Wisconsin
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001-33540
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39-1987014
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(State or other jurisdiction
of incorporation)
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(Commission
file number)
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(IRS Employer
Identification Number)
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N93 W14475 Whittaker Way, Menomonee Falls, Wisconsin | 53051 | |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: | (262) 253-9800 |
Item
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2.02 Results of Operations and Financial Condition.
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Item
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9.01. Financial Statements and Exhibits.
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ZBB Energy Corporation | ||
Dated: May 13, 2013 | By: /s/ Eric C. Apfelbach | |
Name: Eric C. Apfelbach | ||
Title: President and CEO |
Exhibit No. |
Exhibit Description
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Press release, dated May 13, 2013, issued by ZBB Energy Corporation, furnished herewith
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·
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Commercial product sales increased 117% to $2,019,191 from $929,925.
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·
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Product sales gross profit of $257,429 compared to $177,595.
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·
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Gross margin on product sales of 13%, compared to 19% (gross margin on product sales was 7% and 18%, respectively in the first and second quarters of fiscal 2013).
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·
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Total revenues, including engineering and development revenue, increased 29% from $1,645,291 to $2,119,191.
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·
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Net loss decreased to $2,824,313 compared to $3,472,885. The decrease in net loss is due primarily to the increase in revenue, gross profit and cost cutting measures instituted by the Company.
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·
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Loss per share declined to ($0.04) from ($0.09).
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·
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a $1,009,432 increase in costs of product sales was due to the increase in commercial product sales;
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·
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a $455,296 decrease in the cost of engineering and development sales was due to decreased activities related to engineering and development agreements; and
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·
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a $780,504 decrease in advanced engineering and development expenses due to a shift from engineering contracts to product development, product efficiency improvement and cost reduction activities for the Company’s ZBB EnerStore™ and ZBB EnerSection™ products. Advanced engineering and development materials expense decreased by $1.1 million from last year.
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·
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Completed production and customer factory acceptance activities for a 40 unit ZBB EnerStore system resulting in a portion of the contract revenues being recognized in ZBB’s third quarter. According to the contract terms and ZBB’s revenue recognition policy, the balance of the revenue will be recognized after commissioning, which is currently scheduled during the first quarter of FY 2014.
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·
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ZBB Energy and Itron, Inc., in conjunction with additional project partners, determined the site for an advanced energy storage project in Southern California.
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Entered into a common stock purchase agreement with Aspire Capital Fund, LLC, whereby Aspire Capital has committed over the next 2 years to purchase up to $10 million of ZBB Energy common stock based on prevailing market prices.
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Launched the first renewable energy, generator set and energy storage project sizing application, which is based on the ZBB EnerSystem platform. Powered by HOMER Energy's (Hybrid Optimization of Multiple Energy Resources) world-class optimization analytical engine, the new web-based application is accessible via ZBB Energy's corporate website (www.zbbenergy.com), and is designed to provide optimized economic power system configurations for remote grid, microgrids, and intermittent grid supply locations.
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Received a contract valued at greater than $500,000 from Meineng Energy, ZBB's joint venture company in China.
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Commissioned a ZBB EnerSystem at a mid-rise residential apartment building near downtown Honolulu for NIDON Clean Energy (NIDON), a division of NIDON Computer Corporation. NIDON is a renewable energy design and integration company based in Honolulu, Hawaii. The system consists of ZBB EnerStore Zinc Bromide flow battery modules and a ZBB EnerSection directly connected to a photovoltaic (PV) array. The ZBB EnerSystem provides an integrated, scalable, modular, intelligent storage and power solution.
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Delivered against the initial contract to provide ZBB's second generation retrofit hybrid electric vehicle controller technology to Crosspoint Kinetics, with whom ZBB Energy entered into a Strategic Supply Agreement in November 2012.
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Entered into a strategic relationship with BPC Engineering (Moscow, Russia) www.bpcgroup.ru. This relationship introduces ZBB's line of products into the Russian and Commonwealth of Independent States (CIS) markets.
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Booked and shipped another ZBB EnerSystem to Lotte Chemical in South Korea, consisting of a ZBB EnerStore flow battery and ZBB EnerSection power and control center.
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Received an order for a Grid Independent ZBB EnerSystem with its ZBB EnerStore Zinc Bromide flow batteries to provide an integrated Microgrid Energy Management System to the University of Technology Sydney (UTS) to serve as a permanent power source, demonstration unit and learning platform in the newly constructed Broadway Building.
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Revenues increased 80% to $6,690,519 from $3,724,069.
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Total costs and expenses increased 30% to $15,208,760 from $11,736,075.
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Net loss increased 12% to $8,790,559 from $7,878,643.
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Loss per share declined to ($0.11) from ($0.23).
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Secured bank financing of $1,140,000 guaranteed by The Export-Import Bank of United States to finance export of ZBB Energy's power control and storage systems.
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Received Australia research tax refund credit of $192,000.
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Participated as a panel expert on energy storage at the AGRION Energy Storage Economics 2.0 for New York City and Beyond event in New York on May 9, 2013 at 10 Rockefeller Plaza, New York.
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Shipped the previously announced order from BPC Engineering (Moscow, Russia) for a complete ZBB EnerSystem™, consisting of a ZBB EnerStore™ flow battery and ZBB EnerSection™ power and control center.
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Received two follow-on orders from Lotte Chemical in South Korea, for a ZBB EnerSystem™ consisting of five ZBB EnerStore™ flow batteries, totaling 250 kWh, and a ZBB EnerSection™ power and control center that connects the flow batteries and PV solar arrays to the AC grid via a 125 kW grid-tie inverter. In addition, Lotte has placed an order for three (3) EnerStore™ modules in unassembled kit form that will be used to conduct assembly training.
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Successfully commissioned a “first-in-world” multi generation source ZBB EnerSystem™ that provides uninterrupted power to DC voltage lighting loads, rack power to servers and other miscellaneous loads at VISA’s flagship data center.
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ZBB ENERGY CORPORATION
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Condensed Consolidated Balance Sheets
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March 31, 2013 (Unaudited)
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June 30, 2012
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Assets
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||||||||
Current assets:
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Cash and cash equivalents
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$ | 2,509,683 | $ | 7,823,217 | ||||
Restricted cash on deposit
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60,000 | - | ||||||
Accounts receivable, net
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1,085,993 | 480,563 | ||||||
Inventories
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2,677,779 | 2,912,207 | ||||||
Prepaid and other current assets
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185,617 | 187,448 | ||||||
Refundable income tax credit
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304,227 | 185,545 | ||||||
Total current assets
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6,823,299 | 11,588,980 | ||||||
Long-term assets:
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Property, plant and equipment, net
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5,394,931 | 5,484,545 | ||||||
Investment in investee company
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2,432,333 | 3,083,889 | ||||||
Intangible assets, net
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593,590 | 1,143,122 | ||||||
Goodwill
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803,079 | 803,079 | ||||||
Total assets
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$ | 16,047,232 | $ | 22,103,615 | ||||
Liabilities and Equity
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Current liabilities:
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Bank loans and notes payable
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$ | 688,606 | $ | 1,022,826 | ||||
Accounts payable
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1,947,369 | 1,899,029 | ||||||
Accrued expenses
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827,951 | 1,289,138 | ||||||
Customer deposits
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1,140,665 | 1,315,309 | ||||||
Accrued compensation and benefits
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247,659 | 335,369 | ||||||
Total current liabilities
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4,852,250 | 5,861,671 | ||||||
Long-term liabilities:
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Bank loans and notes payable
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2,461,126 | 2,915,134 | ||||||
Total liabilities
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7,313,376 | 8,776,805 | ||||||
Equity
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Series A preferred stock ($0.01 par value, $10,000 face value)
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10,000,000 authorized and no shares issued
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- | - | ||||||
Common stock ($0.01 par value); 150,000,000 authorized,
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87,238,801 and 72,977,248 shares issued and outstanding
as of March 31, 2013 and June 30, 2012, respectively
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872,389 | 729,773 | ||||||
Additional paid-in capital
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84,858,590 | 80,363,519 | ||||||
Accumulated deficit
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(77,844,468 | ) | (69,053,909 | ) | ||||
Accumulated other comprehensive loss
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(1,584,988 | ) | (1,584,921 | ) | ||||
Total ZBB Energy Corporation Equity
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6,301,523 | 10,454,462 | ||||||
Noncontrolling interest
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2,432,333 | 2,872,348 | ||||||
Total equity
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8,733,856 | 13,326,810 | ||||||
Total liabilities and equity
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$ | 16,047,232 | $ | 22,103,615 |
ZBB ENERGY CORPORATION
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Condensed Consolidated Statements of Operations (Unaudited)
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Three months ended March 31,
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Nine months ended March 31,
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2013
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2012
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2013
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2012
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Revenues
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Product sales
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$ | 2,019,191 | $ | 929,925 | $ | 6,372,336 | $ | 1,396,953 | ||||||||
Engineering and development
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100,000 | 715,366 | 318,183 | 2,327,116 | ||||||||||||
Total Revenues
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2,119,191 | 1,645,291 | 6,690,519 | 3,724,069 | ||||||||||||
Costs and Expenses
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Cost of product sales
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1,761,762 | 752,330 | 5,519,360 | 1,096,621 | ||||||||||||
Cost of engineering and development
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62,118 | 517,414 | 107,183 | 998,521 | ||||||||||||
Advanced engineering and development
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1,293,147 | 2,073,651 | 3,828,686 | 3,959,386 | ||||||||||||
Selling, general, and administrative
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1,439,235 | 1,446,038 | 4,731,209 | 4,545,725 | ||||||||||||
Depreciation and amortization
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339,041 | 406,046 | 1,022,503 | 1,135,822 | ||||||||||||
Total Costs and Expenses
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4,895,303 | 5,195,479 | 15,208,760 | 11,736,075 | ||||||||||||
Loss from Operations
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(2,776,112 | ) | (3,550,188 | ) | (8,518,241 | ) | (8,012,006 | ) | ||||||||
Other Income (Expense)
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Equity in loss of investee company
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(118,442 | ) | (702 | ) | (651,555 | ) | (59,412 | ) | ||||||||
Interest income
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913 | 2,842 | 1,896 | 12,810 | ||||||||||||
Interest expense
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(40,829 | ) | (56,503 | ) | (134,039 | ) | (174,994 | ) | ||||||||
Other income (expense)
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(45,000 | ) | - | (45,000 | ) | 4,263 | ||||||||||
Total Other Income (Expense)
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(203,358 | ) | (54,363 | ) | (828,698 | ) | (217,333 | ) | ||||||||
Loss before provision (benefit) for Income Taxes
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(2,979,470 | ) | (3,604,551 | ) | (9,346,939 | ) | (8,229,339 | ) | ||||||||
Provision (benefit) for Income Taxes
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(36,715 | ) | (37,657 | ) | (110,866 | ) | (219,457 | ) | ||||||||
Net loss
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(2,942,755 | ) | (3,566,894 | ) | (9,236,073 | ) | (8,009,882 | ) | ||||||||
Net loss attributable to noncontrolling interest
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118,442 | 94,009 | 445,514 | 131,239 | ||||||||||||
Net Loss Attributable to ZBB Energy Corporation
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$ | (2,824,313 | ) | $ | (3,472,885 | ) | $ | (8,790,559 | ) | $ | (7,878,643 | ) | ||||
Net Loss per share
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Basic and diluted
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$ | (0.04 | ) | $ | (0.09 | ) | $ | (0.11 | ) | $ | (0.23 | ) | ||||
Weighted average shares-basic and diluted
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78,465,746 | 39,543,145 | 77,779,457 | 34,555,882 |
ZBB Energy Corporation
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Condensed Consolidated Statements of Cash Flows (Unaudited)
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Nine months ended March 31,
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2013
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2012
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Cash flows from operating activities
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Net loss
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$ | (9,236,073 | ) | $ | (8,009,882 | ) | ||
Adjustments to reconcile net loss to net cash used in operating activities:
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Depreciation of property, plant and equipment
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552,079 | 572,935 | ||||||
Amortization of intangible assets
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549,532 | 562,887 | ||||||
Stock-based compensation
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570,604 | 918,080 | ||||||
Equity in loss of investee company
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651,555 | 59,412 | ||||||
Purchase price adjustment
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45,000 | |||||||
Changes in assets and liabilities
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Accounts receivable
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(605,430 | ) | (393,667 | ) | ||||
Inventories
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(121,558 | ) | (669,990 | ) | ||||
Prepaids and other current assets
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1,831 | (111,047 | ) | |||||
Refundable income taxes
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(118,682 | ) | 7,467 | |||||
Accounts payable
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48,340 | 784,483 | ||||||
Accrued compensation and benefits
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(87,710 | ) | (101,167 | ) | ||||
Accrued expenses
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(417,946 | ) | (217,668 | ) | ||||
Customer deposits
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(174,644 | ) | 108,640 | |||||
Net cash used in operating activities
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(8,343,102 | ) | (6,489,517 | ) | ||||
Cash flows from investing activities
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Expenditures for property and equipment
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(106,479 | ) | (1,597,097 | ) | ||||
Investment in investee company
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- | (1,589,422 | ) | |||||
Deposits of restricted cash
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(60,000 | ) | - | |||||
Net cash used in investing activities
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(166,479 | ) | (3,186,519 | ) | ||||
Cash flows from financing activities
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Repayments of bank loans and notes payable
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(877,312 | ) | (529,273 | ) | ||||
Proceeds from issuance of Series A preferred stock
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- | 2,197,240 | ||||||
Proceeds from issuance of common stock
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4,244,689 | 5,052,401 | ||||||
Common stock issuance costs
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(177,606 | ) | (484,983 | ) | ||||
Deferred offering and financing costs
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- | (93,579 | ) | |||||
Proceeds from noncontrolling interest
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5,500 | 1,546,062 | ||||||
Net cash provided by financing activities
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3,195,271 | 7,687,868 | ||||||
Effect of exchange rate changes on cash and cash equivalents
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776 | (15,662 | ) | |||||
Net decrease in cash and cash equivalents
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(5,313,534 | ) | (2,003,830 | ) | ||||
Cash and cash equivalents - beginning of period
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7,823,217 | 2,910,595 | ||||||
Cash and cash equivalents - end of period
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$ | 2,509,683 | $ | 906,765 |