Item 7. Management’s Discussion and Analysis
ITEM
7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Prospective
investors should read the following discussion and analysis of our financial condition and results of operations together with our financial
statements and the related notes and other financial information included elsewhere in this Annual Report on Form 10-K. Some of the information
contained in this discussion and analysis or set forth elsewhere in this annual report, including information with respect to our plans
and strategy for our business, includes forward-looking statements that involve risks and uncertainties. See “Cautionary Note Regarding
Forward-Looking Statements.” This discussion should be read in conjunction with our audited consolidated financial statements and
the notes thereto included elsewhere in this Annual Report on Form 10-K .
Overview
Worksport
Ltd., through its subsidiaries, designs, develops, manufactures, and owns the Intellectual Property on a portfolio of tonneau cover,
solar integration, portable power station, and NP (Non-Parasitic), Hydrogen-based green energy products and solutions for the automotive
aftermarket accessories, power storage, residential heating, and electric vehicle-charging industries. We seek to provide consumers with
next-generation automotive aftermarket accessories while capitalizing on growing consumer interest in clean energy solutions and power
grid independence.
Rising
Popularity of Electric Vehicles
Electric
Vehicles (EVs) have been increasing in consumer interest, whether that interest takes the form of vehicle pre-orders, sales, or investments.
As we begin marketing our Worksport SOLIS and COR, we plan to market the SOLIS as a must-have accessory for electric light duty vehicle
owners while simultaneously riding the coattails of EV popularity to promote our other products (COR and conventional tonneau covers)
to the very large population of Americans that have an interest in EVs without the funds to purchase them. Further, participating in
the EV space allows us to target consumers with an interest in cutting-edge technologies – a great market in which to promote our
COR portable power system.
Regulatory
Environment Favoring Electric Vehicles
The
Build Back Better Bill was a strong indication of upcoming and favorable U.S. regulations. Many regulations that improve North America’s
EV charging infrastructure or provide grants to businesses operating in the EV space would benefit us. While we are primarily focused
on the light duty vehicle market, our energy products are particularly useful for electric light duty pickup trucks and, therefore, are
positioned to benefit greatly from any bill that increases the prevalence of such vehicles. However, President Donald Trump has signed
an executive order titled Unleashing American Energy in which he has indicated his administration will be reversing the electric vehicle
mandates of Joe Biden’s former administration, and he has further paused billions of dollars in funding allocated towards electric
vehicle charging stations. The future of the U.S.’s regulatory environment surrounding electric vehicles is uncertain.
Limited
Competitive Landscape
Our
conventional tonneau covers are engineered for enhanced user experience and resistance to wear-and-tear, making them strong and competitive
products in an otherwise consolidated and saturated market. The Worksport COR, however, operates in a much wider yet unsaturated market.
The global Portable Power Station market is quickly growing, and the competitive landscape is far from consolidated. The solar tonneau
cover market is in its infancy, and it’s a market in which we have first-mover advantage. To ensure we do not fall behind future
competitors, we are highly focused on protecting our intellectual property both domestically and abroad.
Economic
Conditions and Market Trends
As
a result of a number of factors, our historical results of operations may not be comparable to our results of operations in future periods,
and our results of operations may not be directly comparable from period to period. Set forth below is a brief discussion of the key
factors impacting our results of operations.
26
Tariffs and Supply Chain Impact
Our hybrid manufacturing model, which includes
sourcing certain products and components from overseas—particularly from China—exposes us to risks associated with tariffs
and evolving global trade policies. Tariffs on imported raw materials, components, and finished goods have increased our input costs and
may continue to do so in the future. During fiscal 2025, increases in certain material and component costs attributable, in part, to tariffs
contributed to higher cost of goods sold; however, these increases were offset by higher production volumes, improved overhead absorption,
and operational efficiencies, resulting in an overall improvement in gross margins compared to the prior fiscal year. These impacts are
both direct, through duties applied to imported products and components, and indirect, as suppliers and logistics providers may pass through
increased costs associated with tariff regimes and related trade restrictions.
While we have taken steps to mitigate these risks
through supplier diversification, a portion of our supply chain remains dependent on foreign sources. As a result, tariffs and other trade
measures may continue to increase our cost of goods sold and may impact product pricing and margins to the extent not offset by operational
efficiencies or pricing actions. In addition, changes in U.S. trade policy or further escalation of tariffs could disrupt supply availability
or increase lead times, which may adversely affect our operations and results of operations.
Geopolitical
and Macroeconomic Conditions
Recent
geopolitical developments, including conflicts in the Middle East involving Iran, have contributed to volatility in global financial
markets, higher energy prices and inflationary pressures. While we do not have direct exposure to the affected regions through our suppliers,
customers or operations, these conditions may adversely affect our business. In particular, increases in global energy and transportation
costs may increase our cost of goods sold, and inflationary pressures may increase the cost of materials sourced from our suppliers,
including suppliers in Asia. In addition, such conditions may adversely affect consumer discretionary spending, which could reduce demand
for our products. Volatility in the capital markets may also affect our ability to raise capital on favorable terms. The extent and duration
of these conditions remain uncertain and could adversely affect our business, financial condition and results of operations.
Climate
Change
Climate
change threatens to cause many foreseeable as well as unforeseeable ramifications. In cautious preparation for those that are foreseeable,
we strategically began domestic manufacturing operations in Western New York – an economically growing region not immediately
threatened by climate change to the same extent as other regions and possibly one that may benefit from future population migrations
within the U.S. Further, we intend to lower our own carbon footprint by investing in energy-saving measures in our factory in West Seneca,
NY. Considering climate change may also exacerbate geopolitical tensions, we are working to diversify our supply chain and lower our
reliance on any particular region or country for raw materials in order to lower our exposure to climate change-induced economic or political
instability.
We
believe our Worksport SOLIS and Worksport COR products will be received positively by the public for their resilience to, and even increased
utility as a result of, Climate Change. However, we acknowledge the potentially negative environmental impacts of poor battery recycling
and increasing demand for precious metals. We are actively researching ways to lower such environmental impacts.
Inflation
Prices
of certain commodity products, including raw materials, are historically volatile and are subject to fluctuations arising from changes
in domestic and international supply and demand, labor costs, competition, market speculation, government regulations, trade restrictions
and tariffs. Increasing prices of the component materials for parts of our goods may impact the availability, quality and price of our
products as suppliers search for alternatives to existing materials and increase the prices they charge. Our suppliers may also fail
to provide consistent quality of product as they may substitute lower cost materials to maintain pricing levels. Rapid and significant
changes in commodity prices may negatively affect our profit margins, and it may be difficult to mitigate worsened margins through customer
pricing actions and cost reduction initiatives.
Additionally,
as central banks and the U.S. Federal Reserve increase interest rates to combat global inflation, the cost of debt financing increases.
The U.S. Federal Reserve has begun to decrease interest rates in 2024, but they may persist at an elevated level for the foreseeable
future. Our indebtedness arrangements both have floating interest rates, meaning we are susceptible to variable monthly mortgage and
debt interest costs as a result of changes in interest rates.
High
interest rates have also resulted in a shift in institutional holdings away from micro-cap equities, which has negatively influenced
our stock’s trading volume. We continue to forge relationships with institutional investors and analysts in order to maintain a
healthy trading volume.
Gasoline
Prices and Supply Chain Issues
We
faced significantly higher ocean freight, trucking, and container handling costs as well as last mile delivery costs in recent years
– all of which have increased our products’ landed costs. Higher oil and gasoline prices further increased these costs, and
while such prices have come down from their 2022 highs, we continue to closely monitor gasoline and shipping costs. While the Freight
Rate Index has significantly increased during certain periods due to geopolitical tensions and disruptions affecting global shipping
routes, the shipping routes used by Worksport have not faced dramatic price hikes. Regardless, Worksport is closely monitoring international
shipping costs.
Our
transition towards domestic manufacturing and assembly is anticipated to largely offset these higher costs, as we believe we will be
less exposed to higher international shipping costs. We are also identifying North American suppliers of our products’ components
and will prioritize transport by rail when possible to avoid high trucking costs.
27
Foreign
Currencies
We
are subject to foreign exchange risk as we manufacture certain products and components in China, market extensively in both U.S. and
Canadian markets, employ people residing in both the U.S. and Canada and, to date, have raised funds in both U.S. Dollars (USD) and Canadian
Dollars (CAD). Meanwhile, we report results of operations in USD. Since our Canadian customers pay in CAD, we are subject to gains and
losses due to fluctuations in the USD relative to CAD. Our manufacturers in China are paid in USD to better avoid the relatively greater
fluctuation of the Chinese Yuan. To the extent the USD strengthens against any of these foreign currencies, the translation of these
foreign currencies denominated transactions results in reduced revenue, operating expenses and net income for our operations.
Critical
Accounting Policies
Our
discussion and analysis of consolidated results of operations and financial condition are based upon our consolidated financial statements,
which have been prepared in accordance with accounting principles generally accepted in the U.S. of America. The preparation of these
consolidated financial statements requires us to make estimates assumptions and judgments that affect the amounts reported. These estimates,
assumptions and judgments are affected by our application of accounting principles, which are discussed in Note 1 – Description
of Business and Summary of Significant Accounting Policies of Part II, Item 8, Financial Statements and Supplementary Data, of this report.
We believe the accounting policies discussed below are the most critical in understanding and evaluating our financial results. These
critical accounting policies have been reviewed with the Audit Committee of our Board of Directors.
Revenue
Recognition – In accordance with Accounting Standards Codification (ASC) 606 Revenue from Contracts with Customers, sales are
recognized when (1) products are shipped, with no right of return except for defective products, and the title and risk of loss has passed
to customers; and (2) when they are delivered based on the terms of the sale, and there is an identifiable contract with a customer with
defined performance obligations, the transaction price is determinable, and the entity has fulfilled its performance obligation. Revenue
related to shipping and handling costs billed to customers is included in net sales, and the related shipping and handling costs are
included in cost of sales.
Inventory
Valuation – At December 31, 2025, we had inventories of $9,530,671, or 57% of our current assets. Inventories are stated at
the lower of cost or net realizable value with cost determined on a weighted average basis. We record valuation reserves to provide for
slow-moving or obsolete inventory by principally using a formula-based method that increases the valuation reserve as the inventory ages.
We also take specific circumstances into consideration. We consider overall inventory levels in relation to forecasted demand. Changes
in these and other factors, such as low demand or technological obsolescence, could cause us to establish or increase our inventory reserves,
which would negatively impact our gross margin.
Reviews
of Impairment of Long-Lived Assets – Long-lived assets held for use, which primarily includes finite-lived intangible assets,
property, plant and equipment, and right-of-use assets, are evaluated for impairment whenever events or circumstances indicate that the
undiscounted cash flows to be generated by their use over their expected useful lives and eventual disposition are less than carrying
value. The long-term nature of these assets requires the estimation of their cash inflows and outflows several years into the future
and only takes into consideration technological advances known at the time of the impairment test.
Income
Taxes – Our annual tax rate is based on our operating results before taxes by jurisdiction, applicable statutory tax rates,
the impacts of permanent differences, tax incentives, and tax planning opportunities in the jurisdictions in which we operate. Significant
judgment is required in determining our annual tax rate and evaluating our tax positions. We record reserves against tax benefits when
it is more likely than not that we will not sustain a position if the appropriate taxing jurisdiction had full information and examined
our position. We adjust these reserves when facts and circumstances change, and there is a considerable amount of judgment in making
these assessments. For further information, refer to Note 8, Income Taxes of Part III Item 8, Financial Statements and Supplementary
Data, of this report.
Reverse
Common Stock Split
On
March 18, 2025, we effected the Reverse Stock Split at the ratio of 1:10, which immediately proportionally reduced the authorized number
of shares of common stock from 299,000,000 to 29,900,000. Pursuant to the laws of the State of Nevada, shareholder approval was not required
in order to effect the split as the Board has the authority to effect a reverse stock split without shareholder approval if the number
of authorized shares of common stock is proportionally reduced as a result. No fractional shares were issued as a result of the Reverse
Stock Split. Each fractional share was automatically rounded up to the next whole share.
The
Reverse Stock Split was undertaken in order for us to regain compliance with the minimum bid requirement under Nasdaq Listing Rule 5550(a)(2).
Amendment to Articles of Incorporation
On April 17, 2025, our Board of Directors and
majority stockholder approved an amendment to our articles of incorporation to increase the total number of authorized shares of capital
stock from 30,900,000 to 55,000,000, consisting of an increase in the authorized number of shares of common stock from 29,900,000 to 45,000,000
and an increase in the authorized number of shares of preferred stock from 1,000,000 to 10,000,000. The amendment was filed with the State
of Nevada and became effective on May 19, 2025. The increase in authorized capital provides the Company with additional flexibility to
issue equity securities in connection with capital-raising transactions, strategic initiatives, or other corporate purposes.
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Consolidated
Results of Operations
The
following is a discussion of our results of operations for the fiscal year ended December 31, 2025 compared to the fiscal year ended
December 31, 2024.
Years ended December 31,
Favorable (Unfavorable) 2025 vs. 2024
2025
2024
Amount
%
Net sales
$ 16,101,738
$ 8,484,379
$ 7,617,359
89.8 %
Cost of sales
11,626,831
7,578,729
(4,048,102 )
(53.4 )%
Gross profit
4,474,907
905,650
3,569,257
394.1 %
Research and development
1,538,923
2,289,940
751,017
32.8 %
General and administrative
14,806,326
11,709,925
(3,096,401 )
(26.4 )%
Sales and marketing
6,947,671
2,386,504
(4,561,167 )
(191.1 )%
Other operating income, net
(4,587 )
(14,885 )
(10,298 )
(69.2 )%
Loss from operations
(18,813,426 )
(15,465,834 )
(3,347,592 )
(21.6 )%
Interest expense
(592,755 )
(726,095 )
133,340
18.4 %
Other (expense) income
53,884
28,140
25,744
91.5 %
Net loss
$ (19,352,297 )
$ (16,163,789 )
$ (3,188,508 )
(19.7 )%
Per share data
Basic and diluted earnings per share
$ (3.16 )
$ (5.84 )
$ 2.68
46.0 %
Years ended December 31,
Favorable (Unfavorable)
Percent of net sales
2025
2024
Percentage points
Cost
of sales
72 %
89 %
17 %
Gross profit
28 %
11 %
17 %
Research and development expense
10 %
27 %
17 %
General and administrative expense
92 %
138 %
46 %
Sales and marketing expense
43 %
28 %
(15 )%
Net
sales
For the year ended December 31, 2025, net sales generated in the U.S. was
$16,010,083, compared to $8,397,570 for the same period in 2024, an increase of 91%. For the year ended December 31, 2025, net sales generated
in Canada was $90,955, compared to $67,519 for the same period in 2024, an increase of 35%. For the year ended December 31, 2025, net
sales generated outside the U.S. and Canada was $700, compared to $19,290 for the same period in 2024.
Net sales increased the year ended December 31, 2025, compared to the same
period the prior year due to increased sales of tonneau covers to end users via the Company’s online marketplace and various dealers
and distributors. The Company increased its product offerings in 2025 to also include the AL4 and HD3 covers to end customers. The Company
continues to focus on establishing new and strengthening existing business-to-consumer and business-to-business channels while also strengthening
customer support to increase customer satisfaction and enable high product turnover. Worksport has successfully bolstered its business-to-consumer
sales channels in 2025, and it is now focusing on increasing cost efficiencies in these sales channel as well as expanding its presence
in additional business-to-business sales channel territories. For the business-to-consumer channel, we are focused on lowering our customer
acquisition cost with additional focus on brand awareness and shift away from reliance on conversion marketing to increase brand awareness.
For the business-to-business channel, we have assembled a strong team of both internal and external sales representatives, and we are
actively presenting our product offerings to various dealers, wholesalers, and retailers across the U.S. and Canada. We intend to continue
gradually increasing output capacity through refined production processes and increased personnel.
Net sales from online retailers of our products increased from $4,930,822
in 2024 to $11,933,269 in 2025, an increase of 142%. Online retailers accounted for 74% of total net sales for the fiscal year ended December
31, 2025 compared to 58% for the fiscal year ended December 31, 2024. Distributor sales increased 884% for the fiscal year ended December
31, 2025 compared with the fiscal year ended December 31, 2024 with net sales of $4,168,469 and $423,627, respectively. There were no
private label sales in 2025. Private label sales accounted for 37% or $3,129,930 of net sales for the fiscal year ended December 31, 2024.
We expect to continue to grow our fields of business as we develop unique products with enhanced utility to offer to other prospective
clients in the U.S. and Canadian markets.
29
We distribute our products in the U.S. and Canada through an expanding
network of wholesalers, distributors, and dealers, and through online channels, including major online marketplaces and our direct-to-consumer
e-commerce platform. We intend to continue expanding both business-to-business and direct-to-consumer channels with product offerings
unique to each of these channels. We also continue to pursue relationships with original equipment manufacturers and fleet customers where
appropriate.
We
currently work closely with a large U.S. and a large Canadian distributor as well as online retailers to grow our customer base. We are
progressing well in conversations with three other major distributors with strong market presences, which will allow us to promote to
dealers and sell to jobbers in strategic regions. Lastly, we are in closing discussions with a network of nationwide U.S. dealers capable
of bringing our product to all U.S. continental states.
Cost
of Sales
The decrease in the cost of sales as
a percentage of sales was primarily due to two factors: (1) increase production volume to support sales growth, including
introduction of new product lines during 2025, and (2) overhead allocation efficiencies associated with higher production volume.
These improvements offset increases in certain material, components, and landed costs, including the impact of tariffs on imported
products and components sourced from overseas. While tariffs contributed to higher input costs during the fiscal year, the overall
effect of increased scale and production efficiencies resulted in an improvement in our gross margin. We continue to employ a
discounting strategy as part of a broader initiative to enhance market presence and build brand awareness. We anticipate this will
well position us for sustained customer engagement in future periods, during which discounting may not be necessary to the same
extent. As production volume grows and our manufacturing process becomes more efficient, we expect to allocate fixed costs included
in overhead absorption against a larger production volume base. This scaling will be facilitated by reallocating more of our
existing human capital and machinery resources toward production.
We
provide our distributors and online retailers an “all-in” wholesale price. This includes import duty charges, including
tariffs, taxes, and shipping charges. Discounts are applied if the distributor or retailer chooses to use their own shipping
process. Certain exceptions apply on rare occasions where product is shipped outside the contiguous U.S. or from the U.S. to Canada.
Volume discounts are offered to certain high-volume customers, and we also offer a “dock price” or “pickup
program” in which clients are able to pick up inventory directly from our stocking warehouse.
Operating
Expenses
Operating expenses increased for the fiscal year ended December 31, 2025
by $6,916,849, from $16,371,484 for the fiscal year ended December 31, 2024 to $23,288,333 for the fiscal year ended December 31, 2025,
due to the following factors.
●
Research and development expense: The $751,017 (33%) decrease relates to
our transition from development of certain hard covers in 2024 (e.g., HD3, AL4, certain energy products) to production in 2025. We continued
our development initiatives with our energy products and other tonneau covers in 2025 with the anticipation of production of 2026.
●
General and administrative expense: The $3,096,401 (26%) increase was related
to increased employment as we expand our operations and further develop our products. We also incurred expenses related to ongoing investment
relations initiatives to further our brand recognition to investors during the period.
●
Sales and marketing expense: The $4,561,167 (191%) increase in sales and
marketing is primarily attributable to the Company’s online optimization efforts, online marking campaigns and other traditional
branding initiatives to create brand and product awareness.
Other
Income ((Expense)
The $159,084 (23%) decrease in other expenses can be attributed to decreased
interest expense based on our components of indebtedness in 2025. In 2024, we converted from a traditional mortgage to a line of credit
which is secured by our production facility.
Liquidity
and Capital Resources
As
of December 31, 2025, we had $5,945,894 in cash and cash equivalents and $3,448,016 of remaining available capacity on our revolving
line of credit. We have historically generated only limited gross profit and have relied primarily upon capital generated from public
and private offerings of our securities to fund continuing operations. Since the Company’s acquisition of Worksport in 2014, it
has never generated a profit. During the fiscal year ended December 31, 2025, we had net losses of $19,352,297 (2024 - $16,163,789).
As of December 31, 2025, the Company had working capital of $10,061,578 (2024 – $7,304,110) and had an accumulated deficit of $83,873,790
(2024 - $64,476,966).
30
In
their audit report, our independent auditors expressed that there is substantial doubt as to our ability to continue as a going concern.
Our ability to continue as a going concern is dependent upon our ability to generate cash flows from operations and obtain equity and/or
debt financing. We intend to continue funding operations through equity and debt financing arrangements, which may be insufficient to
fund our capital expenditures, working capital and other cash requirements in the long term. There can be no assurance that the steps
our management is taking will be successful.
To
date, our principal sources of liquidity consist of net proceeds from public and private securities offerings and cash exercises of outstanding
warrants. During the fiscal year ended December 31, 2025, the Company received net proceeds of approximately $21.8 million from offerings. Management is focused
on transitioning towards gross profit as our principal source of liquidity by growing our existing product offerings and customer base
and realizing manufacturing efficiency improvements. We cannot give assurance that we can increase our cash balances or limit our cash
consumption and thus maintain sufficient cash balances for our planned operations or future business developments. Future business development
and demands may lead to cash utilization at levels greater than recently experienced. We may need to raise additional capital in the
future. However, we cannot ensure that we will be able to raise additional capital on acceptable terms, or at all. Subject to the foregoing,
we believe our current cash balances coupled with anticipated cash flow from operating activities will be sufficient to meet our working
capital requirements for at least one year from the date of issuance of the accompanying consolidated financial statements.
We
have raised significant funds during the 2025 fiscal year by utilizing the following public and private offerings:
At-the-Market
Offering Program
During
the fiscal year ended December 31, 2025, the Company sold 110,619 shares of its common stock under its at-the-market offering program
pursuant to the At-the-Market Offering Agreement, dated September 30, 2022 (the “Sales Agreement”), as amended on November
14, 2025, with H.C. Wainwright & Co., LLC acting as sales agent. These sales resulted in gross proceeds of approximately $521,835
and net proceeds of approximately $504,372, after commissions and offering expenses. Under the Sales Agreement, the Company pays Wainwright
a commission of 3.0% of the gross sales price of the shares sold through the at-the-market offering program.
December
2025 Warrant Inducement
On
December 11, 2025, the Company entered into a warrant exercise inducement agreement with the holder of certain existing warrants originally
issued on March 20, 2024 and March 3, 2025. Pursuant to the agreement, the holder exercised warrants to purchase 2,194,526 shares of
the Company’s common stock at a reduced exercise price of $2.90 per share, resulting in gross proceeds of approximately $6.4 million,
before placement agent fees and other offering expenses. In consideration for the exercise, the Company issued new warrants to purchase
up to 3,840,421 shares of common stock. The shares of common stock issuable upon exercise of the new warrants were registered for resale
pursuant to the Company’s registration statement on Form S-3 (File No. 333-292823), filed January 20, 2025 and declared effective
January 28, 2025. The Company intends to use the net proceeds from the transaction for general corporate and working capital purposes.
The Company engaged Maxim Group LLC as its exclusive financial advisor in connection with the transaction.
Regulation
A Offering
Between
June 2025 and October 2025, we conducted a Regulation A offering pursuant to which we sold units consisting of shares of Series C Preferred
Stock and accompanying warrants, generating aggregate gross proceeds of approximately $10.0 million before fees and expenses.
February
2025 Warrant Inducement
On February 27, 2025, the Company entered into
a warrant exercise inducement agreement with the holder of certain existing warrants originally issued on May 29, 2024. Pursuant to the
agreement, the holder exercised warrants to purchase 1,295,000 shares of the Company’s common stock at a reduced exercise price
of $5.198 per share, resulting in gross proceeds of approximately $6.7 million, before placement agent fees and other offering expenses.
In consideration for such exercise, the Company issued new warrants to purchase up to 1,424,500 shares of its
common stock at an exercise price of $6.502 per share, subject to adjustment. The new warrants become exercisable six months from the
date of issuance and expire on the fifth anniversary of the date of issuance. The shares of common stock issuable upon exercise of the
new warrants were registered for resale pursuant to the Company’s registration statement on Form S-1 (File No. 333-286255), filed
with the SEC on March 28, 2025 and declared effective on April 3, 2025. The Company used the net proceeds from the transaction for working
capital and general corporate purposes. The Company engaged Maxim Group LLC as its exclusive financial advisor in connection with the
transaction.
Consolidated
Statement of Cash Flows
Cash
increased from $4,883,099 at December 31, 2024 to $5,945,894 at December 31, 2025 – an increase of $1,062,795 or 22%. The increase
was primarily due to financing activities conducted during the fiscal year to support growth of ongoing operations.
Operating
Activities
Net
cash used in operating activities for the fiscal year ended December 31, 2025 was $17,314,390, compared to $10,138,798 in the prior year,
driven by a shift to production and distribution of hard tonneau covers.
Accounts
receivable increased at December 31, 2025 by $461,382 and decreased by $387,561 in the prior year. The increase in accounts
receivable when compared with 2024 was due to volume shifts from private label sales in 2023 to direct to consumer sales in 2024.
The shift from private label sales to other business to business channel customers resulted in an increase in accounts receivable in
2025 based on longer payment terms when compared with direct sales to consumers.
31
Inventory
increased at December 31, 2025 by $4,340,617 and increased at December 31, 2024 by $1,558,562 due to a shift in production requirements
from soft tonneau covers to hard tonneau covers. Prepaid expenses and deposits increased by $338,669 at December 31, 2025 and decreased
by $1,305,057 at December 31, 2024 due to deposits by us for the purchase of production equipment and inventory.
Accounts
payable and accrued liabilities increased at December 31, 2025 by $2,179,473 and increased at December 31, 2024 by $1,167,834, respectively.
These fluctuations were driven primarily by the transition to production activities in 2024 and increased raw materials inventory purchases to support production in 2025.
Investing
Activities
Net cash used in investing activities for the fiscal year ended December
31, 2025 was $1,119,503 compared to $528,235 in the prior year. The increase in investing activities was primarily due to higher capital
expenditures on various production equipment in 2025.
Financing
Activities
Net cash provided by financing activities for the fiscal year ended December
31, 2025 was $19,456,688 compared to $12,184,354 in the prior year. During the fiscal year ended December 31, 2025 the Company received
net proceeds of $21,823,476 from the sale of shares and pre-funded warrants. During the fiscal year ended December 31, 2024, the Company
received net proceeds of $12,482,549 from the sale of shares and pre-funded warrants.
Contractual
Obligations and Commercial Commitments
The
following table summarizes our contractual obligations as of December 31, 2025 and 2024:
Contractual Obligations
December 31, 2025
December 31, 2024
Operating lease obligations
$ 318,520
$ 615,007
Equipment purchases
$ 2,700,000
$ -
Total Contractual Obligations
$ 3,018,520
$ 615,007
We
intend to fund our contractual obligations with working capital.
Off-Balance
Sheet Arrangements
We
do not have any material off balance sheet arrangements that have or are reasonably likely to have a material future effect on our financial
condition, results of operations or cash flows.
Recent
Accounting Pronouncements
See
Note 1, Description of Business and Summary of Significant Accounting Policies, included in Part II Item 8, Financial Statements and
Supplementary Data, of this report for further information regarding Financial Accounting Standards Board issued Accounting Standards
Updates (“ASU”).
ITEM
7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As
a “smaller reporting company,” as defined by Rule 12b-2 of the Exchange Act, we are not required to provide the information
in this Item.
32
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.