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ClearSign Technologies (CLIR) - 2025 Q1 - Quarterly Report

Financial Performance - Revenues for Q1 2025 were 401thousand,adecreaseof401 thousand, a decrease of 701 thousand or 63.6% compared to 1,102thousandinQ12024[100]GrossprofitforQ12025was1,102 thousand in Q1 2024[100] - Gross profit for Q1 2025 was 196 thousand, down 241thousandor55.1241 thousand or 55.1% from 437 thousand in Q1 2024, with a profit margin increase to 48.9%[101] - The net loss for Q1 2025 was 2,076thousand,anincreaseof2,076 thousand, an increase of 968 thousand or 87.4% compared to a net loss of 1,108thousandinQ12024[100]ExpensesResearchanddevelopmentexpensesincreasedby1,108 thousand in Q1 2024[100] Expenses - Research and development expenses increased by 166 thousand or 59.1% in Q1 2025, primarily due to higher product development costs[103] - General and administrative expenses rose by 598thousandor42.5598 thousand or 42.5% in Q1 2025, largely due to increased legal fees related to regulatory inquiries[104] Cash Flow and Capital - Cash and cash equivalents decreased by 1,169 thousand to 12,866thousandasofMarch31,2025,primarilyduetothenetloss[106]WorkingcapitalasofMarch31,2025,was12,866 thousand as of March 31, 2025, primarily due to the net loss[106] - Working capital as of March 31, 2025, was 11,099 thousand, down from 12,809thousandattheendof2024[107]OperatingactivitiesforQ12025resultedincashoutflowsof12,809 thousand at the end of 2024[107] - Operating activities for Q1 2025 resulted in cash outflows of 1,111 thousand, primarily due to the net loss of 2,076thousand[108]FinancingactivitiesforthethreemonthsendedMarch31,2025,resultedincashoutflowsof2,076 thousand[108] - Financing activities for the three months ended March 31, 2025, resulted in cash outflows of 17 thousand, primarily due to 41thousandintaxdisbursementsforemployeerestrictedstockunits,partiallyoffsetby41 thousand in tax disbursements for employee restricted stock units, partially offset by 24 thousand in net proceeds from warrant exercises[111] - The company has raised approximately 105.3millioningrossproceedsthroughequitysecuritiessinceinception,withongoingneedsforadditionalcapital[86]ComplianceandRegulatoryIssuesThecompanyreceivedanoticefromNasdaqindicatingitnolongermeetstheminimumbidpricerequirementof105.3 million in gross proceeds through equity securities since inception, with ongoing needs for additional capital[86] Compliance and Regulatory Issues - The company received a notice from Nasdaq indicating it no longer meets the minimum bid price requirement of 1 per share, with a compliance period until September 29, 2025[94][95] - The company is at risk of delisting from Nasdaq if it fails to comply with the minimum closing bid price requirement of 1.00persharebySeptember29,2025[122]Thecompanyhasbeengranted180calendardaystoregaincompliancewithNasdaqslistingrequirements[123]InternalControlsandLegalMattersAsofMarch31,2025,thecompanymaintainedeffectivedisclosurecontrolsandproceduresatareasonableassurancelevel[115]NochangesininternalcontroloverfinancialreportingoccurredduringthequarterendedMarch31,2025,thatmateriallyaffectedinternalcontrols[116]Themanagementdoesnotexpectthatthedisclosurecontrolsandprocedureswillpreventordetectallerrorsandfraudduetoinherentlimitations[118]Thecompanyiscurrentlynotawareofanylegalproceedingsthatmaymateriallyaffectitsbusinessorfinancialcondition[120]Thecompanyissubjecttorisksassociatedwithproxycontestsandactionsfromactiviststockholders,whichcouldinterferewithitsbusinessplan[124]StockIssuanceOnMarch31,2025,thecompanyissued3,750sharesofcommonstockatafairmarketvalueof1.00 per share by September 29, 2025[122] - The company has been granted 180 calendar days to regain compliance with Nasdaq's listing requirements[123] Internal Controls and Legal Matters - As of March 31, 2025, the company maintained effective disclosure controls and procedures at a reasonable assurance level[115] - No changes in internal control over financial reporting occurred during the quarter ended March 31, 2025, that materially affected internal controls[116] - The management does not expect that the disclosure controls and procedures will prevent or detect all errors and fraud due to inherent limitations[118] - The company is currently not aware of any legal proceedings that may materially affect its business or financial condition[120] - The company is subject to risks associated with proxy contests and actions from activist stockholders, which could interfere with its business plan[124] Stock Issuance - On March 31, 2025, the company issued 3,750 shares of common stock at a fair market value of 0.94 per share from its 2013 Consultant Stock Plan[127] Off-Balance Sheet Transactions - There were no off-balance sheet transactions reported[112]