Company Participants Good day, and welcome to GreenPower First Quarter 2024 Earnings Conference Call. All participants will be in listen-only mode. [Operator Instructions] After todayâs presentation, there will be an opportunity to ask questions. Please note that this event is being recorded. GreenPower Motor Company Inc. (NASDAQ:GP) Q1 2024 Earnings Call Transcript August 14, 2023 9:30 AM ET Craig Irwin - ROTH MKM Greg Lewis - BTIG Tate Sullivan - Maxim Group I'd like to turn the conference over to Mr. Mic ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) or 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ OR ☐ SHELL COMPANY REPORT PURSUANT TO SE ...

GreenPower Motor Company Inc. Annual Information Form For the Period Ended March 31, 2023 Dated June 29, 2023 TABLE OF CONTENTS | NOTE REGARDING FORWARD-LOOKING STATEMENTS | 1 | | --- | --- | | GLOSSARY OF TERMS | 3 | | CORPORATE STRUCTURE | 4 | | THREE YEAR HISTORY OF THE BUSINESS | 5 | | DESCRIPTION OF THE BUSINESS | 7 | | RISK FACTORS | 16 | | DIVIDENDS AND DISTRIBUTIONS | 26 | | DESCRIPTION OF CAPITAL STRUCTURE | 27 | | MARKET FOR SECURITIES | 27 | | DIRECTORS AND EXECUTIVE OFFICERS | 29 | | LEGAL PROCE ...

Company Participants Conference Call Participants Operator I would now like to turn the conference over to Michael Sieffert, Chief Financial Officer. Please go ahead. Thank you. This is Michael Sieffert, the Chief Financial Officer of GreenPower Motor Company. I would like to welcome everyone to our call to discuss GreenPower's financial results for the period ended December 31, 2022. I'm here today with our Chief Executive Officer, Fraser Atkinson; and our President, Brendan Riley. Also, during the course ...

Financial Data and Key Metrics Changes - GreenPower achieved record revenues of $7.726 million for Q2 2023, a 67% increase from $4.629 million in the same quarter of the previous fiscal year [24] - Gross profit for the quarter was $1.755 million, representing 22.7% of revenues, compared to 20.6% in the previous year [25] - The company reported a record revenue of $11.6 million for the six months ended September 30, 2022, a 52% increase from $7.6 million in the same period last year [26] Business Line Data and Key Metrics Changes - Revenue was generated from the sale of three Type-D school buses, one Nano BEAST Type-A school bus, 21 EV Star 22-foot cargo vehicles, three EV Stars, and 29 EV Star cabin chassis [24] - The integration of Lion Truck Body is expected to impact margins in the short term due to the ramp-up of operations [38][40] Market Data and Key Metrics Changes - GreenPower secured 85 vouchers under the California HVIP program for various vehicle types, indicating strong demand for its products [15] - The federal government introduced new programs, including a $40,000 tax credit for medium-duty vehicles starting January 1, 2023, which is expected to boost sales [13] Company Strategy and Development Direction - GreenPower is focusing on expanding its manufacturing capabilities with a new facility in West Virginia, which will serve as its primary North American school bus manufacturing center [8] - The company aims to leverage its acquisition of Lion Truck Body to vertically integrate its supply chain and optimize products for electric vehicles [19] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the fiscal year being transformative, with expectations for increased sales and improved delivery cadence [23] - The company is focused on maintaining a gross profit margin in the 20% range while managing operating expenses effectively [30] Other Important Information - GreenPower finished the quarter with $26.7 million in working capital and approximately $2 million in available liquidity [27] - The company has over $40 million in finished goods inventory, translating into potential sales growth [31] Q&A Session Summary Question: Delivery cadence and Workhorse agreement - Management confirmed the delivery of 29 units under the Workhorse agreement and expects a more stable delivery schedule moving forward due to government funding for school buses [34][35] Question: Margins and Lion Truck Body integration - Management indicated that margins may remain suboptimal in the near term due to the integration of Lion Truck Body but expects to return to a 25% to 30% margin range over time [39][42] Question: EPA vouchers and customer engagement - Management is actively engaging with school districts and dealers to secure contracts for the newly funded clean school buses, with expectations for increased orders [48][50] Question: Sales funnel for cabin chassis products - The company is focusing on expanding its sales strategy for cab chassis products, leveraging partnerships and the recent Workhorse agreement to drive volumes [56][58] Question: Breakeven revenue levels - Management noted that breakeven dynamics are influenced by increased investments in personnel and operations, with expectations for higher revenue levels to achieve profitability [59][60]

GreenPower Motor Company Inc. (NASDAQ:GP) Q1 2023 Earnings Conference Call August 15, 2022 9:30 AM ET Company Participants Michael Sieffert - Chief Financial Officer Fraser Atkinson - Chief Executive Officer Brendan Riley - President Conference Call Participants Chris Souther - B. Riley Craig Irwin - ROTH Capital Partners Tate Sullivan - Maxim Group Tyler DiMatteo - BTIG Operator Good morning, and welcome to the GreenPower Motor CompanyÂ's First Quarter Earnings Conference Call. All participants will be in ...

PART I [Key Information](index=6&type=section&id=ITEM%203.%20KEY%20INFORMATION) Presents GreenPower's historical financial data (2018-2022), showing increasing revenue, growing losses, and an accumulated deficit, along with key risk factors A. Selected financial data Consolidated Statements of Operations and Comprehensive Loss Data (2018-2022) | Indicator | FY 2022 | FY 2021 (restated) | FY 2020 (restated) | FY 2019 | FY 2018 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Revenue** | $17,236,773 | $13,286,184 | $14,397,158 | $6,082,561 | $3,516,156 | | **Gross Profit** | $3,876,705 | $3,580,140 | $4,052,825 | $1,858,142 | $1,248,391 | | **Loss from Operations** | $(14,402,341) | $(7,791,075) | $(4,922,047) | $(4,465,920) | $(3,355,323) | | **Loss for the Year** | $(15,009,920) | $(7,836,754) | $(5,145,966) | $(4,544,151) | $(2,774,140) | | **Loss per Share (Basic & Diluted)** | $(0.69) | $(0.43) | $(0.34) | $(0.34) | $(0.21) | Consolidated Statements of Financial Position Data (as of March 31, 2018-2022) | Indicator | As at Mar 31, 2022 | As at Mar 31, 2021 | As at Mar 31, 2020 | As at Mar 31, 2019 | As at Mar 31, 2018 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Cash and restricted cash** | $6,888,322 | $15,207,948 | $451,605 | $198,920 | $1,007,329 | | **Working Capital (deficit)** | $31,581,470 | $30,808,375 | $743,131 | $(155,176) | $2,180,184 | | **Total assets** | $49,606,932 | $39,619,355 | $13,207,679 | $11,910,299 | $7,490,466 | | **Total liabilities** | $15,221,739 | $3,466,907 | $14,382,635 | $11,995,935 | $5,322,721 | | **Accumulated deficit** | $(46,359,308) | $(31,625,388) | $(23,852,634) | $(18,706,668) | $(14,080,139) | | **Shareholder's equity (deficit)** | $34,385,193 | $36,152,448 | $(1,174,956) | $(85,636) | $2,167,745 | D. Risk Factors - The company has not yet reached profitability and has negative operating cash flows, with an accumulated deficit of **$46.4 million** as of March 31, 2022. Achieving profitability is uncertain and depends on increasing sales to a level where gross margins can cover rising operating expenses[39](index=39&type=chunk)[40](index=40&type=chunk) - The business is capital-intensive and will require significant additional funding to continue operations. The ability to raise capital is subject to market conditions and investor acceptance, and failure to do so could force the company to curtail or discontinue operations[41](index=41&type=chunk)[42](index=42&type=chunk) - The company is dependent on third-party manufacturers in Asia for the majority of its vehicle manufacturing, exposing it to risks related to quality control, cost, and production timelines. It is also dependent on single-source suppliers for key components like battery cells and drive motors[46](index=46&type=chunk)[56](index=56&type=chunk) - A significant portion of sales, particularly in California, has been driven by government subsidies and grants. The reduction, elimination, or delay of these incentives, such as the California HVIP program, could materially and negatively impact the company's business and financial results[61](index=61&type=chunk)[63](index=63&type=chunk) - The COVID-19 pandemic has had and may continue to have a material adverse impact on the business, potentially affecting customer purchasing ability, supply chain stability, and employee productivity[38](index=38&type=chunk) - The company may be classified as a Passive Foreign Investment Company (PFIC), which could have adverse U.S. federal income tax consequences for U.S. shareholders, such as gains on disposition being treated as ordinary income and subject to interest charges[92](index=92&type=chunk)[93](index=93&type=chunk) [Information on the Company](index=19&type=section&id=ITEM%204.%20INFORMATION%20ON%20THE%20COMPANY) GreenPower designs, manufactures, and distributes all-electric medium and heavy-duty vehicles, expanding via direct sales, dealers, and strategic partnerships A. History and Development of Our Company - The company was incorporated in 2010 and became GreenPower Motor Company Inc. in 2014 after a reverse takeover. It has since focused on developing and selling all-electric vehicles[100](index=100&type=chunk)[103](index=103&type=chunk) - In FY 2022, GreenPower delivered **93 vehicles**, including 18 BEAST school buses and various EV Star models. This represents an increase from **74 vehicles** delivered in FY 2021[114](index=114&type=chunk)[115](index=115&type=chunk) - Key developments in FY 2022 include a partnership with West Virginia to establish an 80,000 sq. ft. manufacturing facility for all-electric school buses and a contract to sell 1,500 EV Star Cab and Chassis (CC) units to Workhorse Group, Inc[116](index=116&type=chunk) - The company's EV Star vehicle passed the Federal Transit Administration's (FTA) Altoona Bus Testing, making it eligible for purchase with federal funds and providing a competitive advantage[113](index=113&type=chunk) B. Business Overview - GreenPower designs, builds, and distributes a full suite of all-electric medium and heavy-duty vehicles using a purpose-built, clean-sheet OEM platform[122](index=122&type=chunk) GreenPower Product Lines | Product Line | Models | Key Features | | :--- | :--- | :--- | | **EV Star** | Minibus, Plus, CarGo, CarGo Plus, Cab & Chassis | Multi-utility platform, up to 150-mile range, Altoona tested, Buy America compliant option | | **EV Transit Bus** | EV250 (30-ft), EV350 (40-ft), EV550 (45-ft double decker) | Low floor, monocoque body, stainless-steel chassis, low center of gravity | | **School Bus** | BEAST (Type-D), Nano-BEAST (Type-A) | Purpose-built electric design, monocoque structure, up to 150-mile range | - The company utilizes off-the-shelf, proven powertrain components from suppliers like Siemens and TM4, and purchases battery packs in a plug-and-play format, allowing flexibility with cell manufacturers and chemistries[132](index=132&type=chunk)[133](index=133&type=chunk) - GreenPower is expanding its sales footprint through a dealer network in states like Arizona, Nevada, Washington, and New Jersey, and has a significant partnership with West Virginia for a new manufacturing facility[140](index=140&type=chunk) - California has adopted regulations requiring public transit agencies to transition to **100% zero-emission bus (ZEB) fleets by 2040**, with 100% of new purchases being ZEBs starting in 2029. Similar mandates exist for airport shuttles and are being developed for medium and heavy-duty vehicles[148](index=148&type=chunk)[149](index=149&type=chunk)[150](index=150&type=chunk) C. Organizational Structure - GreenPower Motor Company Inc. is a Canadian corporation with ten wholly-owned subsidiaries as of the report date, operating in Canada, the United States, India, and China[168](index=168&type=chunk)[169](index=169&type=chunk) D. Property, Plants and Equipment - The company leases its corporate office in Vancouver, BC, a U.S. operations office in Rancho Cucamonga, CA, and two manufacturing/assembly facilities in Porterville, CA totaling approximately **70,000 square feet**[168](index=168&type=chunk)[170](index=170&type=chunk)[171](index=171&type=chunk) - Principal capital expenditures include a 9.3-acre parcel of land in Porterville (carrying value **$801,317**) which is being sold, and electric buses/EV equipment (carrying value **~$2.1 million**)[172](index=172&type=chunk) [Operating and Financial Review and Prospects](index=31&type=section&id=ITEM%205.%20OPERATING%20AND%20FINANCIAL%20REVIEW%20AND%20PROSPECTS) FY2022 revenue rose 30% to $17.2 million, but gross margin declined and expenses surged, widening the net comprehensive loss A. Operating Results Consolidated Statement of Operations Summary (FY2020-2022) | Metric | FY 2022 | FY 2021 (restated) | FY 2020 (restated) | | :--- | :--- | :--- | :--- | | **Revenue** | $17,236,773 | $13,286,184 | $14,397,158 | | **Cost of Sales** | $13,360,068 | $9,706,044 | $10,344,333 | | **Gross Profit** | $3,876,705 | $3,580,140 | $4,052,825 | | **Gross Profit Margin** | 22.5% | 26.9% | 28.2% | | **Total Expenses** | $18,279,046 | $11,371,215 | $8,974,872 | | **Loss from Operations** | $(14,402,341) | $(7,791,075) | $(4,922,047) | | **Total Comprehensive Loss** | $(15,049,333) | $(7,815,585) | $(5,166,790) | | **Loss per Share** | $(0.69) | $(0.43) | $(0.34) | - Revenue for FY 2022 increased by **30% to $17.2 million**, generated from the sale and lease of **93 vehicles**, up from 74 vehicles in the prior year[183](index=183&type=chunk) - The gross profit margin decreased to **22.5% in FY 2022** from 26.9% in FY 2021, negatively impacted by a **$153,798 inventory write-down**, sales of off-lease vehicles at low margins, and a higher mix of lower-margin BEAST school buses[185](index=185&type=chunk) - Total expenses increased significantly to **$18.3 million in FY 2022**, up from $11.4 million in FY 2021. This was primarily driven by higher administrative fees due to increased headcount (from 55 to 69 employees), a substantial increase in non-cash share-based payments to **$5.8 million**, and higher professional fees[187](index=187&type=chunk)[188](index=188&type=chunk)[194](index=194&type=chunk)[196](index=196&type=chunk) B. Liquidity and capital resources - As of March 31, 2022, the company had a cash and restricted cash balance of **$6.9 million**, working capital of **$31.6 million**, and an **$8 million** line of credit with a drawn balance of **$5.8 million**[200](index=200&type=chunk) Cash Flow Summary (FY2020-2022) | Cash Flow Activity | FY 2022 | FY 2021 | FY 2020 | | :--- | :--- | :--- | :--- | | **From (used in) Operations** | $(20,343,748) | $(16,392,222) | $(5,113,692) | | **From (used in) Investing** | $(536,093) | $(352,682) | $(161,860) | | **From (used in) Financing** | $12,664,774 | $31,523,631 | $5,502,752 | | **Net (decrease) increase in cash** | $(8,319,626) | $14,756,343 | $252,685 | - Net cash used in operating activities was **$20.3 million in FY 2022**, primarily due to a **$15.0 million net loss** and a **$20.9 million investment in inventory**, partially offset by non-cash charges and an increase in deferred revenue[212](index=212&type=chunk) - Net cash from financing activities was **$12.7 million in FY 2022**, driven by **$6.3 million** from warrant exercises, **$1.2 million** from stock option exercises, and **$5.8 million** drawn from the operating line of credit[219](index=219&type=chunk) - During FY 2022, **1,925,656 warrants** were exercised, generating proceeds of **$6.3 million**. All outstanding warrants were exercised or expired during the year, leaving a balance of nil as of March 31, 2022[210](index=210&type=chunk)[219](index=219&type=chunk) C. Research and development, patents and licenses, etc. - The company develops its vehicles using a proprietary clean-sheet design and holds a patent on a parking pawl for electric vehicles[222](index=222&type=chunk) Product Development Costs (FY2020-2022) | Fiscal Year | Product Development Costs | | :--- | :--- | | **2022** | $1,381,101 | | **2021** | $939,949 | | **2020** | $973,146 | Application of Critical Accounting Policies - The consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the IASB[229](index=229&type=chunk) - Revenue from product sales is recognized when control of the goods is transferred to the customer, which depends on delivery conditions. Most contracts are treated as having a single performance obligation[257](index=257&type=chunk)[258](index=258&type=chunk) - For leases where GreenPower is the lessor, it assesses whether the lease transfers substantially all risks and rewards of ownership to classify it as either a finance lease or an operating lease[252](index=252&type=chunk)[253](index=253&type=chunk) - Critical accounting judgments include determining the functional currency of each entity, assessing the company's ability to continue as a going concern, classifying leases, and identifying performance obligations in revenue contracts[570](index=570&type=chunk)[573](index=573&type=chunk) F. Tabular disclosure of contractual obligations Contractual Obligations as of March 31, 2022 | Obligation | Less than 3 months | 3 to 12 months | One to five years | | :--- | :--- | :--- | :--- | | **Line of credit** | $5,766,379 | - | - | | **Accounts payable and accrued liabilities** | $1,734,225 | - | - | | **Lease liabilities** | $30,605 | $91,815 | - | | **Other liabilities** | $2,142 | $6,425 | $34,265 | | **Total** | **$7,533,351** | **$98,240** | **$34,265** | [Directors, Senior Management and Employees](index=50&type=section&id=ITEM%206.%20DIRECTORS,%20SENIOR%20MANAGEMENT%20AND%20EMPLOYEES) Details the company's leadership, compensation, board committees, employee numbers, and share ownership A. Directors and Senior Management - The company's key executives include Fraser Atkinson (CEO and Chairman), Brendan Riley (President and Director), and Michael Sieffert (CFO and Secretary)[294](index=294&type=chunk) B. Compensation Executive and Director Compensation for FY 2022 | Name and Position | Salary/Fee ($) | Bonus ($) | Other Comp. ($) | Total Comp. ($) | | :--- | :--- | :--- | :--- | :--- | | **Fraser Atkinson**, CEO & Chairman | 225,000 | 56,250 | 0 | 281,250 | | **Brendan Riley**, President & Director | 261,584 | 72,188 | 12,406 | 346,178 | | **Michael Sieffert**, CFO & Secretary | 199,828 | 25,009 | 4,239 | 229,076 | | **Mark Achtemichuk**, Director | 25,000 | 0 | 0 | 25,000 | | **Malcolm Clay**, Director | 35,000 | 0 | 0 | 35,000 | | **David Richardson**, Director | 25,000 | 0 | 0 | 25,000 | | **Cathy McLay**, Director | 30,000 | 0 | 0 | 30,000 | | **Yanyan Zhang**, VP Program Mgmt | 94,000 | 0 | 0 | 94,000 | - During FY 2022, key executives and directors were granted stock options with exercise prices of **CDN$16.45** and **CDN$19.62 per share**[315](index=315&type=chunk) C. Board Practices - The company has three board committees: Nominating, Compensation, and Audit[319](index=319&type=chunk) - The Audit Committee is comprised of three independent and financially literate members: Malcolm Clay (Chair), Cathy McLay, and David Richardson[323](index=323&type=chunk) D. Employees - As of March 31, 2022, the company had **69 full-time employees**, an increase from 55 in 2021 and 48 in 2020. The majority (**48**) are in Engineering, Research & Development[326](index=326&type=chunk)[328](index=328&type=chunk) E. Share Ownership Director and Management Share Ownership (as of July 29, 2022) | Name and Office Held | Common Shares Owned | % of Class | | :--- | :--- | :--- | | **Fraser Atkinson**, CEO & Chairman | 2,831,835 | 12.2% | | **David Richardson**, Director | 2,858,811 | 12.3% | | **Malcolm Clay**, Director | 599,843 | 2.6% | | **Brendan Riley**, President & Director | 81,716 | * | | **Mark Achtemichuk**, Director | 82,078 | * | | **Michael Sieffert**, CFO | 30,416 | * | | **Cathy McLay**, Director | 9,715 | * | | **Yanyan Zhang**, VP | 12,073 | * | [Major Shareholders and Related Party Transactions](index=62&type=section&id=ITEM%207.%20MAJOR%20SHAREHOLDERS%20AND%20RELATED%20PARTY%20TRANSACTIONS) Identifies major shareholders and details related party transactions, including compensation and director guarantees for the credit line A. Major Shareholders - As of July 29, 2022, the two major shareholders beneficially owning 5% or more of common shares are Fraser Atkinson (CEO & Chairman) with **12.2%** and David Richardson (Director) with **12.3%**[340](index=340&type=chunk) B. Related Party Transactions Summary of Related Party Transactions (FY2020-2022) | Transaction Type | FY 2022 | FY 2021 | FY 2020 | | :--- | :--- | :--- | :--- | | **Salaries and Benefits** | $575,255 | $473,841 | $455,067 | | **Consulting fees** | $396,456 | $251,007 | $263,750 | | **Options Vested (Non-cash)** | $3,242,528 | $1,698,487 | $240,996 | | **Total** | **$4,214,239** | **$2,429,084** | **$1,059,518** | - A director and the CEO have each provided personal guarantees of **$2,510,000** to support the company's **$8 million** operating line of credit. In consideration, they received warrants which were fully exercised during FY 2022[351](index=351&type=chunk) [Financial Information](index=65&type=section&id=ITEM%208.%20FINANCIAL%20INFORMATION) Includes IFRS-compliant financial statements for FY2020-2022, discloses non-material legal proceedings, and confirms no dividends - The company is involved in legal proceedings with its prior CEO and Director, including a civil claim filed by the company and a counterclaim for wrongful dismissal. Management does not expect the outcome to be material[356](index=356&type=chunk) - The company has never paid dividends and does not anticipate paying any cash dividends in the foreseeable future, intending to retain earnings for business operations and development[357](index=357&type=chunk) [The Offer and Listing](index=65&type=section&id=ITEM%209.%20THE%20OFFER%20AND%20LISTING) GreenPower's common shares trade on the TSX Venture Exchange and began trading on the Nasdaq Capital Market in August 2020 - GreenPower's common shares trade on the TSX Venture Exchange under the symbol "GPV" and on the Nasdaq Capital Market under the symbol "GP" since August 28, 2020[359](index=359&type=chunk) [Additional Information](index=66&type=section&id=ITEM%2010.%20ADDITIONAL%20INFORMATION) Covers corporate details, shareholder rights, material contracts, and Canadian/U.S. federal income tax considerations B. Memorandum and Articles of Association - The company is incorporated under the Business Corporations Act of British Columbia, Canada[367](index=367&type=chunk) - The authorized capital consists of an unlimited number of common shares and an unlimited number of preferred shares without par value[372](index=372&type=chunk) C. Material Contracts - On April 29, 2020, the company received a **$361,900** loan under the U.S. Paycheck Protection Program, which was subsequently forgiven in its entirety[387](index=387&type=chunk) - On February 28, 2022, the company entered into a Purchase and Supply agreement to supply **1,500 EV Star Cab and Chassis vehicles** to Workhorse[388](index=388&type=chunk) E. Taxation - Dividends paid to U.S. Holders are generally subject to a **15% Canadian withholding tax** under the Canada-U.S. Tax Treaty[406](index=406&type=chunk) - The company's status as a Passive Foreign Investment Company (PFIC) is unknown and determined annually. If classified as a PFIC, it could result in adverse U.S. federal income tax consequences for U.S. Holders, including gains being taxed at ordinary income rates plus an interest charge[426](index=426&type=chunk)[428](index=428&type=chunk)[429](index=429&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=80&type=section&id=ITEM%2011.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) Outlines key risks: internal control weakness, reliance on management/suppliers, competition, government subsidies, and foreign exchange - A material weakness in internal control over financial reporting was identified related to errors in accounting for finance leases. This led to a restatement of revenue and cost of sales for FY 2021 and 2020, though it had no impact on net income or cash flow[453](index=453&type=chunk) - The company faces significant competition from both dedicated EV manufacturers and traditional manufacturers entering the EV market, several of whom are better capitalized[463](index=463&type=chunk) - The business is highly dependent on government grants and subsidies (e.g., California's HVIP) to make its products price-competitive. The reduction or cancellation of these programs could have a material adverse effect on business[467](index=467&type=chunk) - The company is exposed to foreign exchange risk as it operates in both the U.S. and Canada. A **10% change** in the CAD/USD exchange rate would result in a change of approximately **$40,200** to other comprehensive income/loss based on the net exposure at March 31, 2022[479](index=479&type=chunk)[480](index=480&type=chunk) PART II [Use of Proceeds](index=85&type=section&id=ITEM%2014.%20MATERIAL%20MODIFICATIONS%20TO%20THE%20RIGHTS%20OF%20SECURITY%20HOLDERS%20AND%20USE%20OF%20PROCEEDS) Net proceeds from the September 2020 Nasdaq IPO were allocated for vehicle production, product development, geographic expansion, and working capital - In September 2020, the company raised gross proceeds of **$37.7 million** from its Nasdaq IPO and a concurrent private placement. The net proceeds were used for vehicle production, product development, geographic expansion, and working capital[486](index=486&type=chunk) [Controls and Procedures](index=85&type=section&id=ITEM%2015.%20CONTROLS%20AND%20PROCEDURES) Management identified a material weakness in internal control over financial reporting for finance lease accounting, leading to a restatement - Management identified a material weakness in internal control over financial reporting related to errors in accounting for finance leases. This led to a restatement of revenue and cost of sales for FY 2021 and 2020[489](index=489&type=chunk) - The material weakness was attributed to limited technical accounting resources. Management has since hired additional finance personnel and is implementing improvements to remedy the deficiency[491](index=491&type=chunk) [Principal Accountant Fees and Services](index=87&type=section&id=ITEM%2016C.%20PRINCIPAL%20ACCOUNTANT%20FEES%20AND%20SERVICES) Crowe MacKay's total fees increased to $195,565 in FY2022, primarily due to higher 'Other fees' for SEC filings Principal Accountant Fees (FY 2021-2022) | Fee Type | FY 2022 | FY 2021 | | :--- | :--- | :--- | | **Audit fees** | $125,000 | $125,000 | | **Other fees** | $64,565 | $17,267 | | **Tax fees** | $6,000 | $3,000 | | **Total** | **$195,565** | **$145,627** | PART III [Financial Statements](index=88&type=section&id=ITEM%2018.%20FINANCIAL%20STATEMENTS) Presents audited consolidated financial statements (FY2020-2022) under IFRS, with auditor's report noting going concern uncertainty and restatement Report of Independent Registered Public Accounting Firm - The independent auditor, Crowe MacKay LLP, issued an opinion that the financial statements are fairly presented in accordance with IFRS[511](index=511&type=chunk) - The auditor's report includes an "Emphasis of Matter" paragraph drawing attention to the material uncertainty described in Note 1 regarding the company's ability to continue as a going concern[512](index=512&type=chunk) - The report notes that the financial results for 2021 and 2020 have been restated to correct an accounting error, as detailed in Note 26[513](index=513&type=chunk) Consolidated Financial Statements Consolidated Statement of Financial Position (Abridged) | As of March 31, | 2022 | 2021 | | :--- | :--- | :--- | | **Total Current Assets** | $43,095,077 | $32,940,938 | | **Total Assets** | $49,606,932 | $39,619,355 | | **Total Current Liabilities** | $11,513,607 | $2,132,563 | | **Total Liabilities** | $15,221,739 | $3,466,907 | | **Total Equity** | $34,385,193 | $36,152,448 | Consolidated Statement of Operations (Abridged) | For the Year Ended March 31, | 2022 | 2021 (restated) | 2020 (restated) | | :--- | :--- | :--- | :--- | | **Revenue** | $17,236,773 | $13,286,184 | $14,397,158 | | **Gross Profit** | $3,876,705 | $3,580,140 | $4,052,825 | | **Loss for the year** | $(15,009,920) | $(7,836,754) | $(5,145,966) | | **Total comprehensive loss** | $(15,049,333) | $(7,815,585) | $(5,166,790) | Notes to the Consolidated Financial Statements - **Going Concern (Note 1):** The company's ability to continue as a going concern is dependent on raising capital and generating cash flows. As of March 31, 2022, it had an accumulated deficit of **$46.4 million**. This situation represents a material uncertainty that may cast significant doubt on its ability to continue operations[527](index=527&type=chunk) - **Inventory (Note 6):** Inventory increased significantly to **$32.3 million** at March 31, 2022, from $12.5 million in the prior year, reflecting a build-up of work-in-process and finished goods[595](index=595&type=chunk) - **Restatement (Note 26):** The company restated its revenue and cost of sales for FY 2021 and 2020 to correct errors in the accounting for finance leases and cancelled leases. The restatement increased previously stated revenue by **$1.4 million** for FY 2021 and **$0.9 million** for FY 2020, with an equal increase to cost of sales, resulting in no change to gross profit, net income, or cash flows[683](index=683&type=chunk)[684](index=684&type=chunk)[685](index=685&type=chunk) - **Subsequent Events (Note 27):** After the fiscal year-end, the company entered into a lease-purchase agreement for an **80,000 sq. ft. manufacturing facility** in West Virginia and received loans totaling **CAD$2,325,000** from a company beneficially owned by the CEO and Chairman[691](index=691&type=chunk)[692](index=692&type=chunk)

Financial Data and Key Metrics Changes - Recorded revenues of $17.2 million for the year ended March 31, 2022, represented an increase of over 30% compared to restated revenue of $13.3 million for the previous fiscal year [5] - Cash, including restricted cash at year-end, was $6.9 million, with inventory increasing to $32.3 million from $12.5 million at the previous year-end [6] Business Line Data and Key Metrics Changes - Revenue for the year was generated from 93 vehicle sales, including 18 BEAST school buses, 11 EV Stars, 4 EV Star Plus, and 21 EV Star CCs, among others [5] - The gross profit margin for the fourth quarter was negatively impacted by several one-time costs, pushing it below the historical run-rate of 30% [6] Market Data and Key Metrics Changes - The school bus sector has become increasingly attractive due to new infrastructure laws enabling schools to purchase zero-emission buses at no cost [10] - GreenPower has expanded its dealer base across the national market, with plans for further announcements [11] Company Strategy and Development Direction - The company is focusing on dedicated sales strategies for specific sectors, such as the truck sector and school buses, to enhance outreach and effectiveness [18] - GreenPower is entering the New Jersey VIP program, similar to California's HVIP program, which is expected to provide significant opportunities [12] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in achieving positive cash flow in the coming quarters, driven by increased vehicle deliveries and inventory turnover [30][40] - The company anticipates significant growth in vehicle deliveries, with expectations of exceeding 1,000 vehicles annually within the next year [30] Other Important Information - The company announced the acquisition of Lion Truck Body, which will enhance its ability to support the truck business and reduce lead times for vehicle bodies [31][32] - The acquisition allows for the development of truck bodies specifically tailored for electric vehicles, improving efficiency and production times [35][62] Q&A Session Summary Question: Is the increase in deferred revenue related to the Workhorse contract? - Yes, the deferred revenue increase of about $6.5 million is almost entirely due to the Workhorse deposit, which will deplete over the contract term [49][50] Question: What is the variability in the timing of deliveries for the Workhorse contract? - There is a mechanism for monthly variance in deliveries, but the total will reach 1,500 vehicles by March 2024 [52] Question: What is the demand from the New Jersey voucher program? - The majority of approved or pending vouchers relate to the 22-foot cargo vehicles, with ongoing sales opportunities [53][54] Question: Are there plans for further acquisitions to integrate the supply chain? - Yes, there are opportunities for further acquisitions to enhance integration, but the focus remains on cost-effective solutions [59] Question: How will inventory and working capital be managed seasonally? - The company expects to see quicker inventory turns as production cycles are reduced, impacting inventory levels positively [66][67]

TRANSPORTATION TRANSPORTATION EVOLVEDTM OLVED NASDAQ: GP // TSX-V: GPV June 2022 DISCLAIMER & FORWARD LOOKING STATEMENTS Forward-looking statements included in this presentation include, but are not limited to, statements with respect to: GreenPower is a leading designer, manufacturer and distributor of battery-electric zero-emission vehicles; that GreenPower is currently leveraging strong demand for its EV Star platform; that GreenPower's vehicles can be charged almost anywhere using standard charging equi ...

TRANSPORTATION TRANSPORTATION EVOLVEDTM OLVED March 2022 DISCLAIMER & FORWARD LOOKING STATEMENTS Forward-looking statements included in this presentation include, but are not limited to, statements with respect to: GreenPower is a leading designer, manufacturer and distributor of battery-electric zero-emission vehicles; that GreenPower is currently leveraging strong demand for its EV Star platform; that GreenPower's vehicles can be charged almost anywhere using standard charging equipment; that GreenPower's ...