Project Overview - The AusPozz Project focuses on producing High-Reactivity Metakaolin (HRM) from high-purity kaolin for low-carbon, high-performance concrete[15, 16] - AusPozz can replace up to 40% of Ordinary Portland Cement (OPC) in concrete, significantly reducing the carbon footprint[19] - Life Cycle Analysis indicates that AusPozz has an embodied carbon value approximately 79% less than cement binder[19] Financial Highlights - The Preliminary Feasibility Study (PFS) shows a robust after-tax NPV of $406 million and an IRR of 42% over a 20-year Life of Mine (LOM)[26] - The project anticipates after-tax cash flow of $1.01 billion and EBITDA of $1.60 billion over the 20-year project life[27] - Initial capital expenditure is approximately $95 million, reduced by early cash flows from Direct Shipping Ore (DSO) kaolin operations[28, 32] Production and Operations - The project targets a nameplate production of 300,000 tonnes per annum (tpa) of AusPozz from Train 1, with potential for Train 2 expansion to double capacity[27, 49] - A production target of 151,000 tpa of Kaolin DSO is set for export markets[27] - The Toondoon Kaolin Project has a JORC resource of 10.9 million tonnes (Measured 4.03Mt, Indicated 6.84Mt) within 5% of the tenement footprint, supporting the 20-year LOM[46] Market and Commercial Opportunities - The project aims to address the cement production industry, which accounts for 8% of global CO2 emissions[55] - The application of nameplate annual AusPozz production could avoid an estimated 229,800 tonnes of CO₂-e emissions per year[57] - A Memorandum of Understanding (MOU) is in place with Jiangsu Mineral Sources International Trading Co (MSI) for potential offtake of low-iron kaolin (800,000 tonnes), pink cosmetic grade kaolin (150,000 tonnes), and bauxitic clay (1,500,000 tonnes) over a 5-year term[51]

Core Viewpoint - Zeo Energy Corp. has been included in the Russell Microcap Index, marking a significant milestone for the company as it continues to enhance its operational capabilities and expand through acquisitions [1][3]. Company Overview - Zeo Energy Corp. is a Florida-based provider of residential solar and energy efficiency solutions, focusing on high-growth markets with limited competition [5]. - The company aims to help customers reduce energy bills and promote sustainability through its vertically integrated offerings [5]. Index Inclusion Details - The Russell Microcap Index includes the 4,000 largest US stocks ranked by market capitalization, and membership lasts for one year [2]. - Inclusion in the Russell Microcap Index provides automatic inclusion in relevant growth and value style indexes, which are widely utilized by investment managers and institutional investors [2][3]. Market Impact - Russell indexes serve as benchmarks for approximately $10.6 trillion in assets as of June 2024, indicating the significance of Zeo's inclusion for attracting broader investment community attention [3].

Core Viewpoint - The Schall Law Firm is investigating Zeo Energy Corp for potential violations of securities laws related to misleading statements and failure to disclose important information to investors [1][2]. Group 1: Investigation Details - The investigation centers on whether Zeo Energy Corp issued false or misleading statements and failed to disclose relevant information to investors [2]. - On May 29, 2025, Zeo announced it received a notice from Nasdaq regarding non-compliance with periodic filing requirements due to the late filing of its Quarterly Report on Form 10-Q for the period ending March 31, 2025, which was due by May 15, 2025 [2]. - Following this announcement, Zeo's shares dropped by over 9.9% on May 30, 2025 [2]. Group 2: Legal Representation - The Schall Law Firm encourages shareholders who suffered losses to participate in the investigation and offers free consultations regarding their rights [3]. - The firm specializes in securities class action lawsuits and shareholder rights litigation, representing investors globally [3].

Merger and Business Combination - The company has entered into a Merger Agreement with Heliogen, Inc., which includes a two-step merger process with a total merger consideration of $10.0 million[191]. - The Exchange Ratio for the merger is based on Heliogen's fully diluted share count of 6,616,949 and the Parent Stock Price of $1.5859[193]. - The business combination with ESGEN Acquisition Corp. was completed on March 13, 2024, resulting in the name change to Zeo Energy Corp.[196]. - The completion of the merger is subject to customary closing conditions, including shareholder approval and regulatory compliance[195]. - The shares of Zeo Energy Class A Common Stock to be issued in connection with the mergers will be listed on the Nasdaq Stock Market LLC[194]. - The Business Combination resulted in a total issuance of 1,500,000 Convertible OpCo Preferred Units and an equal number of shares of Class V Common Stock for an aggregate consideration of $15,000,000[201]. - Following the Business Combination, the Sellers now own 83.8% of the equity of the Company, down from 98% prior to the transaction[207]. Financial Performance - For the three months ended March 31, 2025, net revenue was $8,784,000, a decrease from $20,142,000 in the same period of 2024, representing a decline of approximately 56.4%[212]. - Gross profit for the same period was $3,775,000, with a gross margin of 43.0%, compared to a gross profit of $6,016,000 and a gross margin of 29.9% in 2024[212]. - Adjusted EBITDA for the three months ended March 31, 2025, was $(6,354,000), reflecting an Adjusted EBITDA margin of (72.3)%, compared to $(470,000) and (2.3)% in 2024[212]. - Revenue decreased by approximately $11.4 million, from $20.1 million in Q1 2024 to $8.8 million in Q1 2025, representing a decline of 56.4%[234]. - Cost of goods sold decreased by $9.2 million, improving as a percentage of revenue from 69.3% in Q1 2024 to 58.1% in Q1 2025[236]. - General and administrative expenses increased by $7.2 million, from $3.2 million in Q1 2024 to $10.5 million in Q1 2025, primarily due to increased payroll costs and a $3 million reserve for bad debt[238]. - Net loss before taxes increased to $12.8 million in Q1 2025 from $4.2 million in Q1 2024, a rise of 203.1%[234]. - Adjusted EBITDA for Q1 2025 was $(6.4) million compared to $(0.5) million in Q1 2024, reflecting a significant decline in operational performance[256]. - Contribution profit for Q1 2025 was $(2.8) million, compared to $2.1 million in Q1 2024, indicating a decline in profitability[254]. Operational Strategy - The company has a scalable regional operating platform with approximately 290 sales agents and 22 independent sales dealers, focusing on capital-efficient growth in underpenetrated markets[189]. - The company offers residential solar energy systems financed through third-party lenders, with most customers requiring minimal or no upfront capital[190]. - The company aims to expedite the transition to renewable energy by providing affordable and sustainable energy solutions[186]. - The Company plans to expand its residential sales into new markets, targeting states like Florida, Texas, Arkansas, Missouri, Illinois, and Ohio[218]. - In 2025, the Company continued its roofing replacements to facilitate solar installations and plans to expand its roofing business in all future markets[219]. - The Company intends to increase its in-house sales force and external sales dealers in 2025 to target new customers in the Southern U.S. regional residential markets[220]. Challenges and Risks - The company is experiencing increased costs due to inflation, particularly in raw materials and supply chain constraints, which may pressure operating margins[221]. - Interest rate increases have resulted in higher monthly costs for customers financing their solar systems, potentially slowing sales[222]. - Cash and cash equivalents decreased from approximately $5.6 million as of December 31, 2024, to $2.9 million as of March 31, 2025[242]. - Net cash used in operating activities improved to approximately $2.3 million in Q1 2025 from $10.2 million in Q1 2024, an increase of $7.9 million[247]. - The company may need to raise additional capital through debt or equity financing if proceeds from the Business Combination are insufficient[244]. Asset Management - The increase in depreciation and amortization was $4.4 million, primarily due to the amortization of acquired contracts from the Lumio Asset Purchase Agreement[237]. - Goodwill is tested for impairment annually, with no impairment recorded for the three months ended March 31, 2025, and 2024[261]. - Intangible assets are subject to amortization on a straight-line basis and are reviewed for impairment whenever events indicate potential recoverability issues[262][263]. - No impairment charges were recorded for intangible assets for the three months ended March 31, 2025, and 2024[263].

Core Insights - Zeo Energy Corp. reported a significant revenue decline of 56.4% in Q1 2025, generating $8.8 million compared to $20.1 million in Q1 2024, primarily due to high-interest rates affecting residential solar sales [7][17] - The company is pursuing growth through the acquisition of Heliogen, aiming to diversify its offerings into adjacent clean energy sectors [2][6] - Despite current challenges, management remains optimistic about a recovery in the latter half of 2025 as market conditions improve [2] Financial Performance - Total revenue for Q1 2025 was $8.8 million, down from $20.1 million in Q1 2024, reflecting a 56.4% decrease [7][17] - Gross profit decreased to $3.8 million (43.0% of total revenue) in Q1 2025 from $6.0 million (29.9% of total revenue) in Q1 2024, driven by lower sales but improved operational efficiencies [7][17] - Net loss for Q1 2025 was $13.3 million, compared to a net loss of $4.1 million in Q1 2024, largely due to decreased sales [7][17] Operational Highlights - The company has streamlined operations and strengthened its sales team in anticipation of the summer sales season [2] - Adjusted EBITDA for Q1 2025 was $(6.4) million, a significant decline from approximately $(0.5) million in Q1 2024, indicating operational challenges [7][8] - The company is focusing on high-growth markets with limited competition, leveraging its differentiated sales approach [5] Strategic Initiatives - Zeo Energy has entered into a definitive agreement to acquire Heliogen, which specializes in on-demand clean energy technology, to enhance its capabilities in long-duration energy generation and storage [6][2] - The acquisition is expected to improve the company's balance sheet and diversify its revenue streams [2][6]

Group 1: CureVac N.V. Acquisition - CureVac will be acquired by BioNTech SE, with each CureVac share exchanged for approximately $5.46 in BioNTech ADSs, leading to an implied aggregate equity value of about $1.25 billion [2] - Upon completion of the transaction, CureVac shareholders are expected to own between 4% and 6% of BioNTech [2] - The investigation focuses on whether the CureVac Board breached its fiduciary duties by failing to conduct a fair process and whether the consideration provides fair value to shareholders [2] Group 2: Know Labs, Inc. Acquisition - Know Labs will be acquired by Goldeneye 1995 LLC, with the purchase price determined by dividing the sum of 1,000 Bitcoin and a cash amount for debt retirement and working capital by the per share price of $0.335 [4] - The investigation examines whether the Know Labs Board breached its fiduciary duties by not conducting a fair process and whether the deal offers fair value to shareholders [4] Group 3: Volato Group, Inc. Merger - Volato Group will merge with M2i Global, with M2i Global expected to own approximately 90% of the total shares of Volato post-merger [6] - The investigation is centered on whether the Volato Group Board breached its fiduciary duties by failing to conduct a fair process and the potential dilution of shareholders in the combined company [6] Group 4: Heliogen, Inc. Acquisition - Heliogen will be acquired by Zeo Energy Corp, with securityholders receiving shares valued at approximately $10 million based on a price of $1.5859 per share, subject to adjustments based on net cash at closing [8] - The investigation looks into whether the Heliogen Board breached its fiduciary duties by not conducting a fair process and whether the consideration provides fair value to shareholders [8]

Core Viewpoint - Pomerantz LLP is investigating claims of potential securities fraud or unlawful business practices involving Zeo Energy Corp and its officers or directors [1] Group 1: Company Compliance Issues - On May 29, 2025, Zeo announced it received a notice from Nasdaq regarding non-compliance with periodic filing requirements due to the failure to file its Quarterly Report on Form 10-Q by the due date of May 15, 2025 [2] - Following this announcement, Zeo's stock price decreased by $0.34 per share, representing a decline of 9.91%, closing at $3.09 per share on May 30, 2025 [2] Group 2: Legal Context - Pomerantz LLP is recognized as a leading firm in corporate, securities, and antitrust class litigation, with a history of fighting for victims of securities fraud and corporate misconduct [3]

Core Viewpoint - Pomerantz LLP is investigating potential securities fraud or unlawful business practices involving Zeo Energy Corp and its officers or directors [1] Group 1: Company Compliance Issues - On May 29, 2025, Zeo announced it received a notice from Nasdaq regarding non-compliance with periodic filing requirements due to the failure to file its Quarterly Report on Form 10-Q for the three months ended March 31, 2025 by the due date of May 15, 2025 [3] - Following this announcement, Zeo's stock price decreased by $0.34 per share, representing a 9.91% decline, closing at $3.09 per share on May 30, 2025 [3] Group 2: Legal Context - Pomerantz LLP is recognized as a leading firm in corporate, securities, and antitrust class litigation, with a history of fighting for victims of securities fraud and corporate misconduct [4]

Core Points - Zeo Energy Corp. received a notice from Nasdaq on May 22, 2025, indicating non-compliance with periodic filing requirements due to the late submission of its Quarterly Report on Form 10-Q for the three months ended March 31, 2025, which was due by May 15, 2025 [1] - The company had previously received a deficiency notice for failing to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, which was subsequently filed on May 28, 2025 [2] - Nasdaq has allowed the company until June 16, 2025, to submit a plan to regain compliance, with a potential extension until October 13, 2025, if the plan is accepted [3] Company Overview - Zeo Energy Corp. is a Florida-based provider of residential solar, distributed energy, and energy efficiency solutions, focusing on high-growth markets with limited competition [5]

Core Viewpoint - Zeo Energy Corp. is acquiring Heliogen, aiming to integrate Heliogen's advanced clean storage solutions with Zeo's solar energy platform, creating a comprehensive clean energy platform for various market segments [1][2][3] Company Overview - Zeo Energy Corp. is a Florida-based provider of residential solar and energy efficiency solutions, focusing on high-growth markets with limited competition [10] - Heliogen, a renewable energy technology company, specializes in delivering cost-effective, low-carbon energy production solutions [11] Transaction Details - The merger will be an all-stock transaction, with Heliogen's securityholders receiving shares of Zeo's Class A common stock valued at approximately $10 million, based on a share price of $1.5859 [7][8] - The transaction is expected to close in the third quarter of 2025, pending customary closing conditions and stockholder approvals [8] Strategic Rationale - The merger aims to combine Zeo's residential solar footprint with Heliogen's long-duration energy storage expertise, addressing power quality and energy capacity issues for data centers [6] - The transaction is expected to streamline costs, reduce corporate overhead, and enhance the balance sheet through Heliogen's liquidity [6] Management Commentary - Zeo's CEO emphasized the acquisition's potential to accelerate their vision of serving a broad range of energy consumers, from residential to industrial applications [3] - Heliogen's CEO highlighted the opportunity for stockholders to participate in the growth potential of the combined company [3] Market Reach and Growth Opportunities - The merger is positioned to capitalize on the increasing demand for resilient, cost-effective, low-carbon energy infrastructure, supported by favorable long-term trends [6] - Zeo's financing arm has provided over $44 million in clean energy tax equity financing, which can support future projects [6]