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) |
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: November 14, 2013 | By: /s/ Eric C. Apfelbach |
Name: Eric C. Apfelbach | |
Title: President and CEO |
Exhibit No.
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Exhibit Description
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Press release, dated November 14, 2013, issued by ZBB Energy Corporation, furnished herewith
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·
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Product sales decreased 33.4% to $1,069,122 from $1,605,138.
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·
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Product sales gross profit of $471,721 compared to $112,746 in the prior year quarter.
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·
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Net loss decreased to $2,596,791 compared to $2,882,790. The decrease in net loss is due primarily to the increase in gross profit and the lower general and administrative expense.
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·
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Loss per share declined to ($0.15) from ($0.19).
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·
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Received third-party compliance validation of the ZBB EnerStore® battery as meeting the requirements of Standard GBZ2.1-2007 of the National Institute for Occupational Safety and Health (NIOSH) for use in the People's Republic of China through its joint venture partner Meineng Energy.
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·
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Completed a private placement transaction of 600 shares of Series B preferred stock resulting in gross proceeds of $3 million to the Company.
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·
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Shipped EnerSystems and system components to both China and South Korea in support of our Chinese Joint Venture and Lotte Petrochemical respectively. Also, ZBB shipped our first EnerSystem™ to Australia that will utilize two EnerStore batteries in combination with a fuel cell, organic Rankin cycle turbine, PV solar panels and a wind turbine.
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·
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Completed customer on-site testing of a one MWh EnerStore, currently our largest operating energy storage system.
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·
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Crosspoint Kinetics announced the introduction of their second generation [S3000] hybrid system. This is the most cost effective retrofitable hybrid system in the class 3 to class 6 truck market. According to Frost & Sullivan, there are more than 260,000 class 3 to class 6 trucks on the road today, with an expected annual run rate of more than 68,000 produced by 2016. This represents a sizable opportunity for the Company. ZBB developed and now manufactures the electronic controller for the S3000 hybrid system.
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ZBB ENERGY CORPORATION
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Condensed Consolidated Statements of Operations
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||||||||
Three months ended September 30,
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||||||||
2013
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2012
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|||||||
Revenues
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||||||||
Product sales
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$ | 1,069,122 | $ | 1,605,138 | ||||
Engineering and development
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- | 218,183 | ||||||
Total Revenues
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1,069,122 | 1,823,321 | ||||||
Costs and Expenses
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||||||||
Cost of product sales
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597,401 | 1,492,392 | ||||||
Cost of engineering and development
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- | 45,065 | ||||||
Advanced engineering and development
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1,209,837 | 1,159,739 | ||||||
Selling, general, and administrative
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1,485,491 | 1,681,552 | ||||||
Depreciation and amortization
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342,580 | 340,632 | ||||||
Total Costs and Expenses
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3,635,309 | 4,719,380 | ||||||
Loss from Operations
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(2,566,187 | ) | (2,896,059 | ) | ||||
Other Income (Expense)
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||||||||
Equity in loss of investee company
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(117,892 | ) | (76,481 | ) | ||||
Interest income
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509 | 389 | ||||||
Interest expense
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(51,738 | ) | (47,563 | ) | ||||
Other income (expense)
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896 | - | ||||||
Total Other Income (Expense)
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(168,226 | ) | (123,655 | ) | ||||
Loss before provision (benefit) for Income Taxes
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(2,734,412 | ) | (3,019,714 | ) | ||||
Provision (benefit) for Income Taxes
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(19,729 | ) | - | |||||
Net loss
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(2,714,683 | ) | (3,019,714 | ) | ||||
Net loss attributable to noncontrolling interest
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117,892 | 136,924 | ||||||
Net Loss Attributable to ZBB Energy Corporation
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(2,596,791 | ) | (2,882,790 | ) | ||||
Preferred Stock Dividend
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(2,499 | ) | - | |||||
Net Loss Attributable to Common Shareholders
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$ | (2,599,290 | ) | $ | (2,882,790 | ) | ||
Net Loss per share
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||||||||
Basic and diluted
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$ | (0.15 | ) | $ | (0.19 | ) | ||
Weighted average shares-basic and diluted
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17,707,760 | 15,463,802 |
ZBB ENERGY CORPORATION
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Condensed Consolidated Balance Sheets
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September 30, 2013
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(Unaudited)
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June 30, 2013
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Assets
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Current assets:
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Cash and cash equivalents
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$ | 3,079,290 | $ | 1,096,621 | ||||
Restricted cash on deposit
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60,000 | 60,000 | ||||||
Accounts receivable, net
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497,925 | 446,925 | ||||||
Inventories
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2,169,746 | 2,459,776 | ||||||
Prepaid expenses and other current assets
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96,387 | 224,542 | ||||||
Refundable income tax credit
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157,780 | 137,228 | ||||||
Total current assets
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6,061,129 | 4,425,092 | ||||||
Long-term assets:
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Property, plant and equipment, net
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5,045,767 | 5,179,707 | ||||||
Investment in investee company
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2,186,228 | 2,304,122 | ||||||
Intangible assets, net
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226,551 | 411,073 | ||||||
Goodwill
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803,079 | 803,079 | ||||||
Total assets
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$ | 14,322,753 | $ | 13,123,073 | ||||
Liabilities and Equity
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Current liabilities:
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Bank loans and notes payable
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$ | 923,545 | $ | 885,786 | ||||
Accounts payable
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1,059,861 | 570,932 | ||||||
Accrued expenses
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835,445 | 785,532 | ||||||
Customer deposits
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2,348,418 | 2,194,262 | ||||||
Accrued compensation and benefits
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241,686 | 164,437 | ||||||
Total current liabilities
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5,408,955 | 4,600,949 | ||||||
Long-term liabilities:
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Bank loans and notes payable
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2,309,161 | 2,395,802 | ||||||
Total liabilities
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7,718,116 | 6,996,751 | ||||||
Equity
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Series B redeemable convertible preferred stock ($0.01 par value, $1,000 face value) 10,000,000 authorized,
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3,000 and 0 shares issued and outstanding, preference in liquidation of $6,002,499 as of September 30, 2013
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30 | - | ||||||
Common stock ($0.01 par value); 150,000,000 authorized,
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17,707,760 shares issued and outstanding as of September 30, 2013 and June 30, 2013
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885,389 | 885,389 | ||||||
Additional paid-in capital
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88,657,979 | 85,464,055 | ||||||
Accumulated deficit
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(83,529,615 | ) | (80,932,824 | ) | ||||
Accumulated other comprehensive loss
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(1,595,373 | ) | (1,594,418 | ) | ||||
Total ZBB Energy Corporation Equity
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4,418,410 | 3,822,202 | ||||||
Noncontrolling interest
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2,186,228 | 2,304,120 | ||||||
Total equity
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6,604,638 | 6,126,322 | ||||||
Total liabilities and equity
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$ | 14,322,753 | $ | 13,123,073 |
ZBB Energy Corporation
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Condensed Consolidated Statements of Cash Flows
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Three months ended September 30,
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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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$ | (2,714,683 | ) | $ | (3,019,714 | ) | ||
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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158,057 | 156,128 | ||||||
Amortization of intangible assets
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184,523 | 184,504 | ||||||
Stock-based compensation
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284,080 | 236,150 | ||||||
Equity in loss of investee company
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117,892 | 76,481 | ||||||
Amortization of discounts and debt issuance costs on notes payable
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14,566 | - | ||||||
Changes in assets and liabilities
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Accounts receivable
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(51,000 | ) | (709,159 | ) | ||||
Inventories
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290,030 | (919,521 | ) | |||||
Prepaids and other current assets
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113,589 | (156,195 | ) | |||||
Refundable income taxes
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(20,553 | ) | (7,098 | ) | ||||
Accounts payable
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488,930 | 18,761 | ||||||
Accrued compensation and benefits
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77,249 | (64,270 | ) | |||||
Accrued expenses
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92,642 | 20,465 | ||||||
Customer deposits
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154,156 | (400,126 | ) | |||||
Net cash used in operating activities
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(810,523 | ) | (4,583,594 | ) | ||||
Cash flows from investing activities
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Expenditures for property and equipment
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(24,117 | ) | (87,691 | ) | ||||
Net cash used in investing activities
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(24,117 | ) | (87,691 | ) | ||||
Cash flows from financing activities
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Repayments of bank loans and notes payable
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(92,967 | ) | (141,153 | ) | ||||
Proceeds from issuance of preferred stock and warrants
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3,000,000 | |||||||
Preferred stock issuance costs
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(90,127 | ) | ||||||
Proceeds from issuance of common stock
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- | 1,744,688 | ||||||
Common stock issuance costs
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- | (143,009 | ) | |||||
Proceeds from noncontrolling interest
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- | 1,500 | ||||||
Net cash provided by financing activities
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2,816,906 | 1,462,026 | ||||||
Effect of exchange rate changes on cash and cash equivalents
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402 | 23,056 | ||||||
Net increase (decrease) in cash and cash equivalents
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1,982,669 | (3,186,203 | ) | |||||
Cash and cash equivalents - beginning of period
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1,096,621 | 7,823,217 | ||||||
Cash and cash equivalents - end of period
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$ | 3,079,290 | $ | 4,637,014 | ||||
Cash paid for interest
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$ | 56,202 | $ | 46,753 |