[PART I – FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20%E2%80%93%20FINANCIAL%20INFORMATION) This section presents the company's unaudited consolidated financial statements, including balance sheets, income statements, cash flows, and detailed accounting notes [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements for Laser Photonics Corporation, including balance sheets, statements of profit and loss, cash flows, and shareholders' equity, along with detailed notes on business operations, significant accounting policies, related party transactions, commitments, and subsequent events for the periods ended June 30, 2025, and December 31, 2024 [Consolidated Condensed Balance Sheets](index=4&type=section&id=Consolidated%20Condensed%20Balance%20Sheets) This section provides a snapshot of the company's financial position, detailing assets, liabilities, and equity as of specific dates Consolidated Condensed Balance Sheet Highlights (Unaudited) | Metric | As of June 30, 2025 | As of December 31, 2024 | | :-------------------------------- | :------------------ | :-------------------- | | **Assets** | | | | Total Current Assets | $3,345,902 | $4,664,460 | | Total Assets | $14,940,851 | $17,152,147 | | **Liabilities & Stockholders' Equity** | | | | Total Current Liabilities | $6,341,823 | $2,573,435 | | Total Liabilities | $10,603,884 | $6,939,854 | | Total Stockholders' Equity | $4,336,967 | $10,212,293 | | Total Liabilities & Stockholders' Equity | $14,940,851 | $17,152,147 | - Total assets decreased by approximately **$2.21 million** (12.89%) from $17,152,147 as of December 31, 2024, to $14,940,851 as of June 30, 2025[10](index=10&type=chunk) - Total current liabilities significantly increased by approximately **$3.77 million** (146.49%) from $2,573,435 as of December 31, 2024, to $6,341,823 as of June 30, 2025[10](index=10&type=chunk) - Total stockholders' equity decreased by approximately **$5.88 million** (57.56%) from $10,212,293 as of December 31, 2024, to $4,336,967 as of June 30, 2025[10](index=10&type=chunk) [Consolidated Statements of Profit and Loss](index=5&type=section&id=Consolidated%20Statements%20of%20Profit%20and%20Loss) This section details the company's financial performance over specific periods, including net sales, gross profit, operating income, and net income Consolidated Statements of Profit and Loss Highlights (Unaudited) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net Sales | $2,598,975 | $623,435 | $4,889,257 | $1,366,426 | | Gross Profit | $1,390,104 | $315,354 | $2,529,870 | $701,222 | | Operating Income (Loss) | $(962,688) | $(931,533) | $(2,535,213) | $(1,480,002) | | Net Income (Loss) | $(1,773,902) | $(934,256) | $(3,454,625) | $(1,479,965) | | Basic and Diluted EPS | $(0.12) | $(0.09) | $(0.24) | $(0.15) | - Net sales for the three months ended June 30, 2025, increased by **317% to $2,598,975** compared to $623,435 in the same period of 2024[12](index=12&type=chunk)[100](index=100&type=chunk)[108](index=108&type=chunk) - Gross profit for the three months ended June 30, 2025, increased to **$1,390,104 (53.5% gross margin)** from $315,354 (50.6% gross margin) in the prior year period[12](index=12&type=chunk)[100](index=100&type=chunk) - Net loss for the three months ended June 30, 2025, widened to **$(1,773,902)** from $(934,256) in the same period of 2024[12](index=12&type=chunk)[109](index=109&type=chunk) - Net loss for the six months ended June 30, 2025, widened to **$(3,454,625)** from $(1,479,965) in the same period of 2024[12](index=12&type=chunk)[110](index=110&type=chunk) [Consolidated Statements of Cash Flows](index=6&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) This section outlines the cash inflows and outflows from operating, investing, and financing activities over specific periods Consolidated Statements of Cash Flows Highlights (Unaudited) | Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------------- | :----------------------------- | :----------------------------- | | Net Cash Used in Operating Activities | $(2,192,704) | $(3,253,756) | | Net Cash Used in Investing Activities | $(22,560) | $(199,748) | | Net Cash Provided by Financing Activities | $1,759,915 | $0 | | Net Cash Flow for Period | $(455,349) | $(3,453,504) | | Cash and Cash Equivalents - End of Period | $78,522 | $2,747,633 | - Net cash used in operating activities decreased to **$(2,192,704)** for the six months ended June 30, 2025, from $(3,253,756) in the prior year period[15](index=15&type=chunk)[104](index=104&type=chunk) - Net cash provided by financing activities was **$1,759,915** for the six months ended June 30, 2025, compared to $0 in the prior year, primarily due to borrowings on debt and short-term loans from affiliates[15](index=15&type=chunk)[104](index=104&type=chunk) - Cash and cash equivalents at the end of the period significantly decreased to **$78,522** as of June 30, 2025, from $2,747,633 as of June 30, 2024[15](index=15&type=chunk)[104](index=104&type=chunk) [Statements of Shareholders' Equity (Deficit)](index=7&type=section&id=Statements%20of%20Shareholders'%20Equity%20(Deficit)) This section details changes in the company's equity, including common stock, additional paid-in capital, and accumulated deficit Shareholders' Equity (Deficit) Highlights (Unaudited) | Metric | As of June 30, 2025 | As of December 31, 2024 | | :-------------------------------- | :------------------ | :-------------------- | | Common Stock (Amount) | $14,276 | $14,257 | | Additional Paid-in Capital | $15,565,439 | $17,886,159 | | Accumulated Gain (Deficit) | $(11,208,938) | $(7,754,313) | | Total Stockholders' Equity (Deficit) | $4,336,967 | $10,212,293 | - Total stockholders' equity decreased from **$10,212,293** as of December 31, 2024, to **$4,336,967** as of June 30, 2025, primarily due to net losses and distributions to affiliates[17](index=17&type=chunk) - Net loss for the six months ended June 30, 2025, was **$(3,454,625)**, contributing to the accumulated deficit[12](index=12&type=chunk)[17](index=17&type=chunk) - Distributions to affiliates totaled **$(1,683,865)** for the six months ended March 31, 2025, and **$(736,836)** for the three months ended June 30, 2025[17](index=17&type=chunk)[67](index=67&type=chunk) [NOTE 1 – BUSINESS](index=9&type=section&id=NOTE%201%20%E2%80%93%20BUSINESS) This note describes the company's core business, vertical integration strategy, and the assessment of its going concern status - Laser Photonics Corporation is a vertically integrated manufacturing company specializing in photonics-based industrial products and solutions, expanding into the pharmaceutical manufacturing vertical through the acquisition of Control Micro Systems, Inc. assets[19](index=19&type=chunk) - The company's vertically integrated operations aim to reduce development time, offer better prices, control quality, and protect proprietary technology[20](index=20&type=chunk) - The company has sustained operating losses and its continuation as a going concern is dependent on generating additional cash flow or obtaining further financing, indicating substantial doubt about its ability to continue as a going concern[22](index=22&type=chunk) [NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & USE OF ESTIMATES](index=9&type=section&id=NOTE%202%20%E2%80%93%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES%20%26%20USE%20OF%20ESTIMATES) This note outlines the key accounting principles and estimates used in preparing the financial statements, covering various financial statement line items - The unaudited condensed financial statements are prepared in accordance with U.S. GAAP and SEC rules for interim financial information, and should be read in conjunction with the 2024 Form 10-K[23](index=23&type=chunk) - The company operates as a single segment, located in Orlando, FL, developing industrial laser cleaning, cutting, welding, marking, and wire stripping products[26](index=26&type=chunk) - Management makes estimates and assumptions affecting reported amounts, including depreciation, fair value of stock, stock-based compensation, debt discount, and deferred tax assets valuation allowance[28](index=28&type=chunk) [Cash and Cash Equivalents](index=10&type=section&id=Cash%20and%20Cash%20Equivalents) This section details the company's cash and cash equivalents balance at specific reporting dates Cash and Cash Equivalents | Date | Amount | | :--- | :------- | | June 30, 2025 | $78,522 | | December 31, 2024 | $533,871 | - Cash and cash equivalents decreased by **85.3%** from $533,871 at December 31, 2024, to $78,522 at June 30, 2025[30](index=30&type=chunk) [Accounts Receivable](index=11&type=section&id=Accounts%20Receivable) This section presents the net accounts receivable balance and identifies significant customer concentrations Accounts Receivable, Net | Date | Amount | | :--- | :------- | | June 30, 2025 | $877,522 | | December 31, 2024 | $973,605 | - Accounts receivable, net, decreased by **9.9%** from $973,605 at December 31, 2024, to $877,522 at June 30, 2025[10](index=10&type=chunk)[31](index=31&type=chunk) - As of June 30, 2025, Hydro Flask c/o Helen of Troy (**15.9%**) and RS Integrated Supply Puerto Rico LLC (**22.9%**) accounted for over 10% of total A/R[32](index=32&type=chunk) [Advertising Expenses](index=11&type=section&id=Advertising%20Expenses) This section outlines the company's accounting policy for marketing and advertising expenditures - Marketing, advertising, and promotion expenditures are expensed in the annual period incurred[33](index=33&type=chunk) [Research & Development Expenses](index=11&type=section&id=Research%20%26%20Development%20Expenses) This section describes the company's accounting policy for research and development expenditures - Research & Development expenditures are expensed in the annual period incurred[34](index=34&type=chunk) [Stock Based Compensation](index=11&type=section&id=Stock%20Based%20Compensation) This section explains the accounting treatment for stock-based payments to employees and non-employees - The company accounts for stock-based payments in accordance with ASC 718, recognizing fair values net of estimated forfeitures over the requisite service period[35](index=35&type=chunk) - Stock-based compensation awards issued to non-employees are accounted for at the fair value of services rendered or instruments issued[36](index=36&type=chunk) [Lease Accounting](index=11&type=section&id=Lease%20Accounting) This section details the company's accounting policy for operating lease agreements for its facilities - The company leases office space and production facilities under operating lease agreements, recognizing lease expense on a straight-line basis[37](index=37&type=chunk) [Revenue Recognition](index=11&type=section&id=Revenue%20Recognition) This section outlines the company's policy for recognizing revenue from product sales and custom projects - Revenue is recognized under Topic 606 when the customer obtains control of promised goods or services, reflecting the expected consideration[38](index=38&type=chunk) - For products, revenue is generally recognized upon shipment or customer pickup, transferring title and risk of loss to the customer[39](index=39&type=chunk)[111](index=111&type=chunk) - For custom projects from CMS with obligations of six months or more, revenue is recognized on a percentage of completion basis[40](index=40&type=chunk) Contract Assets and Liabilities | Date | Contract Assets | Contract Liabilities | | :--- | :-------------- | :------------------- | | June 30, 2025 | $657,103 | $1,577,417 | | December 31, 2024 | $759,658 | $1,042,090 | [Current Liabilities](index=13&type=section&id=Current%20Liabilities) This section details the composition and changes in the company's key current liabilities, including accounts payable and short-term loans Key Current Liabilities | Metric | As of June 30, 2025 | As of December 31, 2024 | | :-------------------- | :------------------ | :-------------------- | | Accounts Payable | $1,484,062 | $531,268 | | Deferred Revenue | $319,872 | $55,383 | | Short term loan | $1,210,923 | $0 | | Short term loan - affiliates/ RP | $620,000 | $0 | - Accounts payable increased by **179.3%** from $531,268 at December 31, 2024, to $1,484,062 at June 30, 2025[10](index=10&type=chunk)[46](index=46&type=chunk) - Deferred revenue increased by **477.6%** from $55,383 at December 31, 2024, to $319,872 at June 30, 2025[10](index=10&type=chunk)[47](index=47&type=chunk) - The company secured multiple short-term loans in 2025, including **$620,000** from ICT Investments (an affiliate) and **$1,050,000** and **$1,500,000** from Agile Capital Funding, LLC, with a balance of **$1,169,327** as of June 30, 2025[10](index=10&type=chunk)[48](index=48&type=chunk)[49](index=49&type=chunk)[50](index=50&type=chunk)[51](index=51&type=chunk) [Inventories](index=14&type=section&id=Inventories) This section describes the company's inventory valuation method and the composition of its inventory balances - Inventories are stated at the lower of cost or net realizable value using the FIFO method, categorized into equipment parts, work in process, and finished goods[53](index=53&type=chunk)[54](index=54&type=chunk)[55](index=55&type=chunk) Inventory Composition | Inventory Category | As of June 30, 2025 | As of December 31, 2024 | | :----------------------- | :------------------ | :-------------------- | | Equipment Parts Inventory | $1,614,061 | $1,820,347 | | Finished Goods Inventory | $550,324 | $999,100 | | Work in process Inventory | $88,890 | $295,950 | | Inventory Reserve | $(776,638) | $(776,638) | | **Total Inventory** | **$1,476,637** | **$2,338,759** | - Total inventory decreased by **36.9%** from $2,338,759 at December 31, 2024, to $1,476,637 at June 30, 2025[10](index=10&type=chunk)[56](index=56&type=chunk) [Fixed Assets - Plant Machinery and Equipment](index=15&type=section&id=Fixed%20Assets%20-%20Plant%20Machinery%20and%20Equipment) This section outlines the accounting policies for property and equipment, including capitalization and depreciation methods - Property and equipment are recorded at cost, with major additions capitalized and minor replacements expensed[57](index=57&type=chunk) - Depreciation is provided over estimated useful lives using the straight-line method for financial statements[58](index=58&type=chunk) Total Fixed Assets, Net | Date | Amount | | :--- | :------- | | June 30, 2025 | $1,652,952 | | December 31, 2024 | $1,872,034 | - Total fixed assets, net, decreased by **11.7%** from $1,872,034 at December 31, 2024, to $1,652,952 at June 30, 2025[10](index=10&type=chunk)[59](index=59&type=chunk) [Intangible Assets](index=16&type=section&id=Intangible%20Assets) This section describes the types of intangible assets, their amortization methods, and sources of acquisition - Intangible assets include capitalized equipment design documentation, software costs, patents, trademarks, and licenses, amortized using the straight-line method over 10-15 years[60](index=60&type=chunk) - Intangible assets were received from related parties (ICT Investments, FONON Technologies Inc.) and booked at historical cost, with additional assets obtained from the CMS acquisition[62](index=62&type=chunk) Total Intangible Assets, Net | Date | Amount | | :--- | :------- | | June 30, 2025 | $5,138,861 | | December 31, 2024 | $5,458,522 | - Total intangible assets, net, decreased by **5.8%** from $5,458,522 at December 31, 2024, to $5,138,861 at June 30, 2025[10](index=10&type=chunk)[63](index=63&type=chunk) [Long-Lived Assets](index=17&type=section&id=Long-Lived%20Assets) This section outlines the company's policy for reviewing long-lived assets for impairment - Long-lived assets are reviewed for impairment when circumstances indicate carrying value may not be recoverable, measured by comparing carrying value to undiscounted estimated future cash flows[64](index=64&type=chunk) [Net Earnings/Loss per Share](index=18&type=section&id=Net%20Earnings%2FLoss%20per%20Share) This section explains the calculation methods for basic and diluted earnings per share - Basic EPS is calculated by dividing earnings/loss attributable to stockholders by the weighted-average number of shares outstanding[66](index=66&type=chunk) - Diluted EPS reflects potential dilution from securities convertible into common stock, unless anti-dilutive[66](index=66&type=chunk) [NOTE 3 – STOCKHOLDERS' EQUITY/DEFICIT](index=18&type=section&id=NOTE%203%20%E2%80%93%20STOCKHOLDERS'%20EQUITY%2FDEFICIT) This note provides details on the company's common stock, share issuances, and distributions affecting stockholders' equity - As of June 30, 2025, the company had **14,301,087 shares** of common stock issued and **14,276,150 shares** outstanding[5](index=5&type=chunk)[10](index=10&type=chunk)[70](index=70&type=chunk) - In January 2025, **18,692 shares** of common stock were issued as part of the payment for the acquisition of Control Micro System (CMS Laser) assets[68](index=68&type=chunk) - Distributions to affiliate company Fonon Corporation totaled **$736,836** in the second quarter of 2025, covering shared sales, marketing, payroll, and other costs[67](index=67&type=chunk) Warrants Outstanding | Date | Exercise Price | Number of Warrants | Total Value | | :--- | :------------- | :----------------- | :---------- | | June 30, 2025 | $4.34 | 1,050,000 | $4,557,000 | | December 31, 2024 | $4.34 | 1,050,000 | $4,557,000 | [NOTE 4 – RELATED PARTY TRANSACTIONS](index=19&type=section&id=NOTE%204%20%E2%80%93%20RELATED%20PARTY%20TRANSACTIONS) This note discloses transactions with related parties, including services provided and loans received from affiliates - ICT Investments, which controls **58.55%** of the company's outstanding shares, provides accounting and management services, with payables of **$35,760** for accounting and **$83,073** for other services as of June 30, 2025[71](index=71&type=chunk)[72](index=72&type=chunk) - ICT Investments provided unsecured loans totaling **$620,000** to Laser Photonics in April and June 2025 to cover expenses, including payroll[48](index=48&type=chunk)[73](index=73&type=chunk) - On June 27, 2025, FONON Technologies Inc. provided a temporary **$30,000** unsecured, non-interest bearing advance for short-term liquidity, which was repaid in the subsequent month[74](index=74&type=chunk) [NOTE 5 – COMMITMENTS AND CONTINGENCIES](index=19&type=section&id=NOTE%205%20%E2%80%93%20COMMITMENTS%20AND%20CONTINGENCIES) This note details the company's lease agreements, lease termination fees, and related balance sheet liabilities - The company has multiple lease agreements for office and production facilities, including an extended lease for **26,000 SF** until December 2025 with a combined monthly expense of **$25,832**[76](index=76&type=chunk) - A lease termination agreement for **8,000 SF** of additional office space was signed in February 2025, with a termination fee of **$14,912** for March-July 2025, of which March-May fees have been paid[77](index=77&type=chunk) - As of June 30, 2025, the balance sheet shows a Right-of-use asset for operating leases of **$4,486,758**, a current operating lease liability of **$440,468**, and a long-term lease liability of **$4,262,061**[10](index=10&type=chunk)[79](index=79&type=chunk) Operating Lease Payments Schedule | Year | Operating Lease Payments | | :--- | :----------------------- | | 2025 | $561,737 | | 2026 | $641,052 | | 2027 | $660,284 | | 2028 | $680,092 | | 2029 | $700,495 | | 2030 | $721,510 | | 2031 | $743,155 | | 2032 | $765,450 | | 2033 | $788,413 | | 2034 | $812,065 | | 2035 | $418,214 | | **Total Lease Payments** | **$7,492,467** | | Less: Imputed interest | $(2,789,938) | | **Present Value of Lease Liability** | **$4,702,529** | [NOTE 6 – SUBSEQUENT EVENTS](index=20&type=section&id=NOTE%206%20%E2%80%93%20SUBSEQUENT%20EVENTS) This note reports on significant events occurring after the reporting period, including an asset acquisition from an affiliate - On August 5, 2025, Laser Photonics Corporation entered into an Asset Purchase Agreement with Fonon Quantum Technologies, Inc. (an affiliate of ICT Investments) to acquire the assets of Beamer Laser Marking Systems[83](index=83&type=chunk) - The acquisition of Beamer Laser Marking Systems, which manufactures IR fiber-laser marking systems, involved issuing **3,000,000 restricted shares** of common stock as payment for its assets, including intellectual property and contracts, with no liabilities[83](index=83&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and operational results, highlighting key factors and trends affecting performance, including supply chain constraints, sales fluctuations, gross margin drivers, and increased operating expenses, particularly in sales and marketing [Overview](index=21&type=section&id=Overview) This section provides a high-level description of the company's business and strategic focus on laser cleaning technologies - Laser Photonics Corporation is a vertically integrated manufacturer of photonics-based industrial products, focusing on disruptive laser cleaning technologies for industries like pharmaceuticals[89](index=89&type=chunk) - The company aims to stay ahead technologically by investing in R&D to develop cutting-edge products, such as the CleanTech™ product line, for both large and small businesses[91](index=91&type=chunk)[99](index=99&type=chunk) [Factors and Trends That Affect Our Operations and Financial Results](index=21&type=section&id=Factors%20and%20Trends%20That%20Affect%20Our%20Operations%20and%20Financial%20Results) This section discusses external and internal factors influencing the company's financial performance, including supply chain, sales cycles, gross margin, and operating expenses - The company faces increased lead times for parts, especially electronic components, and ongoing supply chain and logistics constraints, including capacity, materials, and higher freight rates, which could impact product supply and customer demand[93](index=93&type=chunk) - Net sales historically fluctuate due to order timing, product shipment/acceptance, and qualification for new applications, with sales cycles ranging from weeks to over a year[94](index=94&type=chunk) - Gross margin is influenced by net sales, production volumes, competitive factors, and product mix, with higher power products generally yielding better margins[96](index=96&type=chunk)[97](index=97&type=chunk) - Selling and Marketing expenses increased in Q1 2025 to support growth and market reach, with future investments influenced by cyclical trends in capital equipment manufacturing[98](index=98&type=chunk)[102](index=102&type=chunk) - The company plans continued investment in R&D to improve existing laser blasting technology and develop new products, aiming to maintain industry leadership and address new markets[99](index=99&type=chunk) [Results of Operations](index=22&type=section&id=Results%20of%20Operations) This section analyzes the company's operational performance, focusing on revenue, gross profit, and operating expenses for the reported periods Key Financial Results (Three Months Ended June 30) | Metric | 2025 | 2024 | Change (%) | | :-------------------- | :--------- | :--------- | :--------- | | Revenue | $2,598,975 | $623,435 | 317% | | Gross Profit | $1,390,104 | $315,354 | 340.8% | | Gross Margin | 53.5% | 50.6% | +2.9 pp | | Total Operating Expenses | $2,352,792 | $1,246,887 | 88.7% | | SG&A Expenses | $697,265 | $435,776 | 60% | - The significant increase in SG&A expenses is attributed to the ramp-up of costs for strategic market reach and sales force expansion, higher personnel costs, professional service fees, and SEC compliance costs[102](index=102&type=chunk) [Liquidity and Capital Resources](index=23&type=section&id=Liquidity%20and%20Capital%20Resources) This section assesses the company's ability to meet its short-term and long-term obligations, including cash flow and working capital Cash Flow Summary (Six Months Ended June 30) | Activity | 2025 | 2024 | | :-------------------------------- | :----------- | :----------- | | Net cash provided by Operating Activities | $(2,192,704) | $(3,253,756) | | Net cash provided by Investing Activities | $(22,560) | $(199,748) | | Net cash provided by Financing Activities | $1,759,915 | $0 | | Net cash increase for period | $(455,349) | $(3,453,504) | | Cash at end of period | $78,522 | $2,747,633 | - As of June 30, 2025, the company had a working capital deficit of **$2,995,921**, a significant decrease from a total working capital of $5,084,680 on June 30, 2024[104](index=104&type=chunk)[105](index=105&type=chunk) - The company's management anticipates increased time spent on compliance with public reporting requirements, including Section 404 of the Sarbanes-Oxley Act, which may impact business plan implementation and growth[106](index=106&type=chunk) [Revenues](index=23&type=section&id=Revenues) This section provides a detailed breakdown of the company's revenue performance and recognition policies Revenue (Three and Six Months Ended June 30) | Period | 2025 | 2024 | Change (%) | | :-------------------- | :--------- | :--------- | :--------- | | Three Months | $2,598,975 | $623,435 | 317% | | Six Months | $4,889,257 | $1,366,426 | 257.8% | - Revenue recognition occurs upon shipment, transferring title and risk of loss to the customer, with no extended payment terms or rights of return under standard contracts[111](index=111&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=23&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section discusses the company's exposure to market risks, primarily through non-GAAP financial measures like EBITDA and Adjusted EBITDA, and confirms the absence of off-balance sheet arrangements and material exposure to interest rate or foreign currency fluctuations [Summary Financial Information – Non-GAAP EBITDA](index=23&type=section&id=Summary%20Financial%20Information%20%E2%80%93%20Non-GAAP%20EBITDA) This section presents non-GAAP financial measures, EBITDA and Adjusted EBITDA, used by management to evaluate operational performance - Management uses non-GAAP financial measures (EBITDA and Adjusted EBITDA) to understand and compare operating results, identify underlying business trends, and evaluate financial performance[113](index=113&type=chunk)[114](index=114&type=chunk) - EBITDA is defined as Net Income (Loss) adjusted for interest expense, taxes, and depreciation & amortization[119](index=119&type=chunk) EBITDA and Adjusted EBITDA (Unaudited) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net Income (Loss) | $(1,773,902) | $(934,256) | $(3,454,625) | $(1,479,965) | | EBITDA | $(621,331) | $(675,733) | $(1,939,126) | $(1,036,126) | | Adjusted EBITDA | $(621,331) | $(675,733) | $(1,939,126) | $(1,036,126) | - EBITDA for the three months ended June 30, 2025, was **$(621,331)**, an improvement from $(675,733) in the prior year period[112](index=112&type=chunk)[117](index=117&type=chunk) - EBITDA for the six months ended June 30, 2025, was **$(1,939,126)**, a decline from $(1,036,126) in the prior year period[112](index=112&type=chunk)[117](index=117&type=chunk) [Off-Balance Sheet Arrangements](index=25&type=section&id=Off-Balance%20Sheet%20Arrangements) This section confirms the absence of any off-balance sheet arrangements as of the reporting date - As of June 30, 2025, the company did not have any off-balance sheet arrangements[118](index=118&type=chunk) [Market Risk Exposure](index=26&type=section&id=Market%20Risk%20Exposure) This section assesses the company's exposure to interest rate and foreign currency risks - The company has not utilized derivative financial instruments and believes its exposure to interest rate risk and foreign currency exchange rate changes is not material, as it has no borrowings and operates solely within the United States[121](index=121&type=chunk) [Item 4. Controls and Procedures](index=26&type=section&id=Item%204.%20Controls%20and%20Procedures) This section addresses the effectiveness of the company's disclosure controls and procedures and reports on changes in internal controls over financial reporting [Disclosures Control and Procedures](index=26&type=section&id=Disclosures%20Control%20and%20Procedures) This section reports on the effectiveness of the company's disclosure controls and procedures - As of June 30, 2025, the company's CEO and CFO concluded that disclosure controls and procedures were not effective, with management implementing controls during 2025 to achieve effectiveness[122](index=122&type=chunk) [Changes in Internal Controls over Financial Reporting](index=26&type=section&id=Changes%20in%20Internal%20Controls%20over%20Financial%20Reporting) This section reports on any material changes in the company's internal control over financial reporting - There were no material changes in the company's internal control over financial reporting during the last fiscal quarter[123](index=123&type=chunk) [PART II – OTHER INFORMATION](index=27&type=section&id=PART%20II%20%E2%80%93%20OTHER%20INFORMATION) This section includes legal proceedings, risk factors, equity sales, defaults, and other required disclosures [Item 1. Legal Proceedings](index=27&type=section&id=Item%201.%20Legal%20Proceedings) This section states that the company is not involved in any legal proceedings that would materially adversely affect its business, financial condition, or results of operations - The company is not involved in any legal proceedings, including routine litigation, that are expected to have a material adverse effect on its business, financial condition, or results of operations[126](index=126&type=chunk) [Item 1A. Risk Factors](index=27&type=section&id=Item%201A.%20Risk%20Factors) This item is not applicable to the company as it qualifies as a smaller reporting company - Item 1A. Risk Factors is not applicable to Laser Photonics Corporation as it is a smaller reporting company[127](index=127&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=27&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports that there were no unregistered sales of equity securities during the reported period - There were no sales of unregistered securities during the reported period[128](index=128&type=chunk) [Item 3. Defaults Upon Senior Securities](index=27&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section confirms that there were no defaults upon senior securities - There were no defaults upon senior securities[129](index=129&type=chunk) [Item 4. Mine Safety Disclosures](index=27&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Item 4. Mine Safety Disclosures is not applicable to the company[130](index=130&type=chunk) [Item 5. Other Information](index=27&type=section&id=Item%205.%20Other%20Information) This section states that there is no other information to report under this item - There is no other information to report under this item[131](index=131&type=chunk) [Item 6. Exhibits](index=27&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Quarterly Report on Form 10-Q, including certifications and Inline XBRL data files - Exhibits include Rule 13(a)-14(a)/15(d)-14(a) Certifications of principal executive and financial officers, Section 1350 Certifications, and Inline XBRL data files of Financial Statements and Notes[133](index=133&type=chunk) [Signatures](index=28&type=section&id=Signatures) This section contains the official certifications and signatures required for the financial report filing [Signatures](index=28&type=section&id=Signatures) This section contains the required signatures from the principal executive officer and principal financial and accounting officer, certifying the filing of the report - The report is duly signed by Wayne Tupuola, President and Chief Executive Officer, and Carlos Sardinas, Chief Financial Officer, on August 15, 2025[136](index=136&type=chunk)

Core Viewpoint - Bragar Eagel & Squire, P.C. is investigating potential claims against Laser Photonics Corporation for possible violations of federal securities laws and unlawful business practices, encouraging affected investors to reach out for legal options [1][3]. Financial Disclosure Issues - On September 23, 2024, Laser Photonics announced that its previously issued financial statements for the year ended December 31, 2023, and the period ended June 30, 2024, should no longer be relied upon due to an overstatement of deferred revenue identified by its predecessor auditor, Fruci & Associates II, PLLC [3]. - Following this announcement, Laser Photonics' stock price dropped by $6.90 per share, or 36.7%, closing at $11.90 per share on September 25, 2024 [3]. Legal Assistance Offer - The law firm is reaching out to long-term stockholders of Laser Photonics who have suffered losses, offering assistance and information regarding their legal rights and potential claims [1][4]. Firm Background - Bragar Eagel & Squire, P.C. is a nationally recognized law firm that represents individual and institutional investors in various types of litigation across state and federal courts [5].

Group 1 - The Schall Law Firm is investigating claims on behalf of investors of Laser Photonics Corporation for potential violations of securities laws [1] - The investigation centers on whether Laser Photonics issued false or misleading statements and failed to disclose important information to investors [2] - Laser Photonics received a notice from Nasdaq regarding its non-compliance with listing rules due to delinquent filings, leading to a more than 6.5% drop in its share price [2]

Core Viewpoint - Bragar Eagel & Squire, P.C. is investigating potential claims against Laser Photonics Corporation for possible violations of federal securities laws and unlawful business practices [1][3]. Financial Disclosure Issues - On September 23, 2024, Laser Photonics announced that its previously issued financial statements for the year ended December 31, 2023, and the quarter ended June 30, 2024, should no longer be relied upon due to an overstatement of deferred revenue identified by its predecessor auditor, Fruci & Associates II, PLLC [3]. - Following this announcement, Laser Photonics' stock price dropped by $6.90 per share, or 36.7%, closing at $11.90 per share on September 25, 2024 [3]. Legal Rights and Investor Support - Investors who purchased or acquired Laser Photonics shares and suffered losses are encouraged to contact Bragar Eagel & Squire for information regarding their legal rights and potential claims [1][4].

Financial Performance - For the three months ending March 31, 2025, the company reported revenue of $2,291,231, representing an increase of 108% compared to $742,991 in the same period of 2024[98]. - Gross profit for the same period was $1,140,715, resulting in a gross margin of 49.8%, down from 51.9% in the prior year[98]. - The company recorded a net loss of $1,680,723 for the three months ending March 31, 2025, compared to a net loss of $545,709 in the same period of 2024[101]. - EBITDA for the three months ending March 31, 2025, was $(1,317,795), compared to $(360,393) in the same period of 2024[111]. - Adjusted EBITDA excludes interest expense, income tax provision, depreciation and amortization, stock-based compensation, and other specific costs, allowing for a clearer performance comparison[2]. Expenses and Investments - Selling, general, and administrative (SG&A) expenses increased to $900,034 in Q1 2025 from $356,265 in Q1 2024, driven by strategic investments in market reach and sales force[100]. - The company anticipates that SG&A expenses as a percentage of sales will decline in the long run as the business grows[99]. - The company plans to continue investing in research and development to enhance existing technologies and develop new products, systems, and applications[97]. Cash and Working Capital - As of March 31, 2025, the company had $179,091 in cash and a working capital deficit of $876,778, down from a total working capital of $2,091,025 on December 31, 2024[105]. Product Development - The company is developing the CleanTech™ product line, aimed at making laser cleaning technologies more accessible to small businesses[89]. Supply Chain and Risk Management - Supply chain constraints are expected to persist, impacting the company's ability to supply products and meet customer demand[91]. - The company has not utilized any derivative financial instruments and does not have borrowings, indicating minimal exposure to interest rate risk[3]. - The company operates solely within the United States and is not affected by foreign currency fluctuations or exchange rate changes[3].

Financial Performance and Growth - By December 31, 2024, the company achieved net revenues of $3.415 million, indicating a strategic position for growth in the laser technology market[18]. - The company invested nearly $4 million in development and scaling of sales and marketing operations for the year ending December 31, 2024, with a marketing and sales budget equal to 10% of gross sales[71]. - The company has a substantial amount of intangible assets, representing approximately 33% of total assets as of December 31, 2024[109]. - The company has a history of net losses and accumulated deficits, raising substantial doubt about its ability to continue as a going concern[101]. - The company may need to raise additional capital if it cannot generate sufficient revenues from operations, which could lead to dilution for existing shareholders[107]. Market Position and Strategy - The company has expanded into the pharmaceutical manufacturing vertical through the acquisition of Control Micro Systems, Inc., targeting a rapidly growing market for controlled-release medications[28]. - The company aims to broaden its customer relationships across various industries, focusing on superior product pricing, performance, and service[33]. - The company is positioned to meet the rising demand for cost-effective maintenance and repair solutions in defense and industrial sectors[37]. - The company plans to grow organically but will also pursue potential acquisitions of complementary businesses, which may pose integration challenges[112]. - The company expects to increase its business with the U.S. Government from less than 18% of U.S. revenues in 2024 to 25% over the next 12 to 24 months[130]. Product Development and Innovation - The company is developing a CleanTech™ laser blaster family aimed at small and mid-size companies, making laser cleaning technology more accessible[35]. - The CleanTech Industrial Roughening Laser 3060 delivers average power levels in the 10,000-watt range, making it the most powerful production laser blaster on the market[49]. - The CleanTech™ Laser Blaster Cabinet is designed as a safer, cleaner, and more efficient alternative to traditional sandblasting, eliminating noise, dust, and media storage[53]. - The CleanTech™ Robotic Cell integrates advanced User-Programmable AI (UPAI), allowing factory line workers to automate complex tasks without coding expertise[63]. - The CleanTech™ Laser Cleaning Robot operates at significantly lower laser power levels than traditional systems, reducing operational costs and increasing accessibility[65]. Regulatory and Compliance Issues - The company is committed to compliance with OSHA, FDA, and CDRH regulations, ensuring high operational safety and reliability for its products[77]. - The company is subject to numerous legal and regulatory requirements, and violations could result in significant fines and damage to reputation[128]. - The company is classified as an "emerging growth company" and intends to take advantage of exemptions from various public company reporting requirements until certain thresholds are met[97]. - The company faces intense competition in the market for laser-based cleaning equipment, necessitating innovation and effective marketing strategies[111]. - The company acknowledges that changes in government procurement practices could impair its ability to secure new contracts or renew existing ones[141]. Cybersecurity and Risk Management - The company has implemented a cybersecurity risk management program to mitigate risks associated with data processing and storage[207]. - Cybersecurity is integrated into the overall risk management processes, guided by the National Institute of Standards and Technology Cybersecurity Framework[208]. - The IT security team conducts regular compliance reviews, application security assessments, vulnerability management, and penetration testing as part of the risk management process[208]. - The company has experienced threats and breaches to its data and systems but these have not materially affected its business strategy or financial condition[211]. - The Board of Directors oversees the cybersecurity program, with quarterly assessments managed by the Audit Committee[212]. Corporate Governance and Ownership - ICT Investments, LLC controls approximately 59.19% of the voting power of the company's outstanding capital stock, influencing major corporate decisions[36]. - The company does not intend to pay cash dividends in the foreseeable future, having paid a one-time cash dividend of $310,280 for the year ending December 31, 2021[182]. - The exclusive forum provision in the company's bylaws may limit stockholders' ability to obtain a favorable judicial forum for disputes[189]. - The company has made changes to internal controls and procedures to meet reporting obligations, but there is no assurance these measures will be sufficient[191]. - Material weaknesses in internal controls were identified as of December 31, 2024, which could impact the accuracy of financial reporting and increase the risk of fraud[193].

Group 1 - Pomerantz LLP is investigating claims on behalf of investors of Laser Photonics Corporation regarding potential securities fraud or unlawful business practices by the company and its officers or directors [1] - On May 29, 2025, Laser Photonics disclosed to the U.S. Securities and Exchange Commission that it had not filed its Form 10-Q for the period ended March 31, 2025, and was delinquent in filing its Form 10-K for the period ended December 31, 2024, which affects its compliance with Nasdaq's Listing Rules [2] - The company has until June 16, 2025, to submit a plan to regain compliance with respect to the delinquent reports, with the delay attributed to its acquisition of certain assets of CMS for approximately $1 million [2] Group 2 - Following the announcement of the filing issues, Laser Photonics' stock price fell by $0.16 per share, or 6.53%, closing at $2.29 per share on May 30, 2025 [2]

Core Points - Pomerantz LLP is investigating claims on behalf of investors of Laser Photonics Corporation regarding potential securities fraud or unlawful business practices [1] - Laser Photonics disclosed to the U.S. Securities and Exchange Commission that it has not filed its Form 10-Q for the period ended March 31, 2025, and is delinquent in filing its Form 10-K for the period ended December 31, 2024, which affects its compliance with Nasdaq Listing Rules [3] - The company has until June 16, 2025, to submit a plan to regain compliance with the Nasdaq [3] - The delay in filings is attributed to the acquisition of certain assets of CMS for approximately $1 million [3] - Following the announcement, Laser Photonics' stock price fell by $0.16 per share, or 6.53%, closing at $2.29 per share on May 30, 2025 [3]

Core Viewpoint - Pomerantz LLP is investigating potential securities fraud or unlawful business practices by Laser Photonics Corporation and its officers or directors [1] Group 1: Company Compliance Issues - On May 29, 2025, Laser Photonics disclosed that it received a notice from Nasdaq regarding non-compliance with listing rules due to delinquent filings, specifically the Form 10-Q for the period ended March 31, 2025, and the Form 10-K for the period ended December 31, 2024 [3] - The company has until June 16, 2025, to submit a plan to regain compliance with these delinquent reports [3] - The delay in filings was attributed to the acquisition of certain assets from CMS in November 2024 for approximately $1 million [3] Group 2: Market Reaction - Following the news of the compliance issues, Laser Photonics' stock price fell by $0.16 per share, or 6.53%, closing at $2.29 per share on May 30, 2025 [3]

Revenue Performance - For the three months ending September 30, 2024, the company recognized revenue of $716,697, a decrease of $586,508 compared to $1,303,205 in the same period of 2023[110]. - For the nine months ending September 30, 2024, the company recognized revenue of $2,083,123, down by $861,714 from $2,944,837 in the same period of 2023[111]. - Approximately 92% of revenues for the first quarter of 2022 and 91% for the full 2021 fiscal year were from customers using products for materials processing[97]. Net Income and Loss - The company's net income for the three months ending September 30, 2024, was $(1,625,268), compared to $(895,109) in the same period of 2023[111]. - For the three months ending September 30, 2024, the company reported a net loss of $1,625,268, compared to a net loss of $895,109 for the same period in 2023[122]. Working Capital and Cash Position - The total working capital as of September 30, 2024, was $3,879,770, a decrease from $8,262,302 on December 31, 2023[104]. - The company had $2,121,760 in cash as of September 30, 2024, down from $8,310,518 in the same period of 2023[103]. Operational Performance - EBITDA for the three months ending September 30, 2024, was $(1,235,616), compared to $(742,899) in the same period of 2023[114]. - The EBITDA for the three months ending September 30, 2024, was $(1,235,616), while for the same period in 2023, it was $(742,899), indicating a decline in operational performance[122]. - Adjusted EBITDA for the nine months ending September 30, 2024, was $(2,271,742), compared to $(2,495,314) for the same period in 2023, showing an improvement in adjusted operational performance[122]. - Depreciation and amortization for the three months ending September 30, 2024, was $238,617, up from $152,210 in 2023, reflecting increased asset usage[122]. Supply Chain and Development - The company experienced increased lead times for certain parts and components, particularly electronic components, impacting supply chain and logistics[93]. - The company plans to continue investing in research and development to improve existing technologies and develop new products, systems, and applications[101]. - The company is developing the CleanTech™ product line, aimed at providing high-power laser cleaning systems for various material processing operations[91]. Financial Transparency and Risk Management - The company did not incur any interest expenses during the reported periods, indicating no outstanding borrowings[125]. - There were no off-balance sheet arrangements as of September 30, 2024, ensuring transparency in financial reporting[123]. - The company has not utilized any derivative financial instruments, which minimizes exposure to market volatility[125]. - The company is classified as a "smaller reporting company," which affects the regulatory information it is required to provide[124]. - The company does not currently operate facilities outside the United States, reducing exposure to foreign currency fluctuations[125]. - The company’s financial condition is not materially affected by interest rate risk or foreign currency exchange rate changes[125].