What changed in this filing

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Item 7. Management’s Discussion and Analysis

2025-03-20 compared with 2024-03-27 · 215 added, 274 removed, 122 unchanged (80% of the section changed)

Management’s Discussion and

Analysis of Financial Condition and Results of Operations.

Management’s Discussion and Analysis of Financial

Condition and Results of Operations.

The following discussion, which focuses on our results

12 unchanged sentences

by reducing drag, increasing fuel efficiency, and offering users a stable riding boat.

We have additionally, launched the AquaSport line

Additionally, we have launched the AquaSport line

of monohull boats which are expected to appeal to first-time boat buyers,

the freshwater market, and consumers that prefer a monohull

boat, increasing our potential customer base across the nation and moving us outside on the niche catamaran market.

Twin Vee’s home

base operations in Fort Pierce Florida is a 7.5-acre facility with several buildings totaling over 75,000 square feet.

the freshwater market, and consumers that prefer a

monohull boat, increasing our potential customer base across the nation and beyond the catamaran market.

Twin Vee’s home base operations

in Fort Pierce Florida is a 7.5-acre facility with several buildings totaling approximately 100,000 square feet.

We currently employe

approximately 65 employees.

We have organized our business into three operating segments:

(i) our gas-powered

boat segment which manufactures and distributes gas-powered boats;

(ii) our electric-powered boat segment which is developing fully electric

boats, through our controlling interest subsidiary, Forza and (iii) our franchise segment which is developing a standard product offering

and will be selling franchises across the United States through our wholly owned subsidiary, Fix My Boat, Inc., a Delaware corporation.

Our gas-powered boats allow consumers to use them

for a wide range of recreational activities including fishing, diving and water skiing and commercial activities including transportation,

eco tours, fishing and diving expeditions.

We believe that the performance, quality and value of our boats position us to achieve our

goal of increasing our market share and expanding the power catamaran boating market.

We currently primarily sell our boats through a

current network of 43 independent boat dealers in locations across North America and the Caribbean who resell our boats to the end user

Twin Vee customers.

We continue recruiting efforts for high quality boat dealers and seek to establish new dealers and distributors domestically

and internationally to distribute our boats as we grow our production and introduce new models.

Our gas-powered boats are currently outfitted

with gas-powered outboard combustion engines.

Due to the growing demand for sustainable, environmentally

friendly electric and alternative fuel commercial and recreational vehicles, Forza, is designing and developing a line of electric-powered

Forza’s electric boats are being designed as fully integrated electric boats including the hull, outboard motor and control

To date, Forza X1 has built-out and tested multiple Forza company units, including:

three offshore-style catamarans, two bay boat-style

catamarans, one deck boat and three 22-foot center console (F22) monohulls.

In addition, Forza has also electrified a pontoon boat for

a major national pontoon manufacturer.

Forza is in the process of an additional pontoon electrification project and are building an additional

five monohulls.

Each build cycle includes improvements and involves extensive duration and performance testing.

The engine design and

lower units and the control systems are continuously improved with each iteration.

Cooling system improvements have also been prioritized

and have yielded a myriad of benefits to runtime, speed, and range.

Forza continues to iterate the engine design, including value engineering

of parts and lightweighting of engine components.

Forza is experimenting with our first 300 HP stacked motor design.

Forza is uncertain

as to when it will obtain revenues from the sale of these fully integrated electric boats.

Forza will continue to build and test prototype

engines and boats for the next six to nine months.

During the year ended December31, 2023, we saw a small

increase in revenue.

Our Company’s objectives have been to add new, larger boat models to our GFX lineup, expand our dealers and

distribution network, and increase unit production to fulfill our customer and dealer orders.

The average selling price of our units did

decrease by 16%, for the year ended December 31, 2023, to approximately $137,692.

This is due to the inclusion of our monohull boats which

have an average selling price of approximately $62,000 per unit.

The addition of the monohull boat accounted for 18% of our total sales

for the year ended December 31, 2023.

Consumers can use our boats for a wide range of recreational

activities including fishing, diving and water skiing and commercial activities including transportation, eco tours, fishing and diving

We believe that the performance, quality and value of our boats position us to achieve our goal of increasing our market

share and expanding the power catamaran boating market.

We currently primarily sell our boats through a current network of 43 independent

boat dealers in locations across North America and the Caribbean who resell our boats to the end user Twin Vee customers.

recruiting efforts for high quality boat dealers and seek to establish new dealers and distributors domestically and internationally to

distribute our boats as we grow our production and introduce new models.

Our boats are currently outfitted with gas-powered outboard combustion

During the year ended December31, 2024, we experienced

a dramatic decrease in revenue.

Our objectives have been to assist dealers with selling through field inventory, add new models like the

GFX2 model line introduced in 2024, expand our dealer and distribution network, and increase unit production to fulfill our customer and

dealer orders.

The average selling price of our units increased by 19%, for the year ended December 31, 2024, to approximately $167,096.

This is due to the higher proportion of larger Twin Vee models sold versus smaller Aquasport models.

Recent Developments

On April 20, 2023 we incorporated AquaSport Co., a

wholly owned subsidiary, in the state of Florida in connection with our plan to lease the AQUASPORT™ boat brand and manufacturing

facility in White Bluff, TN.

On May 5, 2023, we and AquaSport Co.

entered into an agreement with Ebbtide Corporation (“Ebbtide”)

providing AquaSport Co.

with the right to acquire assets, AQUASPORT™ boat brand, trademarks, 150,000-square-foot manufacturing facility

situated on 18.5 acres in White Bluff, TN, related tooling, molds, and equipment to build five AquaSport models ranging in size from 21

to 25-foot boats (the “AquaSport Assets”).

Under the agreement, AquaSport Co.

has the right to

purchase the AquaSport assets from Ebbtide for $3,100,000 during the five-year term of the Agreement (or extension period), less credit

for a $300,000 security deposit paid by us and $16,000 a month for any rent paid under the Agreement by AquaSport Co.

will lease the AquaSport assets from Ebbtide under the agreement at a monthly rent of $22,000 pending AquaSport Co.’s acquisition

of the AquaSport assets.

The lease is for a term of five years, commencing June 1, 2023, with one option to renew the lease for an additional

The White Bluff, TN, AquaSport facility was opened

to produce the AquaSport legacy line of monohull boats.

While there was interest in the legacy models, we’ve seen light demand for

these models from our dealer network and customers.

We’ve seen much higher demand for the newly designed AquaSport models currently

manufactured in our Fort Pierce, FL, facility.

Lower demand for these legacy models, coupled with

the current economic headwinds in the boating industry, led us to close the Tennessee facility in November 2023, and to consolidate its

manufacturing operations in our Florida facility.

We remain dedicated to the AquaSport brand and will continue to design and produce new

models, including the 240 CC which is now available for sale, and the 280 CC, which will be available over the next quarter.

In late December 2023, One Water informed us that they were going to discontinue some of their relationships with

manufactures, and Twin Vee was one of those relationships.

We have found that One Water struggled to achieve sales of our Twin Vee production

line due to their unfamiliarity with powered catamarans.

We continue to work with OneWater to help them connect and sell units to end

We have also started working with dealers that are experienced with our products and have proven to be successful in understanding

the benefits of our products and how to achieve sales.

On November 26, 2024 (the

“Closing Date”), pursuant to the terms of the Merger Agreement, by and between us, Twin Vee Merger Sub, Inc.

and Forza, Merger

Sub was merged with and into Forza (the “Merger”), with Forza surviving the Merger as our wholly-owned subsidiary.

effective time of the Merger, (a) each outstanding share of common stock of Forza , par value $0.001 per share of Forza (the “Forza

Common Stock”) (other than any shares held by Twin Vee) was converted into the right to receive 0.611666275 shares of Twin Vee common

stock, par value $0.001 per share for an aggregate of 5,355,000 shares of our common stock (the “Twin Vee Common Stock”),

(b) each outstanding Forza stock option, whether vested or unvested, that had not previously been exercised prior to such time was converted

into an option to purchase 0.611666275 shares of Twin Vee Common Stock for each share of Forza Common Stock covered by such option, (c)

each outstanding warrant to purchase shares of Forza Common Stock was assumed by Twin Vee and converted into a warrant to purchase 0.611666275

shares of Twin Vee Common Stock for each share of Forza Common Stock for which such warrant was exercisable for prior to the Effective

Time, and (d) the 7,000,000 shares of Forza Common Stock held by Twin Vee were cancelled.

The issuance of shares of

Twin Vee Common Stock to the former shareholders of Forza was registered under the Securities Act of 1933, as amended, pursuant to a registration

statement on Form S-4 (File No.

333-281788), as amended, filed by Twin Vee with the Securities and Exchange Commission (the “SEC”)

and declared effective on October 10, 2024 (the “Registration Statement”).

At the effective time of

the Merger, in accordance with the terms of the Merger Agreement, the size of Twin Vee’s board of directors (the “Board”)

was set at five, Joseph Visconti, Preston Yarborough, Neil Ross and Kevin Schuyler remained as directors of Twin Vee and Marcia Kull was

appointed as a director of Twin Vee.

Effective as of the effective time of the Merger, Bard Rockenbach and James Melvin resigned as directors

of Twin Vee and any committees thereof.

Nasdaq Compliance

On November 7, 2024, we received written notification

from The Nasdaq Stock Market LLC (“Nasdaq”) granting our request for a 180-day extension to regain compliance with Nasdaq

Listing Rule 5550(a)(2).

Compliance may be achieved automatically and without further action if the closing bid price of our common stock

is at or above $1.00 for a minimum of ten consecutive business days at any time prior to May 5, 2025, Nasdaq will notify us when it determines

that we have regained compliance with the Minimum Bid Price Requirement and the matter will be closed.

On November 11, 2024, we held the 2024 Annual Meeting.

At the 2024 Annual Meeting, our stockholders approved the issuance of shares of common stock to Forza stockholders pursuant to the terms

of the Merger Agreement and an amendment to our Certificate of Incorporation to effect a reverse stock split at a ratio within the range

of 1-for-2 to 1-for-20.

Sale Agreement

with Revver Digital, LLC

On February 4, 2025, we entered into an agreement

(the “Sale Agreement”), effective February 4, 2025 (the “Effective Date”), with Revver Digital, LLC, a Delaware

limited liability company and wholly owned subsidiary of One Water Marine Inc.

(“OWM”), providing us with the right to acquire

certain intellectual property of OWM (the “OWN Intellectual Property”) related to (a) the online marketplace, advertisement,

marketing, and sale services of yachts, boats, and yacht and boat accessories and (b) arranging of loans, insurance, and warranty services

related to yachts and boats under the brands “Yachts for Sale” and “Boats for Sale” through the websites available

at the domains (the “Domains”) “yachtsforsale.com” and “boatsforsale.com” (the “Business”).

Pending the closing of the sale to us of the OWN Intellectual Property, the Sale Agreement grants us a license to use and sublicense the

OWN Intellectual Property to conduct the Business in consideration of:

(a) the payment to OWM of a monthly revenue-sharing royalty (the

“Revenue-Sharing Royalty”) of six percent (6%) of the Aggregate Subscription Revenue (as defined) of the Business;

a credit to OWM of $500 per OWM dealer who lists boats or yachts on the Domains during such period (the “Dealer Storefront Credit”).

On the date of the closing (the “Closing”) of the sale to us of the OWN Intellectual Property, the Sale Agreement provides

that in consideration of the transfer of, and as a purchase price (the “Purchase Price”) for, the OWM Intellectual Property,

we will assume certain liabilities of OWM related to the Business and pay to OWM $5,000,000 (the “Minimum Purchase Price”),

less the aggregate amount of all Revenue-Sharing Royalties paid to OWM through such date and the aggregate amount of all Dealer Storefront

Credits accrued for the benefit of OWM through such date (the “Remaining Purchase Price”).

Financial Condition

We finished the year with revenue up 4% over the prior year.

Our cash, cash equivalents, restricted

cash and marketable securities were $21 million at December 31, 2023.

Our property, plant, and equipment along with prepaid expenses went

up notably, as we have invested in additional boat molds for new model, equipment to support our increased production levels, and leasehold

improvements to improve the quality of our products.

We finished the year with revenue down 57% compared

to the prior year.

Our cash, cash equivalents, restricted cash and marketable securities were $7.7 million at December 31, 2024.

Our property,

plant, and equipment went up as we invested in additional boat molds for new model, equipment to support our increased production levels,

and leasehold improvements to improve the quality of our products and new and expanded production facilities

Results of Operations

5 unchanged sentences

Loss from operations

$ (11,987,299 )

$ (6,021,708 )

$ (5,965,591 )

$ (2,205,103 )

$ (1,976,809 )

$ (9,782,196 )

$ (5,793,414 )

$ (3,988,782 )

Basic and dilutive income per share of

Weighted average number of shares of

common stock outstanding

Other expense

Basic and dilutive income per share of common stock

Weighted average number of shares of common stock outstanding

Net Sales and Cost Sales

Our net sales increased $1,438,187, or 4% to $33,425,911

Our net sales decreased $19,037,395, or 57% to $14,388,517

for the year ended December 31, 2024 from $33,425,912 for the year ended December 31, 2023.

The number of boats sold during fiscal year

ended December 31, 2023 increased 21% over the number of our boats sold during the fiscal year ended December 31, 2022.

However, our average

cost per unit decreased approximately $26,000.

In 2023, we introduced our monohull line of boats.

These are low-cost entry-level boats,

in a very competitive sector.

We believe that adding a full line up of monohull boats will allow us to continue to increase our net sales

year over year.

In 2023, 40% of our sales or approximately $6,000,000, were attributed to our 220 monohull,

Gross profits decreased by $933,779, or 9% to $9,723,027 for the year ended December

31, 2023 from $10,656,806 for the year ended December 31, 2022.

Gross profit as a percentage of sales, for the year ended December 31,

2023 and 2022 was 29% and 33% respectively.

We attribute the 4% decline in gross profit percentage to decreased demand in the marine sector.

ended December 31, 2024 decreased 63% compared to the number of our boats sold during the fiscal year ended December 31, 2023.

our average cost per unit increased approximately $27,000.

The increase in average price per boat was due to the higher percentage of

Twin Vee boats compared to Aquasport boats, which have generally lower prices than Twin Vee boats.

Gross profits decreased by $4,018,313, or 123% to

a negative $751,425 for the year ended December 31, 2024 from $3,266,888 for the year ended December 31, 2023.

Gross profit as a percentage

of sales, for the year ended December 31, 2024 and 2023 was negative 5% and positive 10% respectively.

We attribute the decline in gross

profit percentage to inefficiencies in production resulting from a significant drop in demand in the marine sector.

Total Operating Expenses

Our total operating expenses for the year ended December 31, 2023 and 2022

were $21,710,326 and $16,678,514 respectively.

Operating expenses as a percentage of sales were 65% compared to 52% in the prior year.

Selling, general and administrative expenses increased by approximately 35%, or

$974,781 to $3,734,406 for the year ended December 31, 2023, compared to $2,759,625 for the year ended December 31, 2022.

Our advertising

and marketing expenses increased 296%, from $112,319 for the year ended December 31, 2022, to $331,911 for the year ended December 31,

This is due to increased expenses associated with our new AquaSport line and the Forza Electrafication event.

Our rent expense increased

31%, or $134,456 to $567,602 for the year ended December 31, 2023.

The increase was due to Forza Tech Center being rent for a full year

compared to only 3 months in 2022, resulting in an increase of $118,900;

along with a 5% increase for our rent in Fort Pierce.

expense increased $77,889, due to Forza utilizing Recruiting firs to hire two Engineers.

Filing fee and investor relations fees increased

$85,286, due to Forza being public for an entire year in 2023, compared to only a partial year in 2022.

Dues and subscriptions increased

$163,812 for the year ended December 31, 2023, this is due to subscriptions related to our new ERP system, training and safety, marketing

related subscriptions, option tracking and engineering related subscriptions.

Expenses related to travel increased by $202,619, for the

year ended December 31, 2023, this was due to required travel for staff to go to our three different facilities as well as international

travel related to Forza.

We also saw an increase of $60,341 for the year ended December 31, 2023, for our workers compensation expense

due to our increased employment levels.

Numerous other items make up the remaining increase approximately $24,000 of increased selling,

general and administrative expense increase.

Salaries and wage related expenses increased by approximately

Operating expenses for the year ended December 31,

2024 and 2023 were $13,800,344 and $15,254,187, respectively, a decrease of $1,453,843 or 10%.

As a percentage of revenues operating expenses

were 96% compared to 46% in the prior year, largely due to the high fixed cost nature of our business on a 57% reduction in revenues partially

offset by the benefit of significantly reduced spending at Forza throughout 2024.

Operating expenses for the year ended December 31, 2024

included an impairment charge of $1,674,000 related to the impairment of the partially constructed Forza building based on an appraisal

prior to the merger of Twin Vee and Forza.

Before the impact of this charge, operating expenses for the year ended December 31, 2024 and

2023 were $12,126,344 and $15,254,187, respectively, a decrease of $3,127,843 or 21%.

As a percentage of revenues, before the impact of

the impairment charge, operating expenses were 84% compared to 46% in the prior year, largely due to the high fixed cost nature of our

business on a 57% reduction in revenues partially offset by the benefit of significantly reduced spending at Forza throughout 2024.

Selling, general and administrative expenses decreased

by approximately 17%, or $638,538 to $3,095,868 for the year ended December 31, 2024, compared to $3,734,406 for the year ended December

Salaries and wage-related expenses decreased by approximately

34%, or $2,566,622 to $4,906,819 for the year ended December 31, 2024, compared to $7,473,441 for the year ended December 31, 2023.

The increase in salaries and wages of $1,458,260 was the result of aggressively ramping up of production, which required increasing our

production and adding mid-level staff.

Included in salaries and wages for the year ended December 31, 2023 was a non-cash stock-based

compensation expense of $1,902,749, which was an increase of $453,997 from the prior year, due to the issuance of options to employees.

We have also incurred production and executive bonus expense increase of $42,300 for the year ended December 31, 2023.

Our cost of benefits,

primarily health insurance, holiday pay and 401K, increased by approximately $178,996, due to our increase in headcount.

board fees increased by $60,375 in 2023, during the year ended December 31, 2022 we only incurred board fees for a portion of the year

During the years ended December 31, 2023 and 2022, respectively, we incurred $123,048 and $0 in commission expense.

The remaining

increase of salaries and wages during the year ended December 31, 2021 was associated with payroll taxes and benefits.

Professional fees increased by 29%, or $283,351 to $1,249,388 for the year ended December

31, 2023, compared to $966,037 for the year ended 2022.

Professional fees related to Forza increased $194,692 for the year ended December

31, 2023, as we carried the costs of audit and legal fees of a public organization for an entire year compared to only a partial year

The remaining increase was due to consulting services to install and manage our new ERP

Depreciation expense for the year ended December 31,

2023 increased by 144%, or $799,633 to $1,353,383 for the year ended December 31, 2023 compared to $553,750 in December 31, 2022.

our IPO in 2021 we have made significant investments in equipment, leasehold improvements and boat molds that resulted in an increased

our depreciation expense.

Research and design expenses for the year ended December 31, 2023, was $1,443,569

compared to $941,533, for the year ended December 31, 2022.

These expenses are associated with our development of our electric propulsion

system for Forza.

Other income increased by 866%, or $1,976,809 to

decline is primarily related to significant reductions in headcount at Forza, partially offset by $310,000 in special bonuses paid to

certain executives upon the successful merger of Twin Vee and Forza.

Included in salaries and wages for the year ended December 31, 2024

was a non-cash stock-based compensation expense of $1,202,474, which represented a decrease of $700,275 from the prior year, due primarily

to the forfeiture of options following the departure of certain senior executives at both Twin Vee and Forza during 2024 partially offset

by the addition of a new executive officer at Twin Vee and further issuances of options to existing employees.

Also resulting from the

reduction in headcount year over year were related reductions in the cost of benefits, primarily health insurance, holiday pay and 401K.

Professional fees increased by 34%, or $420,086 to

$1,669,474 for the year ended December 31, 2024, compared to $1,249,388 for the year ended 2023.

The increase in other income is

primarily the result of $1,267,055 in Employee Retention Credit income.

We incurred an increase in net gain in fair value of our

marketable securities of $191,722, compared to a net loss in fair value of our marketable securities of $133,988 in 2022, due to

improved financial market.

Additionally, we recorded $909,215 in dividend income during 2023, compared to $0, in 2022.

ended December 31, 2023 we did see an increase in interest expense of $57,002.

Net loss for the year ended December 31, 2023, was $9,479,511, compared to

$5,793,414 for the year ended December 31, 2022.

We have spent much of the last two year assembling the tools and people necessary to

increase production levels.

While our revenue levels increased, our expenses also increased.

Toward the end of 2023, market condition

worsened, forcing us to close the Tennessee facility and consolidate operation in Fort Pierce.

That coupled with the additional expenses

associated with being a public company and our research and development efforts for our electric boat division, resulted in a net loss

With these investments, we are building the foundation for our future, not only for our gas powered boats, but also for our

electric boat division.

We have decreased our head count significantly and work to right size the business for the current state of the

economy, while keep our core strengths intact.

Basic and dilutive loss per share of common stock increased for the year ended December

31, 2023 to ($0.76) compared to ($0.67) for the year ended December 31, 2022.

The increase in professional fees related

primarily to the merger between Twin Vee and Forza.

Costs incurred were for legal representation, auditor consents, fairness opinions,

appraisals, filings and the like.

Depreciation and amortization expense for the year

ended December 31, 2024 increased by 29%, or $391,834 to $1,745,217 for the year ended December 31, 2024 compared to $1,353,383 for the

year ended December 31, 2023.

This increase is due to significant investments in equipment, leasehold improvements and boat molds that

resulted in an increased depreciation expense.

Research and development expenses for the year ended

December 31, 2024, was $586,378 compared to $1,443,569, for the year ended December 31, 2023.

This reduction was due to the discontinuance

of the development of our electric propulsion system for Forza.

Other income decreased by 75%, or $1,663,240 to $541,863

for the year ended December 31, 2024, compared to $2,205,103 for the year ended, 2023.

The decrease in other income is primarily the result

of $1,267,055 in Employee Retention Credit income received in 2023, which is not recurring in 2024, and lower overall dividends and interest

on investments resulting from the liquidation of investments to fund operations and capital investments.

Net loss for the year ended December 31, 2024, was

$14,009,906, compared to $9,782,196 for the year ended December 31, 2023.

2024 was a challenging year with overall boat production down

63%, which worsened throughout the year.

We managed both variable and fixed operating costs, including reducing then shutting down the

Forza research and development operation.

The deleveraging of our fixed costs on such a low revenue base in 2024 led to significant losses.

We have decreased our head count significantly and continue to right-size the business for the current state of the economy, while keep

our core strengths intact.

Basic and dilutive loss per share of common stock increased for the year ended December 31, 2024 to ($1.10)

compared to ($0.76) for the year ended December 31, 2023.

Liquidity and Capital Resources

A primary source of funds for the year ended December 31, 2023 was net cash

received from our secondary offering, as well as Forza’s initial public and secondary offering and revenue generated from operations.

Our primary use of cash was related to funding the expansion of our operations through capital improvements, adding staff, and increasing

inventory levels.

Our priority over the next several months is to minimize new purchase orders and to deploy as much of this inventory

as possible into new production.

The following table provide selected financial data

A primary source of funds for the year ended December

31, 2024 was net cash received from sales of our equity securities and those of Forza during prior fiscal years and revenue generated

from operations.

Our primary use of cash was related to funding the low-level revenue related cash losses from operations and capital

improvements.

Our priority over the next year is to grow our revenue base while managing working capital including improving inventory

The following table provides selected financial data

about us as of December 31, 2024 and December 31, 2023.

Cash, cash equivalents and restricted cash

Marketable securities

Cash and cash equivalents

Restricted cash

Current assets

1 unchanged sentence

Working capital

As of December 31, 2023, we had sufficient cash and cash equivalents to meet

ongoing expenses for at least twelve months from the date of the filing of this Annual Report.

As of December 31, 2023, we had $21,218,175

of cash, cash equivalents, restricted cash and marketable securities, total current assets of $26,646,318, and total assets of $39,846,713.

As of December 31, 2024, we had sufficient cash and

cash equivalents to meet ongoing expenses for at least twelve months from the date of the filing of this Annual Report.

As of December

31, 2024, we had $7,706,240 of cash, cash equivalents, restricted cash and marketable securities, total current assets of $10,419,141,

and total assets of $25,887,905.

Our total liabilities were $6,671,055.

Our total liabilities were comprised of current liabilities of $4,216,345 which included accounts

payable and accrued liabilities of $3,474,538, contract liability of $44,195, finance lease liability of $214,715 and current portion

of operating lease right of use liability of $482,897, and long-term liabilities of $3,580,753.

As of December 31, 2022, we had $23,501,007

of cash, cash equivalents and restricted cash, marketable securities of $2,927,518, total current assets of $29,887,529 and total assets

of $38,231,480.

Our total current liabilities were $3,791,063 and total liabilities of $5,210,591 which included long-term operating lease

liabilities for the lease of our facility.

We believe that our cash and cash equivalents will provide sufficient resources

to finance operations for the next 12 months.

In addition to cash, cash equivalents, restricted cash and marketable securities, we anticipate

that we will be able to rely, in part, on cash flows from operations in order to meet our liquidity and capital expenditure needs in the

We do anticipate Forza’s expenses to increase during the next year as it constructs its planned manufacturing facility

in McDowell, North Carolina, the cost of which we expect will be paid for through the proceeds of Forza’s initial public offering,

its secondary offering and certain grant funding, provided the conditions to receipt of the grant funding are met, of which there can

be no assurance.

Cash used in operating

$ (6,934,773 )

$ (4,146,031 )

Our total liabilities were comprised of current liabilities of

$3,747,990, which included accounts payable and accrued liabilities of $3,009,331, contract liability of $80,000, finance lease liability

of $221,929 and current portion of operating lease right of use liability of $436,730, and long-term liabilities of $2,923,065.

December 31, 2023, we had $16,755,233 of cash, cash equivalents, restricted cash, $4,462,942 of marketable securities, total current assets

of $26,646,318 and total assets of $39,846,713.

Our total current liabilities were $4,216,345 and total liabilities of $7,797,098 which

included long-term operating lease liabilities for the lease of our facility.

We believe that our cash and cash equivalents will

provide sufficient resources to finance operations for the next 12 months.

In addition to cash, cash equivalents, restricted cash and

marketable securities, we anticipate that we will be able to rely, in part, on cash flows from operations in order to meet our liquidity

and capital expenditure needs in the next year.

We also anticipate the sale of our partially constructed McDowell, North Carolina facility

to generate cash.

Cash used in operating activities

Cash used in investing activities

$ (6,629,021 )

Cash provided by financing

(14,049,320 )

Cash (used in) provided by financing activities

Cash at end of year

Cash Flow from Operating Activities

For the year ended December 31, 2023, net cash flows used in operating activities

was $6,934,773 compared to $4,146,030 during the year ended December 31, 2022.

We have increased inventory levels by $1,296,045, due to

having three different manufactures for engines and to bringing inventory in for the Tennessee facility, and due to our increased product

Our net loss was $9,782,196, was decreased by non-cash expenses of approximately $4,062,597 primarily due to stock-based compensation

of $1,902,749, depreciation of $1,353,383, change of right-of-use asset and lease liabilities of $474,630, change in inventory reserve

of $419,616 and net change in fair value of marketable securities of $87,781.

For the year ended December 31, 2023, our accounts payable

increased $333,346, due to our increase in inventory, prepaid expenses and other current assets decreases by $419,195, due to not being

required to prepay for incoming engines, as we were in 2022.

For the year ended December 31, 2023, our operating lease liabilities decreased

$479,315 and our accrued liabilities decreased by $165,257.

Contract liabilities increased by $38,895.

Accounts receivable increased by $65,993.

For the year ended December 31, 2024, net cash flows

used in operating activities was $6,973,617 compared to $6,934,773 during the year ended December 31, 2023.

We have decreased net inventory

levels by $2,418,098, due to managing inventory as well as other working capital items to align with the significant reduction in revenues

and production in 2024.

Our net loss was $14,009,906, decreased by non-cash expenses, primarily due to stock-based compensation of $1,177,140,

depreciation and amortization of $1,745,217, impairment of property & equipment of $1,674,000, change of right-of-use asset and lease

liabilities of $464,304, and loss on disposal of property & equipment of $172,684.

For the year ended December 31, 2024, our accounts

payable decreased $183,947 due to our decrease in inventory and production.

For the year ended December 31, 2024, our operating lease

liabilities decreased $482,897 and our accrued liabilities decreased by $281,259.

Cash Flow from Investing Activities

2 unchanged sentences

We increased our property and equipment

by $5,162,478, we invested in marketable securities of $1,343,702 and we realized a gain on the sale of marketable securities, available

for sale of $103,941.

The majority of the property and equipment purchased were molds for our boat production, for AquaSport and Twin

Vee, investing and additional $3,593,709.

We further spent $1,119,758 on the land in Tennessee and in North Carolina.

We also spent approximately

$714,991 on machinery and equipment.

by $6,341,675, we sold marketable securities of $4,462,942.

The majority of the property and equipment purchased were molds for our boat

production, for Twin Vee, and additions to facilities in both North Carolina and Ft.

Pierce Florida.

Cash Flows from Financing Activities

For the year ended December 31, 2023, net cash provided by financing activities

was approximately $6,818,021 compared to net cash provided by financing activities of $20,867,340 for the year ended December 31, 2022.

cash flow from financing activities for the year ended December 31, 2023 included proceeds of $6,996,015 and deferred offering cost of

$66,463 from a follow on underwritten public offering for Forza in June 2023.

Additional cash

used for financing activities of $90,153 was related to equipment financing, and $21,379 was used for a Forza buy back of

The cash provided by financing activities for the year ended December 31,2022, included $20,936,825 in net proceeds from the Forza offering.

For the year ended December 31, 2024, net cash used

by financing activities was approximately $213,744 compared to net cash provided by financing activities of $6,818,020 for the year ended

December 31, 2023.

The cash flow from financing activities for the year ended December 31, 2024 included only finance lease payments

while for the year ended December 31, 2023, cash provided by finance activities was primarily from proceeds of $6,996,015 and deferred

offering cost of $66,463 from a follow-on underwritten public offering for Forza in June 2023.

CRITICAL ACCOUNTING ESTIMATES

10 unchanged sentences

we evaluate our estimates based on historical experience and make various assumptions,

which management believes to be reasonable under

the circumstances, which form the basis for judgments about the carrying values of assets and liabilities that are not readily apparent

from other sources.

which management believes to be reasonable under the

circumstances, which form the basis for judgments about the carrying values of assets and liabilities that are not readily apparent from

other sources.

Actual results may differ from these estimates under different assumptions or conditions.

9 unchanged sentences

to retained earnings upon adoption as the effect was immaterial.

Payment received for the future sale of a boat to a customer is recognized as a

customer deposit, which is included in contract liabilities on the consolidated balance sheets.

Customer deposits are recognized as revenue

when control over promised goods is transferred to the customer.

Payment received for the future sale of a boat to

a customer is recognized as a customer deposit, which is included in contract liabilities on the consolidated balance sheets.

deposits are recognized as revenue when control over promised goods is transferred to the customer.

Use of Estimates

15 unchanged sentences

Impairment of Long-Lived Assets

Management assesses the recoverability of its long-lived assets when indicators of

impairment are present.

If such indicators are present, the recoverability of these assets is determined by comparing the undiscounted

net cash flows estimated to result from those assets over the remaining life to the assets’ net carrying amounts.

If the estimated

undiscounted net cash flows are less than the net carrying amount, the assets would be adjusted to their fair value, based on appraisal

or the present value of the undiscounted net cash flows.

Management assesses the recoverability of its long-lived

assets when indicators of impairment are present.

If such indicators are present, the recoverability of these assets is determined by

comparing the undiscounted net cash flows estimated to result from those assets over the remaining life to the assets’ net carrying

If the estimated undiscounted net cash flows are less than the net carrying amount, the assets would be adjusted to their fair

value, based on appraisal or the present value of the undiscounted net cash flows.

Product Warranty Costs

35 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis