EX-99.1 2 elva_ex991.htm FINANCIAL STATEMENTS elva_ex991.htm

EXHIBIT 99.1

 

 

 

 

 

 

 

 

 

UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. dollars)

 

ELECTROVAYA INC.

 

FOR THE PERIODS ENDED March 31, 2025 and 2024

 

 

 

 

 

 

 

ELECTROVAYA INC.

Condensed Interim Consolidated Statements of Financial Position

(Expressed in thousands of U.S. dollars)

As at March 31, 2025 and September 30, 2024

 

 

 

 

 

As at

 

 

As at

 

 

 

Notes

 

March 31,

2025

 

 

September 30,

2024

 

Assets

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

283

 

 

 

781

 

Trade and other receivables

 

Note 4

 

 

18,073

 

 

 

11,292

 

Inventories

 

Note 5

 

 

7,980

 

 

 

9,698

 

Prepaid expenses

 

Note 6

 

 

8,966

 

 

 

7,647

 

Total current assets

 

 

 

 

35,302

 

 

 

29,418

 

 

 

 

 

 

 

 

 

 

 

 

Non-current assets

 

 

 

 

 

 

 

 

 

 

Property, plant and equipment

 

Note 7

 

 

10,036

 

 

 

9,979

 

Long-term deposit

 

 

 

 

85

 

 

 

85

 

Total non-current assets

 

 

 

 

10,121

 

 

 

10,064

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

 

 

 

45,423

 

 

 

39,482

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities and Equity

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

 

 

Trade and other payables

 

Note 8

 

 

8,529

 

 

 

9,473

 

Working capital facilities

 

Note 9 (a)

 

 

-

 

 

 

16,283

 

Promissory notes

 

Note 9 (b)

 

 

-

 

 

 

519

 

Short term loans

 

Note 10

 

 

-

 

 

 

1,630

 

Derivative liability

 

Note 16

 

 

113

 

 

 

155

 

Lease liability

 

Note 12

 

 

426

 

 

 

471

 

Total current liabilities

 

 

 

 

9,068

 

 

 

28,531

 

 

 

 

 

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

 

 

 

 

 

Lease liability

 

Note 12

 

 

1,564

 

 

 

1,871

 

Long term loan

 

Note 9 (a)

 

 

13,087

 

 

 

-

 

Government assistance payable

 

 

 

 

200

 

 

 

152

 

Other payables

 

Note 19

 

 

374

 

 

 

343

 

Total non-current liabilities

 

 

 

 

15,225

 

 

 

2,366

 

 

 

 

 

 

 

 

 

 

 

 

Equity

 

 

 

 

 

 

 

 

 

 

Share capital

 

Note 13

 

 

128,062

 

 

 

116,408

 

Contributed surplus

 

 

 

 

11,577

 

 

 

10,904

 

Warrants

 

Note 13

 

 

4,725

 

 

 

4,725

 

Accumulated other comprehensive income

 

 

 

 

5,602

 

 

 

5,792

 

Deficit

 

 

 

 

(128,836 )

 

 

(129,244 )

Total Equity

 

 

 

 

21,130

 

 

 

8,585

 

Total liabilities and equity

 

 

 

 

45,423

 

 

 

39,482

 

 

See accompanying notes to unaudited condensed interim consolidated financial statements

Signed on behalf of the Board of Directors

Chair of the Board

Sankar Das Gupta, Director

Chair of Audit Committee

James K Jacobs, Director

 

 
1 | Page

 

 

ELECTROVAYA INC.

Condensed Interim Consolidated Statements of Earnings

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

(Unaudited)

 

 

 

 

Three months ended March 31,

 

 

Six months ended March 31,

 

 

 

Notes

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

Note 18

 

 

15,018

 

 

 

10,695

 

 

 

26,187

 

 

 

22,786

 

Direct manufacturing costs

 

Note 5(b)

 

 

10,345

 

 

 

6,970

 

 

 

18,106

 

 

 

15,532

 

Gross margin

 

 

 

 

4,673

 

 

 

3,725

 

 

 

8,081

 

 

 

7,254

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

 

 

1,070

 

 

 

642

 

 

 

2,054

 

 

 

1,606

 

Government assistance

 

 

 

 

(19 )

 

 

(29 )

 

 

(84 )

 

 

(87 )

Sales and marketing

 

 

 

 

504

 

 

 

708

 

 

 

1,284

 

 

 

1,438

 

General and administrative

 

 

 

 

1,106

 

 

 

921

 

 

 

2,273

 

 

 

2,309

 

Stock based compensation

 

 

 

 

288

 

 

 

480

 

 

 

703

 

 

 

849

 

Depreciation and amortization

 

Note 7

 

 

328

 

 

 

300

 

 

 

645

 

 

 

536

 

 

 

 

 

 

3,277

 

 

 

3,022

 

 

 

6,875

 

 

 

6,651

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

 

 

 

1,396

 

 

 

703

 

 

 

1,206

 

 

 

603

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net finance charges

 

Note 11

 

 

632

 

 

 

1,535

 

 

 

1,334

 

 

 

1,554

 

Foreign exchange loss (gain) and interest income

 

 

 

 

(64 )

 

 

7

 

 

 

(536 )

 

 

96

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) for the period

 

 

 

 

828

 

 

 

(839 )

 

 

408

 

 

 

(1,047 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic income (loss) per share

 

 

 

 

0.02

 

 

 

(0.02 )

 

 

0.01

 

 

 

(0.03 )

Diluted income (loss) per share

 

 

 

 

0.02

 

 

 

-

 

 

 

0.01

 

 

 

-

 

Weighted average number of shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding, basic and fully diluted

 

 

 

 

40,097,115

 

 

 

34,019,482

 

 

 

37,509,735

 

 

 

33,926,815

 

 

See accompanying notes to unaudited condensed interim consolidated financial statements.

 

 
2 | Page

 

 

ELECTROVAYA INC.

Condensed Interim Consolidated Statements of Comprehensive income (Loss)

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

(Unaudited)

 

 

 

Three months ended March 31,

 

 

Six months ended March 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) for the period

 

 

828

 

 

 

(839 )

 

 

408

 

 

 

(1,047 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Items that may be reclassified to Profit and Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cumulative translation adjustment

 

 

(87 )

 

 

(233 )

 

 

(190 )

 

 

(54 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss) for the period

 

 

741

 

 

 

(1,072 )

 

 

218

 

 

 

(1,101 )

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to unaudited condensed interim consolidated financial statements.

 

 
3 | Page

 

 

ELECTROVAYA INC.

Condensed Interim Consolidated Statements of Changes in Equity

(Expressed in thousands of U.S. dollars)

For the six-month periods ended March 31, 2025 and 2024

 

 

 

Share Capital

 

 

Contributed Surplus

 

 

Warrants

 

 

Accumulated other Comprehensive Income

 

 

Deficit

 

 

Total

 

Balance – October 01, 2023

 

 

115,041

 

 

 

9,249

 

 

 

4,725

 

 

 

5,890

 

 

 

(127,759 )

 

 

7,146

 

Stock-based compensation

 

 

-

 

 

 

849

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

849

 

Issue of shares

 

 

199

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

199

 

Exercise of options

 

 

1,161

 

 

 

(498 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

663

 

Cumulative translation adjustment

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(54 )

 

 

-

 

 

 

(54 )

Net loss for the period

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,047 )

 

 

(1,047 )

Balance – March 31, 2024

 

 

116,401

 

 

 

9,600

 

 

 

4,725

 

 

 

5,836

 

 

 

(128,806 )

 

 

7,756

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance – October 01, 2024

 

 

116,408

 

 

 

10,904

 

 

 

4,725

 

 

 

5,792

 

 

 

(129,244 )

 

 

8,585

 

Stock-based compensation

 

 

-

 

 

 

703

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

703

 

Issuance of shares

 

 

11,624

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

11,624

 

Exercise of options

 

 

30

 

 

 

(30 )

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

Cumulative translation adjustment

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(190 )

 

 

-

 

 

 

(190 )

Net income for the period

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

408

 

 

 

408

 

Balance – March 31, 2025

 

 

128,062

 

 

 

11,577

 

 

 

4,725

 

 

 

5,602

 

 

 

(128,836 )

 

 

21,130

 

 

See accompanying notes to unaudited condensed interim consolidated financial statements.

 

 
4 | Page

 

 

ELECTROVAYA INC.

Condensed Interim Consolidated Statement of Cash Flows

(Expressed in thousands of U.S. dollars)

Six-month periods ended March 31, 2025 and 2024

(Unaudited)

 

 

 

Notes

 

March 31, 2025

 

 

March 31, 2024

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents provided by (used in)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) for the period

 

 

 

 

408

 

 

 

(1,047 )

Add :

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

 

 

645

 

 

 

590

 

Stock based compensation expense

 

 

 

 

703

 

 

 

849

 

Interest expense and other financing charges

 

Note 11

 

 

1,334

 

 

 

1,554

 

Unrealized foreign exchange

 

 

 

 

133

 

 

 

-

 

Cash provided by (used in) operating activities

 

 

 

 

3,223

 

 

 

1,946

 

Net changes in the working capital

 

Note 15

 

 

(7,975 )

 

 

(1,624 )

Cash from (used in) operating activities

 

 

 

 

(4,752 )

 

 

322

 

 

 

 

 

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

 

 

 

 

 

Purchase of property, plant and equipment

 

Note 7

 

 

(889 )

 

 

(395 )

Cash from (used in) investing activities

 

 

 

 

(889 )

 

 

(395 )

 

 

 

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

 

 

 

Issuance of shares

 

Note 13

 

 

11,582

 

 

 

-

 

Exercise of options

 

Note 13

 

 

30

 

 

 

180

 

Proceeds from working capital facilities

 

Note 9(a)

 

 

29,531

 

 

 

30,434

 

Repayment of working capital facilities

 

Note 9(a)

 

 

(32,202 )

 

 

(27,510 )

Repayment of vendor take back loan

 

Note 10

 

 

(1,630 )

 

 

(702 )

Repayment of promissory note

 

Note 9(b)

 

 

(533 )

 

 

(507 )

Interest and other finance cost

 

Note 11

 

 

(1,209 )

 

 

(1,595 )

Government assistance

 

 

 

 

(13 )

 

 

(28 )

Lease payments

 

Note 12

 

 

(358 )

 

 

(186 )

Cash from (used in) financing activities

 

 

 

 

5,198

 

 

 

86

 

 

 

 

 

 

 

 

 

 

 

 

Increase (decrease) in cash and cash equivalents

 

 

 

 

(443 )

 

 

13

 

Cash and cash equivalents, beginning of period

 

 

 

 

781

 

 

 

1,032

 

Effect of movements in exchange rates on cash held

 

 

 

 

(55 )

 

 

71

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

 

 

 

 

283

 

 

 

1,116

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental cash flow disclosures:

 

 

 

 

 

 

 

 

 

 

Interest paid

 

 

 

 

1,046

 

 

 

872

 

Income tax paid

 

 

 

 

-

 

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to unaudited condensed interim consolidated financial statements.

 

 

 

 

 

 

 

 

 

 

 

Some comparative figures have been adjusted to make it consistent with current period presentation.

 

 
5 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

1.

Reporting Entity

 

 

 

Electrovaya Inc. (the “Company”) is domiciled in Ontario, Canada, and is incorporated under the Business Corporations Act (Ontario). The Company’s registered office is at 6688 Kitimat Road, Mississauga, Ontario, L5N 1P8, Canada. The Company’s common shares trade on the Toronto Stock Exchange and NASDAQ under the symbol ELVA.TO and ELVA, respectively. The Company has no immediate or ultimate controlling parent.

 

These unaudited condensed interim consolidated financial statements comprise the Company and its subsidiaries (together referred to as the “Group” or “Company”). The Company is primarily involved in the design, development, manufacturing and sale of Lithium-Ion batteries, battery systems and battery-related products for energy storage, clean electric transportation, and other specialized applications.

 

 

2.

Basis of Presentation

 

 

a.

Statement of Compliance

 

 

 

These unaudited condensed interim consolidated financial statements have been prepared based on the principles of International Accounting Standard 34, “Interim Financial Reporting” as issued by the International Accounting Standards Board ("IASB"). These unaudited condensed interim consolidated financial statements do not include all of the information required for full annual financial statements and should be read in conjunction with the Company’s September 30, 2024 audited annual consolidated financial statements and accompanying notes.

 

These unaudited condensed interim consolidated financial statements were authorized for issuance by the Company’s Board of Directors on May 14, 2025.

 

 

b.

Basis of Accounting

 

 

 

These unaudited condensed interim consolidated financial statements have been prepared on the going concern basis, which contemplates the realization of assets and settlement of liabilities as they fall due in the normal course of business.

 

During the six month periods ended March 31, 2025, the Company had cash (used)/ provided by in operations of $(4,752) (six month period ended March 31, 2024: $322). As of March 31, 2025, the Company had working capital of $26,234 (September 30, 2024: $887) and the net profit for the six-month period ended March 31, 2025 was $408 (six-month period ended March 31, 2024: net loss of $(1,047)).

 

The Company’s equity was in surplus of $21,130. As of March 31, 2025, the Company had cash and cash equivalents of $283.

 

 

c.

Functional and Presentation Currency

 

 

 

These consolidated financial statements are presented in U.S. dollars and have been rounded to the nearest thousands, except per share amounts and when otherwise indicated. The functional currency of the Electrovaya Inc. is the Canadian dollar and the functional currencies of all the Group’s companies is US Dollars. Below are the companies within the Group - Electrovaya Corp., Electrovaya Company, Sustainable Energy Jamestown LLC, Electrovaya USA Inc.

  

 
6 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

d.

Use of Judgements and Estimates

 

 

 

The preparation of the unaudited condensed interim consolidated financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

 

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

 

Information about significant areas of estimation uncertainty that have the most significant effect on the amounts recognized in the unaudited condensed interim consolidated financial statements relate to the following (assumptions made are disclosed in individual notes throughout the unaudited condensed interim consolidated financial statements where relevant):

 

 

 

·

Estimates used in determining the net realizable values of inventories, taking into account the most reliable evidence available at each reporting date. The future realization of these inventories may be affected by future technology or other market-driven changes that may reduce future selling prices.

 

·

Estimates used in determining the allowance for expected credit losses based on the assessment of the collectability of customer accounts and the aging of the related invoices and represents the best estimate of probable credit losses in the existing trade accounts receivable.

 

·

Estimates used in testing non-financial assets for impairment including determination of the recoverable amount of a cash generating unit.

 

·

Estimates used in determining the fair value of stock option grants and warrants. These estimates include assumptions about the volatility of the Company’s stock and forfeiture.

 

 

 

3.

Material Accounting Policies

 

 

 

The material accounting policies adopted in these unaudited condensed interim consolidated financial statements are the same as those applied in the Company’s consolidated financial statements as at and for the year ended September 30, 2024. Unless otherwise stated, these policies have been consistently applied to all periods presented.

 

4.

Trade and Other Receivables

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Trade receivables, gross

 

 

16,979

 

 

 

10,577

 

Expected credit losses

 

 

(44 )

 

 

(64 )

Net trade receivables

 

 

16,935

 

 

 

10,513

 

Other receivables

 

 

1,138

 

 

 

779

 

Trade and other receivables

 

 

18,073

 

 

 

11,292

 

 

 
7 | Page

 

  

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

As at March 31, 2025 0.71% of the Company’s accounts receivable is over 90 days past due (September 30, 2024 – 0.77 %)

 

 

Current

31-60

61-90

>90 days

total

%

84.90%

9.75%

4.63%

0.71%

100%

Gross Trade receivable

14,416

1,656

786

121

$16,979

 

 

Current

31-60

61-90

>90 days

total

Trade receivable (net of specific provision)

14,416

1,656

786

121

16,979

Expected loss rate

0.05%

0.24%

0.42%

24.79%

0.09%

Expected loss provision

$7

$4

$3

$30

$44

 

As at September 30, 2024  0.77% of the Company’s accounts receivable is over 90 days past due.

 

Current

31-60

61-90

>90 days

total

%

78.52%

20.61%

0.10%

0.77%

100%

Gross Trade receivable

8,305

2,180

11

81

10,577

 

 

Current

31-60

61-90

>90 days

total

Trade receivable (net of specific provision)

8,305

2,180

11

81

10,577

Expected loss rate

0.05%

0.24%

0.42%

66.67%

0.60%

Expected loss provision

4

5

0

55

64

 

The movement in the allowance for credit losses can be reconciled as follows:

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Beginning balance

 

 

64

 

 

 

257

 

Write off

 

 

-

 

 

 

(244 )

Allowance provided/(recovery)

 

 

(20 )

 

 

51

 

Ending balance 

 

 

44

 

 

 

64

 

 

 
8 | Page

 

  

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

5.

Inventories

 

 

a.

Total inventories on hand as at March 31, 2025 and September 30, 2024 are as follows:

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Raw materials

 

 

7,025

 

 

 

8,433

 

Semi-finished

 

 

13

 

 

 

324

 

Finished goods

 

 

942

 

 

 

941

 

 

 

 

7,980

 

 

 

9,698

 

 

b.

During the period ended March 31, 2025, the provision for slow moving and obsolete inventories amounted to $212 (September 30, 2024: $225), which was also included in direct manufacturing costs.

 

 

c.

During the three and six month periods ended March 31, 2025, materials amounted to $10,306 and $17,400 (three and six month periods ended March 31, 2024: $6,871 and $15,063) was expensed through direct manufacturing costs.

 

6.

Prepaid expenses

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Prepaid expenses

 

 

1,076

 

 

 

612

 

Prepaid insurance

 

 

50

 

 

 

54

 

Prepaid purchases

 

 

7,840

 

 

 

6,981

 

 

 

 

8,966

 

 

 

7,647

 

 

Prepaid purchases are comprised of vendor deposits on inventory orders for the future acquisition of inventories.

 

 
9 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

7.

Property, plant and equipment

  

March 31, 2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Land & Building

 

 

Right of Use

Asset

 

 

Leasehold

Improvement

 

 

Production

Equipment

 

 

Office Furniture & Equipment

 

 

Battery technology

 

 

Total

 

Gross carrying amount

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance beginning

 

 

7,700

 

 

 

3,202

 

 

 

76

 

 

 

1,808

 

 

 

105

 

 

 

862

 

 

 

13,753

 

Additions

 

 

-

 

 

 

-

 

 

 

46

 

 

 

544

 

 

 

9

 

 

 

290

 

 

 

889

 

Exchange differences

 

 

-

 

 

 

(191 )

 

 

(4 )

 

 

(108 )

 

 

(6 )

 

 

19

 

 

 

(290 )

Balance ending

 

 

7,700

 

 

 

3,011

 

 

 

118

 

 

 

2,244

 

 

 

108

 

 

 

1,171

 

 

 

14,352

 

Depreciation and impairment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance beginning

 

 

(793 )

 

 

(1,583 )

 

 

(48 )

 

 

(1,193 )

 

 

(71 )

 

 

(168 )

 

 

(3,856 )

Additions

 

 

(187 )

 

 

(213 )

 

 

(7 )

 

 

(121 )

 

 

(13 )

 

 

(104 )

 

 

(645 )

Exchange differences

 

 

-

 

 

 

95

 

 

 

3

 

 

 

71

 

 

 

4

 

 

 

12

 

 

 

185

 

Balance ending

 

 

(980 )

 

 

(1,701 )

 

 

(52 )

 

 

(1,243 )

 

 

(80 )

 

 

(260 )

 

 

(4,316 )

Net Book Value ending

 

 

6,720

 

 

 

1,310

 

 

 

66

 

 

 

1,001

 

 

 

28

 

 

 

911

 

 

 

10,036

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Land & Building

 

 

Right of Use

Asset

 

 

Leasehold

Improvement

 

 

Production

Equipment

 

 

Office Furniture & Equipment

 

 

Battery technology

 

 

Total

 

Gross carrying amount

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance beginning

 

 

7,700

 

 

 

3,197

 

 

 

76

 

 

 

1,712

 

 

 

73

 

 

 

401

 

 

 

13,159

 

Additions

 

 

-

 

 

 

-

 

 

 

-

 

 

 

94

 

 

 

31

 

 

 

540

 

 

 

665

 

Exchange differences

 

 

-

 

 

 

6

 

 

 

-

 

 

 

3

 

 

 

1

 

 

 

52

 

 

 

62

 

Balance ending

 

 

7,700

 

 

 

3,203

 

 

 

76

 

 

 

1,809

 

 

 

105

 

 

 

993

 

 

 

13,886

 

Depreciation and impairment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance beginning

 

 

(419 )

 

 

(1,127 )

 

 

(33 )

 

 

(970 )

 

 

(60 )

 

 

(154 )

 

 

(2,763 )

Additions

 

 

(374 )

 

 

(454 )

 

 

(15 )

 

 

(221 )

 

 

(11 )

 

 

(114 )

 

 

(1,189 )

Exchange differences

 

 

-

 

 

 

(3 )

 

 

-

 

 

 

(3 )

 

 

(1 )

 

 

52

 

 

 

45

 

Balance ending

 

 

(793 )

 

 

(1,584 )

 

 

(48 )

 

 

(1,194 )

 

 

(72 )

 

 

(215 )

 

 

(3,907 )

Net Book Value ending

 

 

6,907

 

 

 

1,619

 

 

 

28

 

 

 

615

 

 

 

33

 

 

 

778

 

 

 

9,979

 

 

8.

Trade and Other payables

 

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Trade payables

 

 

6,110

 

 

 

7,073

 

Accruals

 

 

1,791

 

 

 

1,745

 

Employee payables

 

 

628

 

 

 

655

 

 

 

 

8,529

 

 

 

9,473

 

 

Warranty provision continuity schedule is as follows:

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Opening provision

 

 

1,072

 

 

 

250

 

Utilised during the period

 

 

(301 )

 

 

(672 )

Provided during the period

 

 

262

 

 

 

1,494

 

Closing balance

 

 

1,033

 

 

 

1,072

 

 

 
10 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

9.

Working Capital Facilities

 

 

a.

Revolving Credit Facility

 

 

 

As at March 31, 2025, the balance owing under the facility is $13.61 million (Cdn $19.57 million). The maximum credit available under the facility is $20 million.

 

Cortland

The interest on the revolving credit facility is the greater of a) 7.05% per annum above the Prime Rate or b) 12% per annum. Interest is payable monthly.

 

Bank of Montreal

The interest rate is 7.45%, interest is payable monthly.

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Opening balance

 

 

16,283

 

 

 

11,821

 

Exchange difference

 

 

(980 )

 

 

20

 

Payments made during the period

 

 

(31,222 )

 

 

(47,805 )

Loan fees

 

 

(525 )

 

 

-

 

Cash drawn during the period

 

 

29,531

 

 

 

52,247

 

Closing balance

 

 

13,087

 

 

 

16,283

 

 

On September 29, 2023, the Company renewed its revolving facility and extended the term of the facility by three months to December 29, 2023. In exchange for this renewal, the Company issued 10,443 shares at Cdn $3.83 (as determined by five-day volume weighted average) as compensation for Cdn $40 amendment fee. This was included within finance costs in the statement of earnings. All other terms and conditions are unchanged.

 

On February 12, 2024, the Company revised its revolving facility, expanding its maximum principal amount to $22 million and extending its term to July 29, 2025. As part of this adjustment, a commitment fee of $303 Canadian was paid in cash on the closing date and amortised over the term of the facility.

 

On March 07, 2025, the Company entered into a three year credit agreement with Bank of Montreal as lender to provide working capital facilities with outstanding amount not exceeding $20 million and a $5 million accordion. As a part of this agreement, the balance outstanding with Cortland working capital facility has been paid off in full.  The company paid an early termination fee to Cortland for the amount of $375. Legal and professional fees in relation to the new facility have been capitalised and will be amortised over the period of the facility. The  working capital facility  provides  the  Bank with  security  over  the assets  of  the Company.

 

During the month of March 2025, the Company took a loan approval from Export–Import Bank of the United States for the amount of $51 million for the Jamestown facility with a term of 6.5 years. As of March 31, 2025, the Company has not drawn down on this loan.

 

 
11 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

b.

Promissory Note

  

 

 

March 31,

2025

 

 

September 30,

2024

 

Promissory Note opening balance

 

 

519

 

 

 

1,026

 

Finance cost

 

 

14

 

 

 

37

 

Repayment of Promissory Note (ii)

 

 

(533 )

 

 

-

 

Repayment of Promissory Note(i)

 

 

-

 

 

 

(507 )

Finance cost paid with options

 

 

-

 

 

 

(37 )

 

 

 

-

 

 

$ 519

 

 

i.

On February 16, 2024, the Executive Chairman and Chief Executive Officer both exercised options of Electrovaya Inc. A sum of $507 from the promissory note was utilized to cover portion of the options' purchase price. The remaining balance of the promissory note, amounting to $519, was then substituted with a new promissory note on February 28, 2024, carrying a 14% interest rate and paid off in the month of December 2024.

 

 

ii.

On March 31, 2023, the Company purchased 100% of the membership interest in Sustainable Energy Jamestown LLC (‘SEJ”), a New York incorporated company controlled by the majority shareholders of the Company. In return, the Company issued a promissory note for $1,050 to the members of SEJ, with a term of 365 days bearing interest at 7.5% annually payable at maturity. Interest recorded for the three and six month periods ended March 31, 2025 is $nil and $17 (Three and six month periods ended March 31, 2024: $18 and $37).

 

10.

Short term loans

 

 

 

As of March 31, 2025, and September 30, 2024, short term loans consist of:

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Short term loans

 

 

-

 

 

 

-

 

Vendor take back

 

 

-

 

 

 

1,630

 

 

 

 

-

 

 

 

1,630

 

 

The company paid back the VTB liability along with interest in the month of December 2024.

 

Closing balance as at September 30, 2023 (Short term: $3,457. Long term: $nil)

 

 

3,457

 

Repaid in period

 

 

(1,879 )

Interest accretion

 

 

52

 

Closing balance as at September 30, 2024 (Short term: $1,630 Long term: $nil)

 

 

1,630

 

Interest accretion

 

 

16

 

Repaid in period

 

 

(1,646 )

Closing balance as at December 31, 2024 (Short term: $1,630 Long term: $nil)

 

 

-

 

 

 
12 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

11.

Finance costs

 

 

 

During the three and six-month periods ended March 31, 2025 and 2024, the Company incurred both cash and non-cash finance costs. The following table shows the split as included on the statement of earnings.

 

 

 

Three months period ended

 

 

Six months period ended

 

 

 

31-Mar-25

 

 

31-Mar-24

 

 

31-Mar-25

 

 

31-Mar-24

 

 

 

Cash

 

 

Non-Cash

 

 

Total

 

 

Cash

 

 

Non-Cash

 

 

Total

 

 

Cash

 

 

Non-Cash

 

 

Total

 

 

Cash

 

 

Non-Cash

 

 

Total

 

Working capital facility

 

 

504

 

 

 

30

 

 

 

534

 

 

 

705

 

 

 

-

 

 

 

705

 

 

 

1,030

 

 

 

55

 

 

 

1,085

 

 

 

1,146

 

 

 

-

 

 

 

1,146

 

Shares issued

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

180

 

 

 

180

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

199

 

 

 

199

 

Promissory notes

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

37

 

 

 

37

 

 

 

-

 

 

 

17

 

 

 

17

 

 

 

-

 

 

 

37

 

 

 

37

 

Interest on VTB loan (note 10)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

32

 

 

 

30

 

 

 

62

 

 

 

16

 

 

 

-

 

 

 

16

 

 

 

48

 

 

 

30

 

 

 

78

 

Lease interest (note 12)

 

 

145

 

 

 

(75 )

 

 

70

 

 

 

181

 

 

 

(93 )

 

 

88

 

 

 

145

 

 

 

-

 

 

 

145

 

 

 

181

 

 

 

-

 

 

 

181

 

Equity issuance cost

 

 

18

 

 

 

31

 

 

 

49

 

 

 

219

 

 

 

-

 

 

 

219

 

 

 

18

 

 

 

31

 

 

 

49

 

 

 

219

 

 

 

-

 

 

 

219

 

Changes in FV of derivative warrants

 

 

-

 

 

 

(59 )

 

 

(59 )

 

 

-

 

 

 

155

 

 

 

155

 

 

 

-

 

 

 

(42 )

 

 

(42 )

 

 

-

 

 

 

(564 )

 

 

(564 )

Accretion on government payable

 

 

-

 

 

 

38

 

 

 

38

 

 

 

-

 

 

 

89

 

 

 

89

 

 

 

-

 

 

 

64

 

 

 

64

 

 

 

-

 

 

 

258

 

 

 

258

 

 

 

 

667

 

 

 

(35 )

 

 

632

 

 

 

1,137

 

 

 

398

 

 

 

1,535

 

 

 

1,209

 

 

 

125

 

 

 

1,334

 

 

 

1,594

 

 

 

(40 )

 

 

1,554

 

 

12.

Lease liability

 

 

 

As of March 31, 2025, lease liability consists of:

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Current

 

 

426

 

 

 

471

 

Non-current

 

 

1,564

 

 

 

1,871

 

 

 

 

1,990

 

 

 

2,342

 

 

Information about leases for which the Company is a lessee is as follows:

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Interest on lease liabilities

 

 

145

 

 

 

349

 

Incremental borrowing rate at time of transition

 

 

14 %

 

 

14 %

Cash outflow for the lease

 

 

358

 

 

 

735

 

 

 
13 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

The Company’s future undiscounted minimum lease payments for the period ended March 31, 2025, for the continued operations are as under:

 

Year

 

Amount

 

2025

 

 

667

 

2026

 

 

513

 

2027

 

 

529

 

2028

 

 

544

 

2029

 

 

417

 

 

The Company entered into a lease agreement for 61,327 sq. ft for its premises as its headquarters in Mississauga, Ontario at 6688 Kitimat Road. The lease is for 10 years starting January 1, 2020, with expiry December 31, 2029. In addition, the Company is required to pay certain occupancy costs.

 

The lease agreement for the Company's lab facility has been renewed for an additional three years, commencing from January 2023.

 

The terms of the renewed lease entail a fixed monthly rent as follows:

 

 

·

CAD $25,625 for the first year,

 

·

CAD $26,265 for the second year, and

 

·

CAD $26,922 for the third year.

 

13.

Share capital

 

 

a.

Authorized and issued capital stock

 

 

 

 

 

Common Shares

 

 

 

 

 

Number

 

 

Amount

 

Balance, September 30, 2023

 

Note

 

 

33,832,784

 

 

 

115,041

 

Issuance of shares

 

(i)

 

 

10,024

 

 

 

30

 

Issuance of shares

 

(ii)

 

 

42,157

 

 

 

169

 

Transfer from contributed surplus

 

 

 

 

-

 

 

 

501

 

Exercise of options

 

 

 

 

252,700

 

 

 

667

 

Balance, September 30, 2024

 

 

 

 

34,137,665

 

 

$ 116,408

 

Issuance of shares

 

(iii) (iv)

 

 

5,951,250

 

 

 

11,582

 

Balance, December 31, 2024

 

 

 

 

40,088,915

 

 

 

127,990

 

Stock option exercised

 

 

 

 

18,000

 

 

 

72

 

Balance, March 31, 2025

 

 

 

 

40,106,915

 

 

 

128,062

 

 

 
14 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

i.

In December 2023, additional shares were issued as extension fee for the revolving facility on December 20, 2023. All terms and conditions were unchanged. In exchange for the extension, the Company issued 10,024 shares at Cdn $3.99 (as determined by a five-day volume weighted average) as compensation for Cdn $40 extension fee.

ii.

On March 07, 2024, the Company issued 42,157 shares for consulting for investor relations. The Company issued the shares at Cdn $ 5.43 as compensation.

iii.

In December 2024, the company issued 5,175,000 common shares at $2.15 for a total equity raise of $11,789 and share issuance cost of $206. The proceeds were recognised net of legal and consulting fees.

iv.

Over allotment option for the option shares 776,250 was exercised by the underwriters in the month of December 2024.

 

 

b.

Stock Options

 

 

 

Options to purchase common shares of the Company under its stock option plan may be granted by the Board of Directors of the Company to certain full-time and part-time employees, directors and consultants of the Company and its affiliates. Stock options are non-assignable and may be granted for terms of up to 10 years. Stock options vest at various periods from zero to three years. As a result of the reverse stock split, every five options were consolidated into one option without any action from option holders, reducing the number of outstanding options from approximately 23.5 million to 4.7 million.

 

On February 17, 2021, at a Special Meeting of the Shareholders, a resolution was passed to (i) authorize amendments to the Company’s Stock Option Plan to increase the maximum number of common shares issuable upon the exercise of stock options thereunder from 3,020,000 to 4,600,000.

 

On March 25, 2022, at a Special Meeting of the Shareholders, a resolution was passed to (i) authorize amendments to the Company’s Stock Option Plan to increase the maximum number of common shares issuable upon the exercise of stock options thereunder from 4,600,000 to 6,000,000.

 

 

 

Number outstanding

 

 

Weighted average exercise price

 

Outstanding, September 30, 2023

 

 

4,714,388

 

 

 

2.44

 

Exercised during the period

 

 

(252,700 )

 

 

2.65

 

Expired during the period

 

 

(24,400 )

 

 

2.87

 

Granted

 

 

443,000

 

 

 

3.42

 

Outstanding, September 30, 2024

 

 

4,880,288

 

 

 

2.52

 

Expired during the period

 

 

(2,000 )

 

 

3.42

 

Granted

 

 

-

 

 

 

-

 

Outstanding, December 31, 2024

 

 

4,878,288

 

 

 

2.37

 

Exercised during the period

 

 

(18,000 )

 

 

3.25

 

Expired during the period

 

 

(17,499 )

 

 

3.42

 

Granted

 

 

-

 

 

 

-

 

Outstanding, March 31, 2025

 

 

4,842,789

 

 

 

2.37

 

 

 
15 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

Exercise price

 

Number Outstanding

 

 

Weighted average remaining life (years)

 

 

Number exercisable

 

 

Weighted average exercise price

 

$

3.26

 

 

(Cdn4.68)

 

 

441,000

 

 

 

9.01

 

 

 

87,000

 

 

 

3.26

 

$

3.72

 

 

(Cdn5.35)

 

 

1,002,000

 

 

 

8.03

 

 

 

161,338

 

 

 

3.72

 

$

1.98

 

 

(Cdn2.85)

 

 

298,000

 

 

 

7.22

 

 

 

234,675

 

 

 

1.98

 

$

4.00

 

 

(Cdn5.75)

 

 

20,000

 

 

 

6.66

 

 

 

20,000

 

 

 

4.00

 

$

3.48

 

 

(Cdn5)

 

 

1,494,667

 

 

 

6.45

 

 

 

694,667

 

 

 

3.48

 

$

2.30

 

 

(Cdn3.3)

 

 

270,268

 

 

 

5.45

 

 

 

270,268

 

 

 

2.30

 

$

1.04

 

 

(Cdn1.5)

 

 

1,024,000

 

 

 

4.33

 

 

 

1,024,000

 

 

 

1.04

 

$

0.97

 

 

(Cdn1.4)

 

 

116,566

 

 

 

2.90

 

 

 

116,566

 

 

 

0.97

 

$

4.24

 

 

(Cdn6.1)

 

 

10,667

 

 

 

2.34

 

 

 

10,667

 

 

 

4.24

 

$

7.41

 

 

(Cdn10.65)

 

 

101,121

 

 

 

1.75

 

 

 

101,121

 

 

 

7.41

 

$

2.75

 

 

(Cdn3.95)

 

 

9,600

 

 

 

0.87

 

 

 

9,600

 

 

 

2.75

 

$

2.40

 

 

(Cdn3.45)

 

 

42,900

 

 

 

0.50

 

 

 

42,900

 

 

 

2.40

 

$

3.16

 

 

(Cdn4.55)

 

 

12,000

 

 

 

0.14

 

 

 

12,000

 

 

 

3.16

 

 

 

 

 

 

 

 

4,842,789

 

 

 

 

 

 

 

2,784,802

 

 

 

2.37

 

 

For the options exercised, the share price at the time of exercise was between CDN $3.35-$3.77. Total stock-based compensation expense recognized during the three and six months periods ended March 31, 2025 was $288 and $703 (three and six months periods ended March 31, 2024 : $480 and $849).

 

The Company amortize the estimated grant date fair value of stock options to expense over the vesting period (generally three years). The grant date fair value of outstanding stock options was determined using the Black-Scholes option pricing model which uses highly subjective and complex assumptions, including the option's expected term and the price volatility of the underlying stock based on historical stock prices, to determine the fair value of the option. 

 

c.

Warrants

 

 

 

Details of Share Warrants

  

 

 

Number Outstanding

 

 

Exercise Price

 

Outstanding, September 30, 2023

 

 

1,711,924

 

 

$ 2.38

 

Expired

 

 

(291,924 )

 

$ 5.92

 

Outstanding, September 30, 2024

 

 

1,420,000

 

 

$ 0.63

 

Outstanding, December 31, 2024

 

 

1,420,000

 

 

$ 0.63

 

Outstanding, March 31, 2025

 

 

1,420,000

 

 

$ 0.63

 

 

 
16 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

Additionally, the number of derivative warrants at March 31, 2025 were 912,841 (September 30, 2024: 912,841).

 

The grant date fair value of outstanding share warrants was determined using the Black-Scholes pricing model using the following assumptions in the year of the grant:

 

Risk-free interest rate (based on U.S. government bond yields) of 2.50% (March 31, 2024 : 3.80%), expected volatility of the market price of our shares (based on historical volatility of our share price) of 58.30%, (March 31, 2024 : 56.87%) and the expected warrant life (in years) of 0.61 (March 31, 2024 : 1.60). As a result of the reverse stock split, every five warrants were consolidated into one warrant without any action from warrant holders, reducing the number of outstanding warrants from approximately 13.1 million to 2.6 million. A 10% of change in any assumption would result in the change in derivative warrant liability between $(30) (March 31, 2024 : ($208)) and $33 (March 31, 2024 : $321).

 

Warrant continuity schedule is as follows:

 

 

 

Units

 

 

Fair Value

 

Closing balance (September 30, 2023)

 

 

912,841

 

 

 

1,489

 

Fair value adjustment

 

 

-

 

 

 

(1,334 )

Closing balance (September 30, 2024)

 

 

912,841

 

 

 

155

 

Fair value adjustment

 

 

-

 

 

 

(17 )

Closing balance (December 31, 2024)

 

 

912,841

 

 

 

138

 

Fair value adjustment

 

 

-

 

 

 

(25 )

Closing balance (March 31, 2025)

 

 

912,841

 

 

 

113

 

 

14.

Related Party Transactions

 

 

 

Management compensation

 

Key management compensation comprises the following:

  

 

 

Three month periods ended

 

 

Six month periods ended

 

 

 

March 31,

2025

 

 

March 31,

2024

 

 

March 31,

2025

 

 

March 31,

2024

 

Salaries, bonus and other benefits

 

 

181

 

 

 

150

 

 

 

431

 

 

 

432

 

Share based compensation

 

 

-

 

 

 

9

 

 

 

253

 

 

 

486

 

 

 

 

181

 

 

 

159

 

 

 

684

 

 

 

918

 

 

 
17 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

Personal Guarantees

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Promissory Note

 

 

-

 

 

 

519

 

 

Research Lab – Facility Usage Agreement

 

In May 2021, Electrovaya entered a month-to-month Facility Usage Agreement for the use of space and allocated staff of a third-party research firm providing access to laboratory facilities, primarily for research. The laboratory and pilot plant facilities have certain equipment and permits for research and developments with chemicals. The term of the agreement was for six months and could be terminated by either party upon 90 days notice.

 

In July 2021, the facility was acquired by an investor group controlled by the family of Dr. Sankar Das Gupta, which includes its CEO, Dr. Rajshekar Das Gupta.  The Facility Usage Agreement was not changed on the change of ownership and remains in effect between the Company and the owner, such that the monthly payment of Cdn $25,265 is now made to a related party of Electrovaya.

 

On June 7, 2023, the Facility Usage Agreement was retroactively extended from January 1, 2023, for an additional three years. The lease has been recognized as a lease liability and corresponding right of use asset. 

 

Special Options Grants

 

In September 2021, on the recommendation of the Compensation Committee of the Company, a committee composed entirely of independent directors, the Board of Directors of the Company determined that it is advisable and in the best interests of the Company to amend the terms of the compensation of certain key personnel to incentivize future performance, to encourage retention of their services, and to align their interests with those of the Company’s shareholders.

 

Dr. Sankar Das Gupta was granted 700,000 options which vest in two tranches of 200,000 options and one tranche of 300,000 options, based on reaching specific target market capitalizations. The fair value of these options on the day of grant is calculated using the Monte Carlo method of option valuation and expensed over the mean vesting period in accordance with IFRS 2. The expense of $66 and $175 is recorded within stock-based compensation in the unaudited condensed interim consolidated statement of earnings for the three and six month periods ended March 31, 2025 (three and six month periods ended March 31, 2024: $Nil and $115)

 

Dr. Rajshekar Das Gupta was granted 900,000 options which vest in three tranches of 300,000 options based on reaching specific target market capitalizations. The fair value of these options on the day of issuance is calculated using the Monte Carlo method of option valuation and expensed over the mean vesting period in accordance with IFRS 2. The expense of $Nil and $Nil is recorded within stock-based compensation in the unaudited condensed interim consolidated statement of earnings for the three and six month periods ended March 31, 2025 (three and six month periods ended March 31, 2024: $Nil and $Nil).

 

 
18 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

In April 2023, following the suggestion of the Company's Compensation Committee, consisting entirely of independent directors, the Company's Board of Directors awarded Dr. Rajshekar Das Gupta a total of 600,000 options. These options will vest in two phases: 300,000 options and 300,000 options, contingent upon achieving certain target market capitalizations. The expense of $Nil and $78 is recorded within stock-based compensation in the unaudited condensed interim consolidated statement of earnings for the three and six month periods ended March 31, 2025 (three and six month periods ended March 31, 2024: $243 and $486).

 

15.

Change in Non-Cash Operating Working Capital

  

 

 

March 31,

2025

 

 

March 31,

2024

 

Trade and other receivables

 

 

(6,781 )

 

 

1,944

 

Inventories

 

 

1,135

 

 

 

(816 )

Prepaid expenses and other

 

 

(1,298 )

 

 

(82 )

Trade and other payables

 

 

(1031 )

 

 

(963 )

 

 

 

(7,975 )

 

 

83

 

 

16.

Financial Instruments

  

Derivative Liabilities

 

Warrants as derivative liability is fair valued using Black Scholes Model ("BSM"). Using this approach, the assumptions used in determining fair value of the warrants as at March 31, 2025 are : Risk-free interest rate (based on U.S. government bond yields) of 2.50% (September 30, 2024 : 2.94%), expected volatility of the market price of our shares (based on historical volatility of the Company’s share price) of 58.30%, (September 30, 2024: 52.72%) and the expected warrant life (in years) of 0.61 (September 30, 2024 : 1.10).

 

Fair Value

 

IFRS 13 “Fair Value Measurement” provides guidance about fair value measurements. Fair value is defined as the exchange price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value are required to maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on three levels of inputs. The first two levels are considered observable and the last unobservable. These levels are used to measure fair values as follows:

 

 

·

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities, either directly or indirectly.

 

 

 

 

·

Level 2 – Inputs, other than Level 1 inputs that are observable for assets and liabilities, either directly or indirectly. Level 2 inputs include quoted market prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

 

 

 

 

·

Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

  

 
19 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

The following table shows the levels within the hierarchy of financial assets and liabilities measured at fair value on a recurring basis at March 31, 2025 and September 30, 2024. There were no transfers between Level 1 and Level 2 during the six-month periods to March 31, 2025. There were no changes in the Company’s valuation process for derivative liabilities (warrants):

 

As at March 31, 2025:

 

 

 

Fair Value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Warrants

 

 

113

 

 

 

-

 

 

 

113

 

 

 

-

 

 

As at September 30, 2024:

 

 

 

Fair Value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Warrants

 

 

155

 

 

 

-

 

 

 

155

 

 

 

-

 

 

Risk Management

 

The Company may be exposed to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives. The main objectives of the Company’s risk management processes are to ensure that the risks are properly identified and that the capital base is adequate in relation to those risks. The principal risks to which the Company is exposed are described below. There have been no changes in risk exposure since the prior year unless otherwise noted.

 

Capital risk

 

The Company manages its capital to ensure that there are adequate capital resources for the Company to maintain and develop its products. The capital structure of the Company consists of shareholders’ equity and depends on the underlying profitability of the Company’s operations.

 

The Company manages its capital structure and makes adjustments to it, based on the funds available to the Company, in order to support the development, manufacture and marketing of its products. The Board of Directors does not establish quantitative return on capital criteria for management but rather relies on the expertise of the Company’s management to sustain future development of the business.

 

The Company's capital management objectives are:

 

 

·

to ensure the Company's ability to continue as a going concern.

 

 

 

 

·

to provide an adequate return to shareholders by pricing products and services commensurately with the level of risk.

  

 
20 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

The Company monitors capital based on the carrying amount of equity plus its short-term debt comprised of the promissory notes, less cash and cash equivalents as presented in the unaudited condensed interim consolidated statements of financial position.

 

The Company sets the amount of capital in proportion to its overall financing structure, comprised of equity and long-term debt. The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company issues new shares or increases its long-term debt.

 

Credit risk and Concentration risk

 

Credit risk is the risk that the counterparty fails to discharge an obligation to the Company. The Company is exposed to this risk due to its cash and cash equivalents, trade and other receivables.

 

The Company manages its credit risk related to trade and other receivables by establishing procedures to establish credit limits and approval policies. The balance in trade and other receivables is primarily attributable to trade accounts receivables. In the opinion of management, the credit risk is moderate and minimum credit losses are expected. Management is taking appropriate action to mitigate this risk by adjusting credit terms.

 

The Company is exposed to credit risk in the event of default by its customers. Accounts receivables are recorded at the invoiced amount, do not bear interest, and do not require collateral. For the three and six month periods ended March 31, 2025, one customer accounted for $6,929 and $15,870 or 46% and 61% of revenue (three and six month periods ended March 31, 2024: $6,700 and $17,700 or 63% and 78%). As of March 31, 2025, one customer accounted for 49% of accounts receivable (September 30, 2024: 71%). Refer note 5 for expected credit loss provision.

 

Liquidity risk

 

Liquidity risk is the risk that the Company may not have cash available to satisfy its financial obligations as they come due. The majority of the Company's financial liabilities recorded in accounts payable, accrued and other current liabilities and provisions are due within 90 days. The Company manages liquidity risk by maintaining a portfolio of liquid funds and having access to a revolving credit facility. The Company believes that cash flow from operating activities, together with cash on hand, cash from its trade and other receivables, and borrowings available under the revolving facility are sufficient to fund its currently anticipated financial obligations and will remain available in the current environment.

 

 
21 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

The following are the undiscounted contractual maturities of significant financial liabilities and the total contractual obligations of the Company as at March 31, 2025:

 

 

 

2025

 

 

2026

 

 

2027

 

 

2028

 

 

2029 & beyond

 

 

Total

 

Trade and other payables

 

 

8,529

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

8,529

 

Lease liability

 

 

359

 

 

 

562

 

 

 

521

 

 

 

536

 

 

 

692

 

 

 

2,670

 

Working capital facility

 

 

-

 

 

 

-

 

 

 

-

 

 

 

13,612

 

 

 

-

 

 

 

13,612

 

Other payable

 

 

172

 

 

 

177

 

 

 

208

 

 

 

245

 

 

 

718

 

 

 

1,520

 

 

 

 

9,060

 

 

 

739

 

 

 

729

 

 

 

14,393

 

 

 

1,410

 

 

 

26,331

 

 

The following are the undiscounted contractual maturities of significant financial liabilities and the total contractual obligations of the Company as at September 30, 2024:                   

 

 

 

2025

 

 

2026

 

 

2027

 

 

2028

 

 

2029 & beyond

 

 

Total

 

Trade and other payables

 

 

9,473

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

9,473

 

Lease liability

 

 

760

 

 

 

598

 

 

 

555

 

 

 

571

 

 

 

588

 

 

 

3,072

 

Short term loans

 

 

1,630

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,630

 

Promissory notes

 

 

519

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

519

 

Working capital facility

 

 

16,283

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

16,283

 

Other payable

 

 

211

 

 

 

188

 

 

 

208

 

 

 

218

 

 

 

610

 

 

 

1,435

 

 

 

 

28,876

 

 

 

786

 

 

 

763

 

 

 

789

 

 

 

1,198

 

 

 

32,412

 

 

Market risk

 

Market risk incorporates a range of risks. Movement in risk factors, such as market price risk and currency risk, affect the fair value of financial assets and liabilities. The Company is exposed to these risks as the ability of the Company to develop or market its products and the future profitability of the Company is related to the market price of its primary competitors for similar products.

 

Interest rate risk

 

The Company has variable interest debt. Changes in interest rates will affect future interest expense and cash flows. The Company does not enter into derivative instruments to reduce this exposure.

 

Foreign currency risk

 

The Company is exposed to foreign currency risk. The Company’s functional currency is the United States dollar (Electrovaya Inc.'s functional currency is CAD) and the financial statements are presented in United States dollars. Changes in the relative values of these currencies will give rise to changes in other comprehensive income.

 

Purchases are transacted in Canadian dollars, United States dollars and Euro. Management believes the foreign exchange risk derived from any currency conversions may have a material effect on the results of its operations. The financial instruments impacted by a change in exchange rates include our exposures to the above financial assets or liabilities denominated in nonfunctional currencies. Cash held by the Company in US dollars at March 31, 2025 was $58 (September 30, 2024: $159).

 

If the US dollar to Canadian foreign exchange rate changed by 2% this would change the recorded net gain (loss) by $296 (March 31, 2024: $148).

 

 
22 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

17.

Contingencies

 

 

a.

Refundable Ontario Investment Tax Credits

 

 

 

On July 22, 2022, the Company received a Notice of Confirmation from the CRA relating to the 2014 and 2015 SRED reassessment for $299 (Cdn$386) and $302 (Cdn$389) including interest respectively. The balance owing has been fully provided for in other payables, and the Company is pursuing the next appropriate step in the appeal process and believes the amounts may be reversed or substantially reduced. The outcome cannot be determined.

 

 

b.

Ministry of Energy

 

 

 

On May 28, 2018, the Province of Ontario issued a claim against Electrovaya Corp. claiming $655 (Cdn $830) related to a dispute regarding funding and fulfilment of the Intelligent Energy Storage System under the Smart Grid Fund program. A Statement of Defense disputing the claim in its entirety was filed on March 21, 2019. No further steps have been taken by the province to pursue the claim.

 

 

c.

Other Contingencies

 

 

 

In the normal course of business, the Company is party to business related claims. The potential outcomes related to existing matters faced by the Company are not determinable at this time. The Company intends to defend these actions, and management believes that the resolution of these matters will not have a material adverse effect on the Company’s financial condition.

 

18.

Segment and Customer Reporting

 

 

 

The Company develops, manufactures and markets power technology products. There is only a single segment applicable to the Company.

 

Given the size and nature of the products produced, the Company’s sales are segregated based on large format batteries, with the remaining smaller product line categorized as “Other”.

 

 
23 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

There has been no change in either the determination of the Group's segments, or how segment performance is measured, from that described in the Company’s condensed interim consolidated financial statements as at and for the year ended March 31, 2025.

 

 

 

Three months ended March 31,

 

 

Six months ended March 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Large format batteries

 

 

14,604

 

 

 

10,462

 

 

 

25,460

 

 

 

22,341

 

Other

 

 

414

 

 

 

233

 

 

 

727

 

 

 

445

 

 

 

 

15,018

 

 

 

10,695

 

 

 

26,187

 

 

 

22,786

 

 

Revenues can also be analyzed as follows based on the nature of the underlying deliverables:

 

 

 

Three months ended March 31,

 

 

Six months ended March 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Revenue with customers

 

 

 

 

 

 

 

 

 

 

 

 

Sale of batteries and battery systems

 

 

14,604

 

 

 

10,196

 

 

 

25,460

 

 

 

21,408

 

Sale of services

 

 

313

 

 

 

266

 

 

 

525

 

 

 

933

 

Others

 

 

101

 

 

 

233

 

 

 

202

 

 

 

445

 

 

 

 

15,018

 

 

 

10,695

 

 

 

26,187

 

 

 

22,786

 

 

Revenues attributed to geographical regions based on the location of the customer were as follows:

 

 

 

Three months ended March 31,

 

 

Six months ended March 31,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Canada

 

 

142

 

 

 

186

 

 

 

348

 

 

 

1,120

 

United States

 

 

14,777

 

 

 

10,484

 

 

 

25,738

 

 

 

21,621

 

Others

 

 

99

 

 

 

25

 

 

 

101

 

 

 

45

 

 

 

 

15,018

 

 

 

10,695

 

 

 

26,187

 

 

 

22,786

 

 

19.

Other payables

 

 

 

Technology Partnerships Canada (“TPC”) projects are long-term (up to 30 years) commencing with an R&D phase, followed by a benefits phase – the period in which a product, or a technology, could generate revenue for the Company. In such cases, repayments would flow back to the program according to the terms and conditions of the Company’s contribution agreement.

 

In June 2018, the contribution agreement was amended and is included at its net present value in other payables. Further, in September 2024, the agreement was further amended with amended terms and conditions for the repayment of the debt with new payment schedule. Consequently, the old debt was de-recognized and the new debt was recognized with first payment starting in July 2025 and final payment to be discharged in July 2031.

 

 
24 | Page

 

 

ELECTROVAYA INC.

Notes to unaudited condensed interim consolidated financial statements

(Expressed in thousands of U.S. dollars)

For the three and six month periods ended March 31, 2025 and 2024

 

The following table represents changes in the debt for repayments to Industry Canada:

 

 

 

March 31,

2025

 

 

September 30,

2024

 

Opening balance

 

 

379

 

 

 

984

 

Interest accretion

 

 

-

 

 

 

490

 

Foreign exchange gain / loss

 

 

(23 )

 

 

-

 

Debt extinguishment

 

 

-

 

 

 

(1,474 )

Recognition of new debt

 

 

-

 

 

 

370

 

Interest accretion on new debt

 

 

57

 

 

 

9

 

Ending balance

 

 

413

 

 

 

379

 

Less: current portion of the debt (included in Trade and other payables)

 

 

(39 )

 

 

(36 )

Ending balance of long-term portion

 

 

374

 

 

 

343

 

 

Following is the payment schedule for TPC:

 

Year

 

Amount

 

2025

 

 

155

 

2026

 

 

132

 

2027

 

 

132

 

2028

 

 

132

 

2029

 

 

132

 

2030

 

 

132

 

2031

 

 

132

 

 

 
25 | Page