $684 during the same period in 2023. The decrease was primarily due to a decrease in research and development support staff and consulting services during the six months ended June 30, 2024, as compared to the same period in 2023. We plan to recruit additional engineers during the second half of 2024 to support growth and our customer diversification efforts.

Current wording

*Research and Development Expenses.*During the nine months ended September 30, 2024, research and development expenses decreased by $397, or 40%, to $586, as compared to $983 during the same period in 2023. The decrease was primarily due to a decrease in research and development support staff and consulting services during the nine months ended September 30, 2024, as compared to the same period in 2023. We plan to recruit additional engineers during the second half of 2024 to support growth and our customer diversification efforts.

Previous wording

General and Administrative Expenses. General and administrative expenses decreased by $208, or 9%, to $2,040 during the six months ended June 30, 2024, as compared to $2,248 during same period in 2023. The decrease in general and administrative expenses during the six months ended June 30, 2024 was primarily due to a decrease in general and administrative staff.

Current wording

General and Administrative Expenses. General and administrative expenses decreased by $239, or 7%, to $3,001 during the nine months ended September 30, 2024, as compared to $3,240 during same period in 2023. The decrease in general and administrative expenses during the nine months ended September 30, 2024 was primarily due to a decrease in general and administrative staff, as compared to the same period in 2023.

Previous wording

Interest and Finance Costs. Interest and finance costs for the six months ended June 30, 2024 was $342, as compared to $204 during the same period in 2023, an increase of $138. Our interest expense for the current period resulted primarily from an increase in borrowing from our line of credit with Pinnacle Bank.

Current wording

Interest and Finance Costs. Interest and finance costs for the nine months ended September 30, 2024 was $496, as compared to $375 during the same period in 2023, an increase of $121. Our interest expense for the current period resulted primarily from an increase in borrowing from our line of credit with Pinnacle.

Previous wording

*Net Loss.*For the six months ended June 30, 2024, we incurred net loss of $1,641, or $(0.09) per basic and diluted share, as compared to net loss of $1,549, or $(0.12) per basic and diluted share for the six months ended June 30, 2023.

Current wording

*Net Loss.*For the nine months ended September 30, 2024, we incurred net loss of $1,628, or $(0.09) per basic and diluted share, as compared to net loss of $3,393, or $(0.26) per basic and diluted share for the nine months ended September 30, 2023.

Previous wording

During the six months ended June 30, 2024, we funded our operations primarily from cash on hand. As of June 30, 2024, we had working capital of $10,153, as compared to working capital of $11,775 at December 31, 2023. This $1,622 decrease in working capital is primarily attributable to $570 increase in cash and cash equivalents resulting from net cash of $190 provided by operating activities, and net cash of $18 used in investing activities, and net cash of $398 from financing activities.

Current wording

During the nine months ended September 30, 2024, we funded our operations primarily from cash on hand. As of September 30, 2024, we had working capital of $10,132, as compared to working capital of $11,775 at December 31, 2023. This $1,643 decrease in working capital is primarily attributable to $51 decrease in cash and cash equivalents resulting from net cash of $400 used in operating activities, and net cash of $18 used in investing activities, and net cash of $367 from financing activities.

Previous wording

On June 30, 2024 and December 31, 2023, our net trade receivables totaled $2,310 and $1,676, respectively. On June 30, 2024, $1,845 (80%), and $287 (12%) represented the two largest open customer account balances, while $1,156 (69%) and $264 (16%) represented the two largest open customer account balances on December 31, 2023.

Current wording

On September 30, 2024 and December 31, 2023, our net trade receivables totaled $2,949 and $1,676, respectively. On September 30, 2024, $2,263 (77%), and $284 (10%) represented the two largest open customer account balances, while $1,156 (69%) and $264 (16%) represented the two largest open customer account balances on December 31, 2023.

Previous wording

Our available capital resources on June 30, 2024 consisted primarily of $1,119 in cash and cash equivalents, as compared to $549 as of December 31, 2023. We expect our future capital resources will consist primarily of cash on hand, cash generated by operations, if any, drawdowns on our credit facility with Pinnacle Bank and future debt or equity financings, if any.

Current wording

Our available capital resources on September 30, 2024 consisted primarily of $498 in cash and cash equivalents, as compared to $549 as of December 31, 2023. We expect our future capital resources will consist primarily of cash on hand, cash generated by operations, if any, drawdowns on our credit facility with Pinnacle and future debt or equity financings, if any.

Previous wording

Effective September 30, 2020, we entered into a Loan and Security Agreement, or Loan Agreement, with Pinnacle. The Loan Agreement was amended by the First Modification to Loan and Security Agreement on October 7, 2020. The Loan Agreement’s initial term ended on September 30, 2022. On November 3, 2022, we executed the Second Modification to Loan and Security Agreement with Pinnacle for a two-year term with an expiration date of September 30, 2024.

Current wording

Effective September 30, 2020, we entered into a Loan and Security Agreement, or Loan Agreement, with Pinnacle. The Loan Agreement was amended by the First Modification to Loan and Security Agreement on October 7, 2020. The Loan Agreement’s initial term ended on September 30, 2022. On November 3, 2022, we executed the Second Modification to Loan and Security Agreement with Pinnacle for a two-year term with an expiration date of September 30, 2024. At October 1, 2024, the Loan Agreement was renewed for another two-year term with an expiration date of September 30, 2026.

Previous wording

We have an outstanding balance of $4,683 under the Loan Agreement at June 30, 2024. As of June 30, 2024, we had availability under the Loan Agreement of $643 and we believe that we are in compliance with the terms and conditions of the Loan Agreement.

Current wording

We have an outstanding balance of $4,661 under the Loan Agreement at September 30, 2024. As of September 30, 2024, we had availability under the Loan Agreement of $1,432 and we believe that we are in compliance with the terms and conditions of the Loan Agreement.

Previous wording

The following table sets forth the significant sources and uses of cash for the six-month periods set forth below:

Current wording

The following table sets forth the significant sources and uses of cash for the nine-month periods set forth below:

Previous wording

Net cash provided by operating activities for the six months ended June 30, 2024 was $190 as compared to net cash used in operating activities of $2,804 for the same period in 2023. This increase in net cash provided in 2024 was primarily due to a net loss of $1,641, a decrease in ERC receivable of $2,000, a decrease in refundable income taxes of $787, and a decrease in accounts receivable of $1,165.

Current wording

Net cash used in operating activities for the nine months ended September 30, 2024 was $400 as compared to net cash used in operating activities of $3,084 for the same period in 2023. This decrease in net cash used in 2024 was primarily due to a net loss of $1,628, a decrease in ERC receivable of $2,000, a decrease in refundable income taxes of $787, and a decrease in accounts payable of $1,416.

Previous wording

Net cash used in investing activities for the six months ended June 30, 2024 was $18, as compared to net cash used in investing activities of $194 for the same period in 2023. Net cash used in investing activities was primarily due to acquisitions of property and equipment.

Current wording

Net cash used in investing activities for the nine months ended September 30, 2024 was $18, as compared to net cash used in investing activities of $194 for the same period in 2023. Net cash used in investing activities was primarily due to acquisitions of property and equipment.

Previous wording

Net cash from financing activities totaled $398 for the six months ended June 30, 2024, as compared to $3,079 used by financing activities during the same period in 2023. This cash provided was primarily borrowings from the line of credit with Pinnacle Bank.

Current wording

Net cash from financing activities totaled $367 for the nine months ended September 30, 2024, as compared to $3,363 used by financing activities during the same period in 2023. This cash provided was primarily borrowings from the line of credit with Pinnacle.

Previous wording

As of June 30, 2024, we had a sales backlog of $5,733. The amount of backlog represents revenue that we anticipate recognizing in the future, as evidenced by purchase orders and other purchase commitments received from customers, but on which work has not yet been initiated or with respect to which work is currently in progress. Backlog at June 30, 2024 was comprised of the following elements: 79% in purchases of DC power systems by telecommunications customers, 11% in purchases from customers in the military market, 7% in purchases from customers in the marine market, and 2% in purchases by customers from other markets. Of the total backlog, 86% of the purchases are from customers in the U.S. and 14% from customers in international markets. We believe the majority of our backlog will be shipped within the next twelve months. However, there can be no assurance that we will be successful in fulfilling such orders and commitments in a timely manner or that we will ultimately recognize as revenue the amounts reflected in our backlog.

Current wording

As of September 30, 2024, we had a sales backlog of $3,118. The amount of backlog represents revenue that we anticipate recognizing in the future, as evidenced by purchase orders and other purchase commitments received from customers, but on which work has not yet been initiated or with respect to which work is currently in progress. Backlog at September 30, 2024 was comprised of the following elements: 68% in purchases of DC power systems by telecommunications customers, 17% in purchases from customers in the military market, 13% in purchases from customers in the marine market, and 1% in purchases by customers from other markets. The backlog as of September 30, 2024 consisted of orders 100% from customers in the U.S. We believe the majority of our backlog will be shipped within the next twelve months. However, there can be no assurance that we will be successful in fulfilling such orders and commitments in a timely manner or that we will ultimately recognize as revenue the amounts reflected in our backlog.