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UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM 10-Q
(Mark
One)
☒ |
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For
the quarterly period ended: September 30, 2024
or
☐ |
TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For
the transition period from __________________ to __________________
Commission
File Number: 001-41515
Laser
Photonics Corporation |
(Exact
name of registrant as specified in its charter) |
Delaware |
|
84-3628771 |
(State
or other jurisdiction of
incorporation or organization) |
|
(I.R.S.
Employer
Identification No.) |
1101
N. Keller Road, Suite G
Orlando, FL |
|
32810 |
(Address
of Principal Executive Offices) |
|
Zip
Code |
(407)
804 1000 |
Registrant’s
Telephone Number, Including Area Code |
Not
Applicable |
Former
Name, Former Address and Former Fiscal Year, if Changed Since Last Report |
SECURITIES
REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE
COMMON
STOCK, $0.001 PAR VALUE
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock |
|
LASE |
|
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files). Yes ☒ No ☐
Indicate
by check mark whether the registrant is a large, accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
Company, or an emerging growth Company. See the definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting Company,” and “emerging growth Company” in Rule 12b-2 of the Exchange Act.
Large
accelerated filer |
☐ |
Accelerated
filer |
☐ |
Non-accelerated
Filer |
☒ |
Smaller
reporting Company |
☒ |
|
|
Emerging
growth company |
☒ |
If
an emerging growth Company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate
by check mark whether the registrant is a shell Company (as defined in Rule 12b-2 of the Exchange Act) Yes ☐ No ☒
As
of September 30, 2024, the registrant had 13,832,395 shares of common stock, par value $.001 per share, issued and outstanding.
TABLE
OF CONTENTS
PART
I – FINANCIAL INFORMATION
ITEM
1. FINANCIAL STATEMENTS
LASER
PHOTONICS CORPORATION
CONDENSED
BALANCE SHEETS
(UNAUDITED)
| |
As of
September 30, 2024
(Unaudited) | | |
As of
December 31, 2023
(Audited) | |
Assets | |
| | | |
| | |
Current
Assets: | |
| | | |
| | |
Cash
and Cash Equivalents | |
$ | 2,121,760 | | |
$ | 6,201,137 | |
Accounts
Receivable, Net | |
| 725,780 | | |
| 816,364 | |
Account
Receivable affiliate | |
| 47,515 | | |
| - | |
Account
Receivable | |
| 47,515 | | |
| - | |
| |
| | | |
| | |
Inventory | |
| 1,830,725 | | |
| 2,237,455 | |
| |
| | | |
| | |
Other
Assets | |
| 40,788 | | |
| 39,190 | |
| |
| | | |
| | |
Total
Current Assets | |
| 4,766,568 | | |
| 9,294,146 | |
| |
| | | |
| | |
Property,
Plant, & Equipment, Net | |
| 1,258,488 | | |
| 952,811 | |
| |
| | | |
| | |
Intangible
Assets, Net | |
| 4,026,820 | | |
| 4,279,987 | |
| |
| | | |
| | |
Other Long Term Assets | |
| 316,378 | | |
| | |
| |
| | | |
| | |
Operating
Lease Right-of-Use Asset | |
| 252,558 | | |
| 597,143 | |
| |
| | | |
| | |
Total
Assets | |
$ | 10,620,812 | | |
$ | 15,124,087 | |
| |
| | | |
| | |
Liabilities
& Stockholders’ Equity | |
| | | |
| | |
Current
Liabilities: | |
| | | |
| | |
Accounts
Payable | |
$ | 527,712 | | |
$ | 223,040 | |
Accounts
Payable affiliate | |
| 6,227 | | |
| - | |
Accounts
Payable | |
| 6,227 | | |
| - | |
Deferred
Revenue | |
| 116,564 | | |
| 213,114 | |
Current
Portion of Operating Lease | |
| 206,212 | | |
| 434,152 | |
Accrued
Expenses | |
| 30,083 | | |
| 161,538 | |
Total
Current Liabilities | |
| 886,798 | | |
| 1,031,844 | |
| |
| | | |
| | |
Long
Term Liabilities: | |
| | | |
| | |
Lease
liability - less current | |
| 46,346 | | |
| 162,991 | |
Total
Long Term Liabilities | |
| 46,346 | | |
| 162,991 | |
Total
Liabilities | |
| 933,144 | | |
| 1,194,835 | |
| |
| | | |
| | |
Commitments
and Contingencies (Note 3) | |
| - | | |
| - | |
| |
| | | |
| | |
Stockholders’
Equity: | |
| | | |
| | |
Preferred stock Par
value $0.001: 10,000,000 shares authorized. 0 Issued: shares were outstanding as of September 30, 2024 and December 31, 2023 | |
| - | | |
| - | |
| |
| | | |
| | |
Common Stock Par
Value $0.001: 100,000,000 shares authorized; 13,832,395 and 9,253,419 issued and 13,807,460 and 9,228,482 outstanding as
of September 30, 2024, and December 31, 2023 | |
| 13,832 | | |
| 9,253 | |
| |
| | | |
| | |
Additional
Paid in Capital | |
| 18,039,795 | | |
| 19,180,725 | |
| |
| | | |
| | |
Retained
Earnings (Deficit) | |
| (8,340,719 | ) | |
| (5,235,486 | ) |
| |
| | | |
| | |
Treasury
Stock | |
| (25,240 | ) | |
| (25,240 | ) |
| |
| | | |
| | |
Total
Stockholders’ Equity | |
| 9,687,668 | | |
| 13,929,252 | |
| |
| | | |
| | |
Total Liabilities
& Stockholders’ Equity | |
$ | 10,620,812 | | |
$ | 15,124,087 | |
*
The reclassification from par to Additional Paid in Capital was done in Q2, 2024
See
accompanying notes to financial statements.
LASER
PHOTONICS CORPORATION
CONDENSED
STATEMENTS OF PROFIT AND LOSS
(UNAUDITED)
| |
| | |
| | |
| | |
| |
| |
Three
Months Ended | | |
Nine
Months Ended | |
| |
September 30, 2024
(Unaudited) | | |
September 30, 2023
(Restated) | | |
September 30, 2024
(Unaudited) | | |
September 30, 2023
(Restated) | |
Net
Sales | |
$ | 669,182 | | |
$ | 1,303,205 | | |
$ | 2,083,123 | | |
$ | 2,944,837 | |
| |
| | | |
| | | |
| | | |
| | |
Net Sales Affiliate | |
| 47,515 | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | |
Cost
of Sales | |
| 107,277 | | |
| 333,325 | | |
| 772,481 | | |
| 887,086 | |
| |
| | | |
| | | |
| | | |
| | |
Gross Profit | |
| 609,420 | | |
| 969,880 | | |
| 1,310,642 | | |
| 2,057,751 | |
| |
| | | |
| | | |
| | | |
| | |
Operating
Expenses: | |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | |
Sales
& Marketing | |
| 554,667 | | |
| 677,026 | | |
| 957,558 | | |
| 1,462,868 | |
| |
| | | |
| | | |
| | | |
| | |
General
& Administrative | |
| 1,053,124 | | |
| 608,647 | | |
| 1,845,167 | | |
| 1,936,521 | |
| |
| | | |
| | | |
| | | |
| | |
Depreciation
& Amortization | |
| 238,617 | | |
| 152,210 | | |
| 669,827 | | |
| 336,294 | |
| |
| | | |
| | | |
| | | |
| | |
Payroll
Expenses | |
| 406,107 | | |
| 347,461 | | |
| 853,264 | | |
| 993,572 | |
| |
| | | |
| | | |
| | | |
| | |
Research
and Development Cost | |
| 62,802 | | |
| 75,430 | | |
| 170,725 | | |
| 155,889 | |
| |
| | | |
| | | |
| | | |
| | |
Total
Operating Expenses | |
| 2,315,317 | | |
| 1,860,774 | | |
| 4,496,541 | | |
| 4,885,144 | |
| |
| | | |
| | | |
| | | |
| | |
Operating Income (Loss) | |
| (1,705,897 | ) | |
| (890,894 | ) | |
| (3,185,899 | ) | |
| (2,827,393 | ) |
Other
Income (Expenses): | |
| | | |
| | | |
| | | |
| | |
Total
Other Income (Loss) | |
| 80,629 | | |
| (4,215 | ) | |
| 80,666 | | |
| (4,215 | ) |
| |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | |
Tax
Provision | |
| - | | |
| - | | |
| - | | |
| - | |
Net Income (Loss) | |
$ | (1,625,268 | ) | |
$ | (895,109 | ) | |
$ | (3,105,233 | ) | |
$ | (2,831,608 | ) |
| |
| | | |
| | | |
| | | |
| | |
Deemed
Dividend from Software Acquisition | |
| - | | |
| - | | |
| (6,615,000 | ) | |
| - | |
Net
Comprehensive loss attributed to Common Shareholders | |
| (1,625,268 | ) | |
| (895,109 | ) | |
| (9,720,233 | ) | |
| (2,831,608 | ) |
| |
| | | |
| | | |
| | | |
| | |
Earning
(Loss) per Share: | |
| | | |
| | | |
| | | |
| | |
Basic
and Diluted | |
$ | (0.13 | ) | |
$ | (0.11 | ) | |
$ | (0.29 | ) | |
$ | (0.36 | ) |
Loss
per share (attributable to common shareholders) | |
| (0.13 | ) | |
| (0.11 | ) | |
| (0.90 | ) | |
| (0.36 | ) |
Weighted Average
of Shares Outstanding | |
| 12,671,166 | | |
| 7,878,419 | | |
| 10,847,009 | | |
| 7,878,419 | |
See
accompanying notes to financial statements.
LASER
PHOTONICS CORPORATION
CONDENSED
STATEMENTS OF CASH FLOWS
(UNAUDITED)
| |
| | |
| |
| |
Nine Months Ended | |
| |
September 30, 2024
(Unadited) | | |
September 30, 2023
(Restated) | |
| |
| | |
| |
OPERATING ACTIVITIES | |
| | | |
| | |
Net Loss | |
$ | (3,105,233 | ) | |
$ | (2,831,608 | ) |
Adjustments to Reconcile Net Loss to Net Cash Flow from Operating Activities: | |
| | | |
| | |
Bad Debt | |
| 208,351 | | |
| | |
Shares issued for compensation | |
| 33,336 | | |
| - | |
Distribution to affiliate | |
| (3,822,037 | ) | |
| | |
Depreciation & Amortization | |
| 669,827 | | |
| 336,294 | |
Change in Operating Assets & Liabilities: | |
| | | |
| | |
Accounts Receivable | |
| (165,282 | ) | |
| (36,083 | ) |
Inventory | |
| (26,979 | ) | |
| (640,180 | ) |
Prepaids & Other Current Assets | |
| (15,976 | ) | |
| 5,591 | |
Other Liabilities | |
| 0 | | |
| 106 | |
Accounts Payable | |
| 311,874 | | |
| 30,034 | |
Accrued Expenses | |
| (132,431 | ) | |
| (338,605 | ) |
Deposits | |
| (302,000 | ) | |
| | |
Deferred Revenue | |
| (96,549 | ) | |
| - | |
Net Cash Used in Operating Activities | |
| (6,443,099 | ) | |
| (3,474,451 | ) |
| |
| | | |
| | |
INVESTING ACTIVITIES | |
| | | |
| | |
Purchase of Property, Plant an Equipment | |
| (57,550 | ) | |
| (124,833 | ) |
Purchase of Research & Development Equipment | |
| (5,295 | ) | |
| - | |
Vehicles | |
| | | |
| (144,096 | ) |
Licenses & Patents | |
| | | |
| (2,875 | ) |
Purchase of Operational Software & Website | |
| - | | |
| (34,069 | ) |
Invest in Leasehold Improvements | |
| (225,783 | ) | |
| (19,707 | ) |
Net Cash Used in Investing Activities | |
| (288,628 | ) | |
| (325,580 | ) |
| |
| | | |
| | |
FINANCING ACTIVITIES | |
| | | |
| | |
Corrections of stock compensation | |
| | | |
| (71,250 | ) |
Shares issued for PIPE | |
| 2,652,350 | | |
| | |
Net Cash provided by (used in) Financing Activities | |
| 2,652,350 | | |
| (71,250 | ) |
Net Cash Flow for Period | |
| (4,079,377 | ) | |
| (3,871,281 | ) |
Cash and Cash Equivalents - Beginning of Period | |
| 6,201,137 | | |
| 12,181,799 | |
Cash and Cash Equivalents-End of Period | |
$ | 2,121,760 | | |
$ | 8,310,518 | |
NON-CASH INVESTING AND FINANCING ACTIVITIES | |
| | | |
| | |
Shares issued on conversion of debt | |
| - | | |
| - | |
Share issued for purchase of license | |
| 6,615,000 | | |
| - | |
Common Stock to be issued for cashless exercise of warrants | |
| 62 | | |
| | |
| |
| | | |
| | |
SUPPLEMENTARY CASH FLOW INFORMATION | |
| | | |
| | |
Cash Received / Paid During the Period for: | |
| | | |
| | |
Income Taxes | |
| - | | |
| - | |
Interest | |
| - | | |
| - | |
See
accompanying notes to financial statements
LASER
PHOTONICS CORPORATION
CONDENSED
STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)
(UNAUDITED)
| |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Stock | | |
APIC | | |
Deficit | | |
Equity | |
| |
Three
months ended September 30, 2024 | |
| |
Preferred
Stock | | |
Common
Stock | | |
Shares
to be issued | | |
Treasury | | |
| | |
Accumulated | | |
Stockholders | |
| |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Stock | | |
APIC | | |
Deficit | | |
Equity | |
Balance,
June 30,2024 | |
| - | | |
| | | |
| 12,270,427 | | |
$ | 12,270 | | |
| - | | |
| | | |
$ | (25,240 | ) | |
$ | 17,012,050 | | |
$ | (6,715,451 | ) | |
$ | 10,283,629 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net Loss from the
three months ended September 30, 2024 | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
$ | (1,625,268 | ) | |
$ | (1,625,268 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Distribution
to affiliate | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
$ | (1,623,043 | ) | |
| | | |
$ | (1,623,043 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Stock
Issue PIPE | |
| | | |
| | | |
| 1,500,000 | | |
$ | 1,500 | | |
| | | |
| | | |
| | | |
$ | 2,650,850 | | |
| | | |
$ | 2,652,350 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Cashless Exercise
of Warrants | |
| | | |
| | | |
| 61,970 | | |
$ | 62 | | |
| | | |
| | | |
| | | |
$ | (62 | ) | |
| | | |
$ | 0 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Balance,
September 30, 2024 | |
| - | | |
| | | |
| 13,832,397 | | |
$ | 13,832 | | |
| - | | |
| | | |
$ | (25,240 | ) | |
$ | 18,039,795 | | |
$ | (8,340,719 | ) | |
$ | 9,687,668 | |
| |
Three
months ended September 30, 2023 | |
| |
Preferred
Stock | | |
Common
Stock | | |
Shares
to be issued | | |
Treasury | | |
| | |
Accumulated | | |
Stockholders | |
| |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Stock | | |
APIC | | |
Deficit | | |
Equity | |
Balance,
June 30,2023 (Restated) | |
| - | | |
| | | |
| 7,878,419 | | |
$ | 7,878 | | |
- | | | |
$ | 829,500 | | |
- | | | |
$ | 18,211,424 | | |
$ | (3,853,813 | ) | |
$ | 15,194,989 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net Loss from the
three months ended September 30, 2023 | |
| - | | |
- | | | |
| - | | |
| - | | |
- | | | |
| - | | |
- | | | |
| - | | |
$ | (895,109 | ) | |
$ | (895,109 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Correction
of Stock Compensation related errors | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
$ | (71,250 | ) | |
| | | |
$ | (71,250 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Balance,
September 30, 2023 ( Restated) | |
| - | | |
| | | |
| 7,878,419 | | |
$ | 7,878 | | |
- | | | |
$ | 829,500 | | |
- | | | |
$ | 18,140,174 | | |
$ | (4,748,922 | ) | |
$ | 14,228,630 | |
| |
Nine
months ended September 30, 2024 | |
| |
Preferred
Stock | | |
Common
Stock | | |
Shares
to be issued | | |
Treasury | | |
| | |
Accumulated | | |
Stockholders | |
| |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Stock | | |
APIC | | |
Deficit | | |
Equity | |
Balance,
December 31,2023 | |
| - | | |
| | | |
| 9,253,419 | | |
$ | 9,253 | | |
| - | | |
| | | |
$ | (25,240 | ) | |
$ | 19,180,725 | | |
$ | (5,235,486 | ) | |
$ | 13,929,252 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net Loss from the
nine months ended September 30, 2024 | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
$ | (3,105,233 | ) | |
$ | (3,105,233 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Distribution
to affiliate | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
$ | (3,822,037 | ) | |
| | | |
$ | (3,822,037 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Stock
Issued for compensation | |
| | | |
| | | |
| 17,008 | | |
$ | 17 | | |
| | | |
| | | |
| | | |
$ | 33,319 | | |
| | | |
$ | 33,336 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Stock
issued for Software purchases | |
| | | |
| | | |
| 3,000,000 | | |
$ | 3,000 | | |
| | | |
| | | |
| | | |
$ | 6,612,000 | | |
| | | |
$ | 6,615,000 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Deemed
Divident to APIC | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
$ | (6,615,000 | ) | |
| | | |
$ | (6,615,000 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Stock
Issue PIPE | |
| | | |
| | | |
| 1,500,000 | | |
$ | 1,500 | | |
| | | |
| | | |
| | | |
$ | 2,650,850 | | |
| | | |
$ | 2,652,350 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Cashless Exercise
of Warrants | |
| | | |
| | | |
| 61,970 | | |
$ | 62 | | |
| | | |
| | | |
| | | |
$ | (62 | ) | |
| | | |
$ | 0 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Balance,
September 30, 2024 | |
| - | | |
| | | |
| 13,832,397 | | |
$ | 13,832 | | |
| - | | |
| | | |
$ | (25,240 | ) | |
$ | 18,039,795 | | |
$ | (8,340,719 | ) | |
$ | 9,687,668 | |
| |
Nine
months ended September 30, 2023 | |
| |
Preferred
Stock | | |
Common
Stock | | |
Shares
to be issued | | |
Treasury | | |
| | |
Accumulated | | |
Stockholders | |
| |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Shares | | |
Amount | | |
Stock | | |
APIC | | |
Deficit | | |
Equity | |
Balance,
December 31,2022 | |
| - | | |
| | | |
| 7,878,419 | | |
$ | 7,878 | | |
| - | | |
$ | 829,500 | | |
| - | | |
$ | 18,211,425 | | |
$ | (1,917,315 | ) | |
$ | 17,131,488 | |
Balance | |
| - | | |
| | | |
| 7,878,419 | | |
$ | 7,878 | | |
| - | | |
$ | 829,500 | | |
| | | |
$ | 18,211,425 | | |
$ | (1,917,315 | ) | |
$ | 17,131,488 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net Loss from the
nine months ended September 30, 2023 | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
$ | (2,831,608 | ) | |
$ | (2,831,608 | ) |
Net Loss | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | | |
$ | (2,831,608 | ) | |
$ | (2,831,608 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Correction
of Stock Compensation related errors | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
$ | (71,250 | ) | |
| | | |
$ | (71,250 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Balance,
September 30, 2023 ( Restated) | |
| - | | |
| | | |
| 7,878,419 | | |
$ | 7,878 | | |
| - | | |
$ | 829,500 | | |
| - | | |
$ | 18,140,174 | | |
$ | (4,748,922 | ) | |
$ | 14,228,630 | |
Balance | |
| - | | |
| | | |
| 7,878,419 | | |
$ | 7,878 | | |
| - | | |
$ | 829,500 | | |
| - | | |
$ | 18,140,174 | | |
$ | (4,748,922 | ) | |
$ | 14,228,630 | |
See
accompanying notes to financial statements
LASER
PHOTONICS CORPORATION
NOTES
TO FINANCIAL STATEMENTS
(UNAUDITED)
NOTE
1 –BASIS OF PRESENTATION
The
accompanying unaudited condensed financial statements and notes of Laser Photonics Corporation (the “Company”) are presented
in United States dollars and have been prepared in accordance with generally accepted accounting principles in the United States (“U.S.
GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial
information. Accordingly, those do not include all of the information and footnotes required by U.S. GAAP for complete financial statements.
These financial statements should be read in conjunction with the financial statements, notes and significant accounting policies included
in our Annual Report on Form 10-K for the year ended December 31, 2023.
Going
Concern
The
Company has not earned sufficient revenue since inception and has sustained operating losses during the year ended December 31, 2023,
and through September 30, 2024. The Company had positive working capital as of September 30, 2024. The Company’s continuation as
a going concern is dependent on its ability to generate additional cash flows from operations to meet its obligations and/or obtaining
additional financing from its members or other sources, as may be required. These factors create substantial doubt about the Company’s
ability to continue as a going concern within the twelve-month period subsequent to the date that these financial statements are issued.
Note
2.
Restatement
of Previously Issued Financial Statements 2023 Q3
Q3
2023 was unaudited and as we were preparing our Q3 2024 filing we noticed the balances in our ledger did not match what was filed. Our
system of record current financials is the basis for the financials as they are presented, not the prior Q3 2023 filing.
SCHEDULE
OF RESTATEMENT OF RECONCILIATION
| |
As Filed | | |
Adjustments | | |
As Restated | |
|
|
Nine Months Ended September 30 2023 | |
| |
| | |
Restatement | | |
| |
| |
As Filed | | |
Adjustments | | |
As Restated | |
Statement of operations | |
| | | |
| | | |
| | |
Net Sales | |
$ | 3,444,649 | | |
$ | (499,812 | ) | |
$ | 2,944,837 | |
Other income | |
| | | |
| | | |
| | |
Cost of Sales | |
| 858,317 | | |
| 28,769 | | |
| 887,086 | |
Gross Profit | |
| 2,586,332 | | |
| (528,581 | ) | |
| 2,057,751 | |
Operating Expenses: | |
| | | |
| | | |
| | |
Sales & Marketing | |
| 1,562,868 | | |
| (100,000 | ) | |
| 1,462,868 | |
General & Administrative | |
| 3,186,580 | | |
| (1,250,059 | ) | |
| 1,936,521 | |
Depreciation & Amortization | |
| 336,294 | | |
| (0 | ) | |
| 336,294 | |
Payroll Expenses | |
| 0 | | |
| 993,572 | | |
| 993,572 | |
Research & Development | |
| 0 | | |
| 155,889 | | |
| 155,889 | |
Total Operating Expenses | |
$ | 5,085,742 | | |
$ | (200,598 | ) | |
$ | 4,885,144 | |
Operating Income (Loss) | |
| (2,499,410 | ) | |
| (327,983 | ) | |
| (2,827,393 | ) |
Total Other Income (Loss) | |
| 0 | | |
| (4,215 | ) | |
| (4,215 | ) |
Interest Expenses | |
| | | |
| | | |
| | |
Net Income (Loss) | |
$ | (2,499,410 | ) | |
$ | (332,198 | ) | |
$ | (2,831,608 | ) |
| |
| | | |
| | | |
| | |
Earning (Loss) per Share | |
| | | |
| | | |
| | |
Basic | |
$ | (0.31 | ) | |
| | | |
$ | (0.36 | ) |
Diluted | |
$ | (0.31 | ) | |
| | | |
| (0.36 | ) |
| |
| | |
Restatement | | |
| |
| |
As Filed | | |
Adjustments | | |
As Restated | |
Statement of cash flows | |
| | | |
| | | |
| | |
OPERATING ACTIVITIES | |
| | | |
| | | |
| | |
Net Income (Loss) | |
$ | (2,499,410 | ) | |
$ | (332,198 | ) | |
$ | (2,831,608 | ) |
Adjustments to Reconcile Net Income (Loss) to Net Cash Flow from Operating Activities: | |
| | | |
| | | |
| | |
Depreciation & Amortization | |
| 336,294 | | |
| 0 | | |
| 336,294 | |
Stock Compensation | |
| 145,500 | | |
| (145,500 | ) | |
| 0 | |
Change in Operating Assets & Liabilities: | |
| | | |
| | | |
| | |
Accounts Receivable | |
| (308,764 | ) | |
| 272,681 | | |
| (36,083 | ) |
Inventory | |
| (916,449 | ) | |
| 276,269 | | |
| (640,180 | ) |
Prepaids & Other Current Assets | |
| 5,591 | | |
| 0 | | |
| 5,591 | |
Other Liabilities | |
| 106 | | |
| 0 | | |
| 106 | |
Accounts Payable | |
| 42,930 | | |
| (12,896 | ) | |
| 30,034 | |
Accrued Expenses | |
| (351,500 | ) | |
| 12,895 | | |
| (338,605 | ) |
Net Cash From (Used In) Operating Activities | |
$ | (3,545,702 | ) | |
$ | 71,251 | | |
| (3,474,451 | ) |
| |
| | | |
| | | |
| | |
INVESTING ACTIVITIES | |
| | | |
| | | |
| | |
Purchase of Equipment | |
$ | 0 | | |
$ | (124,833 | ) | |
| (124,833 | ) |
Vehicles | |
| 0 | | |
| (144,096 | ) | |
| (144,096 | ) |
Licenses & Patents | |
| 0 | | |
| (2,875 | ) | |
| (2,875 | ) |
Leashold improvements | |
| 0 | | |
| (19,707 | ) | |
| (19,707 | ) |
Purchase of Operational Software & Webstie | |
| 0 | | |
| (34,069 | ) | |
| (34,069 | ) |
Purchase of Long Term Assets | |
| (288,636 | ) | |
| 288,636 | | |
| 0 | |
Purchase of Intangible Assets | |
| (36,944 | ) | |
| 36,944 | | |
| 0 | |
Net Cash From (Used In) Investing Activities | |
$ | (325,580 | ) | |
$ | 0 | | |
| (325,580 | ) |
| |
| | | |
| | | |
| | |
FINANCING ACTIVITIES | |
| | | |
| | | |
| | |
Common Stock | |
| 0 | | |
| 0 | | |
| 0 | |
Additional Paid in Capital | |
| 0 | | |
| (71,250 | ) | |
| (71,250 | ) |
Retained Earnings | |
| | | |
| | | |
| | |
Net Cash From (Used In) Financing Activities | |
$ | 0 | | |
$ | (71,250 | ) | |
| (71,250 | ) |
Net Cash Flow for Period | |
$ | (3,871,282 | ) | |
$ | 1 | | |
| (3,871,281 | ) |
Cash - Beginning of Period | |
| 12,181,799 | | |
| 0 | | |
| 12,181,799 | |
Cash - End of Period | |
$ | 8,310,519 | | |
$ | (1 | ) | |
| 8,310,518 | |
NON-CASH INVESTING AND FINANCING ACTIVITIES | |
| | | |
| | | |
| | |
Common Stock Issued to pay Compensation for Marketing | |
$ | 829,500 | | |
$ | (829,500 | ) | |
$ | 0 | |
| |
As Filed | | |
Adjustments | | |
As Restated | |
|
|
Three Months Ended September 30 2023 | |
| |
| | |
Restatement | | |
| |
| |
As Filed | | |
Adjustments | | |
As Restated | |
Statement of operations | |
| | |
| | |
| |
Net Sales | |
$ | 1,239,554 | | |
$ | 63,651 | | |
$ | 1,303,205 | |
Other income | |
| | | |
| | | |
| | |
Cost of Sales | |
| 333,325 | | |
| 0 | | |
| 333,325 | |
Gross Profit | |
| 906,229 | | |
| 63,651 | | |
| 969,880 | |
Operating Expenses: | |
| | | |
| | | |
| | |
Sales & Marketing | |
| 625,097 | | |
| 51,929 | | |
| 677,026 | |
General & Administrative | |
| 1,198,318 | | |
| (589,671 | ) | |
| 608,647 | |
Depreciation & Amortization | |
| 152,210 | | |
| 0 | | |
| 152,210 | |
Payroll Expenses | |
| 0 | | |
| 347,461 | | |
| 347,461 | |
Research & Development | |
| 0 | | |
| 75,430 | | |
| 75,430 | |
Total Operating Expenses | |
$ | 1,975,625 | | |
$ | (114,851 | ) | |
$ | 1,860,774 | |
Operating Income (Loss) | |
| (1,069,396 | ) | |
| 178,502 | | |
| (890,894 | ) |
Total Other Income (Loss) | |
| 0 | | |
| (4,215 | ) | |
| (4,215 | ) |
Interest Expenses | |
| | | |
| | | |
| | |
Net Income (Loss) | |
$ | (1,069,396 | ) | |
$ | 174,287 | | |
$ | (895,109 | ) |
| |
| | | |
| | | |
| | |
Earning (Loss) per Share | |
| | | |
| | | |
| | |
Basic and diluted | |
$ | (0.13 | ) | |
| | | |
$ | (0.11 | ) |
NOTE
3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES & USE OF ESTIMATES.
Our
significant accounting policies are provided in “Note 2 – Summary of Significant Accounting Policies” in our Financial
Statements 2023 Form 10-K. There have been no material changes to our significant accounting policies from those disclosed in our 2023
Form 10-K for the fiscal year ended December 31, 2023.
Stock
Based Compensation
The
Company accounts for stock-based payments in accordance with the provision of ASC 718, which requires that all share-based payments issued
to acquire goods or services, including grants of employee stock options, be recognized in the statement of operations based on their
fair values, net of estimated forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary,
in subsequent periods if actual forfeitures differ from those estimates. Compensation expenses related to share-based awards is recognized
over the requisite service period, which is generally the vesting period.
The
preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent liabilities at dates of the financial statements and the reported
amounts of revenue and expenses during the periods. Actual results could differ from these estimates. In the opinion of management, our
financial statements reflect all adjustments considered necessary by management to fairly state the results of operations, financial
position and cash flows of the Company for the periods presented.
Revenue
Recognition
Under
Topic 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the
consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements
that an entity determines are within the scope of Topic 606, the entity performs the following five steps: (i) identify the contract(s)
with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the
transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance
obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration
it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined
to be within the scope of Topic 606, we assess the goods or services promised within each contract and determine those that are performance
obligations and assess whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction
price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied.
Revenue
is then recognized for the transaction price allocated to each respective performance obligation when (or as) the performance obligation
is satisfied. For our products, revenue is generally recognized upon shipment or pickup by the customer. At this stage, the title on
the manufactured equipment is transferred to the customer, and the customer is responsible for transportation expenses, insurance, and
any transport-related damage to the equipment in transit. We do not hold any obligation to deliver beyond the collection warehouse, and
it is the customers’ contractual responsibility to ensure their goods reach their destination.
Refunds
and returns, which are minimal, are recorded as a reduction of revenue. Payments received from customers before satisfying the above
criteria are recorded as unearned income on the combined balance sheets.
Payments
received as deposits for specific purchase orders or future laser equipment sales to customers are recognized as customer deposits and
included in liabilities on the balance sheet. Customer deposits are recognized as revenue when control over the ordered equipment is
transferred to the customer.
All
revenues are reported in net of any sales discounts or taxes.
Other
Revenue Recognition Matters related to Distributors.
Distributors
generally have no right to return unsold equipment. However, in limited circumstances, if the company determines that distributor stock
is morally aging beyond the company’s new model releases, it may accept returns and provide the distributor with credit against
their trading account at the company’s discretion under its warranty policy. This revenue is recognized on a consignment basis
and transfer of control is when an item is sold to end customer at which time the company recognizes revenue.
Cash
and Cash Equivalents
Cash
and cash equivalents consist of highly liquid investments with an original maturity of three months or less at the date of purchase.
Cash and cash equivalents are carried at a cost, which approximates fair value.
Current
Liabilities
Accounts
Payable
Accounts
payable consist of short-term liability to our vendors and sub-contractors, who extend credit terms to the Company or deliver goods or
services with delayed payment terms. As of September 30, 2024, and December 31, 2023, our accounts payable were recorded at $533,938
and $223,040, respectively.
Deferred
Revenue
Deferred
Revenue is primarily comprised of products that have been made available to key distributors that have not been sold. As of September
30, 2024, the Company had $ 116,564, and December 31, 2023, the Company’s deferred revenue liabilities were recorded $213,114.
As
of September 30, 2024, there were no loan balances owed by the Company.
Net
Earnings/Loss per Share
Basic
Earnings/Loss per share is calculated by dividing the Earnings/Loss attributable to stockholders by the weighted-average
number of shares outstanding for the period. Diluted Earnings/Loss per share reflects the potential dilution that could occur
if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common
stock that shared in the earnings (loss) of the Company. Diluted Earnings/Loss per share is computed by dividing the Earnings/Loss
available to stockholders by the weighted average number of shares outstanding for the period and dilutive potential shares outstanding
unless such dilutive potential shares would result in anti-dilution.
Accounts
Receivable
Trade
accounts receivable is recorded net of allowance for expected uncollectible accounts. The Company extends credit to its customers in
the normal course of business and performs on-going credit evaluations of its customers. All accounts, or portions thereof, that are
deemed uncollectible are written off to bad debt expense, as incurred. In addition, most sales orders are not accepted without a substantial
deposit. As of September 30, 2024, the balance of collectible accounts was $981,266. There is Allowance of Bad Debt considered as of
September 30, 2024, for $207,971.
Inventory
Inventories
are stated at a lower cost or net realizable value using the first-in first-out (FIFO) method. The Company has four principal categories
of inventory:
Sales
demonstration inventory - Sales demonstration inventory represents completed product used to support our sales force for demonstrations
and held for sale. Sales demonstration inventory is held in our demo facilities or by our sales representatives for up to three years,
at which time it would be refurbished and transferred to finished goods as used equipment, stated at the lower of cost or net realizable
value. Sales Demo inventory is recorded as a fixed asset now and the useful life
considered is seven years for most items. We do have one item considered with five years useful life.
Equipment
parts inventory - This inventory represents components and raw materials that are currently in the process of being converted to
a certifiable lot of saleable products through the manufacturing and/or equipment assembly process. Inventories include parts and components
that may be specialized in nature and subject to rapid obsolescence. The Company periodically reviews the quantities and carrying values
of inventories to assess whether the inventories are recoverable. Because of the Company’s vertical integration, a significant
or sudden decrease in sales activity could result in a significant change in the estimates of excess or obsolete inventory valuation.
The costs associated with provisions for excess quantities, technological obsolescence, or component rejections are charged to cost of
sales as incurred.
Work
in process inventory - Work in process inventory consists of inventory that is partially manufactured or not fully assembled
as of the date of these financial statements. This equipment, machines, parts, frames, lasers and assemblies are items not ready for
use or resale. Costs are accumulated as work in process until sales ready items are compete when it is moved to finished goods inventory.
The amounts in this account represent items at various stages of completion at the date of these financial statements.
Finished
goods inventory - Finished goods inventory consists of purchased inventory that was fully manufactured, assembled or in salable condition.
Finished goods inventory is comprised of items that are complete and ready for commercial application without further cost other that
delivery and setup.
As
of September 30, 2024, and December 31, 2023, respectively, our inventory consisted of the following:
SCHEDULE OF INVENTORY
Inventory | |
As of
September 30, 2024
(Unaudited) | | |
As of
December 31, 2023
(Audited) | |
| |
| | |
| |
Equipment Parts Inventory | |
$ | 969,356 | | |
$ | 862,940 | |
Finished Goods Inventory | |
| 908,327 | | |
| 992,744 | |
Sales Demo Inventory | |
| - | | |
| 162,958.00 | |
Work in process Inventory | |
| 234,226 | | |
| 243,029 | |
Inventory Reserve | |
| (281,184 | ) | |
| (24,216 | ) |
Total Inventory | |
$ | 1,830,725 | | |
$ | 2,237,455 | |
Fixed
Assets - Plant Machinery and Equipment
Property
and equipment are recorded at cost. Expenditures for major additions and improvements are capitalized and minor replacements, maintenance,
and repairs are charged to expense as incurred. When property and equipment are retired or otherwise disposed of, the cost and accumulated
depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations for the respective
period.
Machinery
and Equipment
Depreciation
is provided over the estimated useful lives of the related assets using the straight-line method for financial statement purposes.
SCHEDULE OF ESTIMATED USEFUL LIVES FOR SIGNIFICANT PROPERTY AND EQUIPMENT
Category | |
Economic Useful Life |
|
Office furniture and fixtures | |
5-7 years |
|
Machinery. Vehicles and equipment | |
5-7 years |
|
Leasehold improvements | |
Lease
term |
|
SCHEDULE OF FIXED ASSETS
Fixed Assets | |
As of
September 30, 2024
(Unaudited) | | |
As of
December 31, 2023
(Audited) | |
| |
| | |
| |
Accumulated Depreciation | |
$ | (1,146,616 | ) | |
$ | (729,956 | ) |
Machinery & Equipment | |
| 799,652 | | |
| 796,783 | |
Office Furniture & Computer Equipment | |
| 132,168 | | |
| 77,487 | |
Vehicles | |
| 90,959 | | |
| 90,959 | |
R&D Equipment | |
| 43,268 | | |
| 37,973 | |
Leasehold improvements | |
| 257,558 | | |
| 31,775 | |
Demonstration equipment | |
| 1,081,499 | | |
| 647,790 | |
Property, Plant and Equipment, Gross | |
| 1,081,499 | | |
| 647,790 | |
Total Fixed Assets | |
$ | 1,258,488 | | |
$ | 952,811 | |
Intangible
Assets
Intangible
assets consist primarily of capitalized equipment design documentation, software costs for equipment manufactured for sale, as well as
certain patent, trademark and license costs. Capitalized software and equipment design documentation development costs are recorded in
accordance with Accounting Standard Codification (“ASC”) 985 “Software” with costs amortized using the straight-line
method over a ten-year period. Patent, trademark and license costs are amortized using the straight-line method over their estimated
useful lives of 15 years. On an ongoing basis, management reviews the valuation of intangible assets to determine if there has been impairment
by comparing the related assets’ carrying value to the undiscounted estimated future cash flows and/or operating income from related
operations.
The
Company employs various core technologies across many different product families and applications in an effort to maximize the impact
of our research and development costs and increase economies of scale and to leverage its technology-specific expertise across multiple
product platforms. The technologies inherent in its laser equipment products include application documentation, proprietary and custom
software developed for operation of its equipment, specific knowledge of supply chain and, mostly important, equipment design documentation,
consisting of 3D engineering drawings, bills of materials, wiring diagrams, parts AutoCad drawings, software architecture documentation,
etc. Intangible assets were received from a related party, ICT Investments, and therefore transferred and booked by Laser Photonics Corp.
at their historical cost.
SCHEDULE OF INTANGIBLE ASSETS ASSETS
Intangible Assets | |
As of
September 30, 2024
(Unaudited) | | |
As of
December 31, 2023
(Audited) | |
| |
| | |
| |
Accumulated Amortization | |
$ | (978,395 | ) | |
$ | (725,228 | ) |
Customer Relationships | |
| 211,000 | | |
| 211,000 | |
Equipment Design Documentation | |
| 2,675,000 | | |
| 2,675,000 | |
Operational Software & Website | |
| 339,539 | | |
| 339,539 | |
Trademarks | |
| 216,800 | | |
| 216,800 | |
License & Patents | |
| 1,562,876 | | |
| 1,562,876 | |
Intangible Assets, Gross | |
| 1,562,876 | | |
| 1,562,876 | |
Total Intangible Assets | |
$ | 4,026,820 | | |
$ | 4,279,987 | |
Long-Lived
Assets
Long-lived
assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable.
Impairment is measured by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected
to result from use of the assets and their ultimate disposition. In instances where impairment is determined to exist, the Company will
write down the asset to its fair value based on the present value of estimated future cash flows.
NOTE
4 – LEASES
Our
leases consist of operating leases only related to our two facilities located in Orlando, Florida. The operating leases for our facilities
are non-cancelable operating leases and are included in Operating lease right-of-use (“ROU”) asset, Lease liability, and
Lease liability – less current portion in our balance sheets. ROU assets represent our right to use an underlying asset for the
lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Lease expense for lease payments
is recognized on a straight-line basis over the lease term.
SCHEDULE OF OPERATING LEASES EXPENSES
| |
2024
(Unaudited) | | |
2023
(Restated) | | |
2024
(Unaudited) | | |
2023
(Restated) | |
| |
Three Months Ended September
30, | | |
Nine Months Ended September
30, | |
| |
2024
(Unaudited) | | |
2023
(Restated) | | |
2024
(Unaudited) | | |
2023
(Restated) | |
| |
| | |
| | |
| | |
| |
Operating Lease Expense | |
$ | 132,819 | | |
$ | 91,062 | | |
$ | 292,513 | | |
$ | 272,733 | |
NOTE
5 – STOCKHOLDERS’ EQUITY/DEFICIT
General
The
following description of our securities and certain provisions of our amended and restated certificate of incorporation and amended and
restated bylaws are summaries and are qualified by reference to the amended and restated certificate of incorporation and our bylaws
that will be in effect on the closing of this offering. Copies of these documents have been filed with the SEC as exhibits to our registration
statement, of which this prospectus forms a part. The descriptions of the Shares, and preferred stock reflect changes to our capital
structure that will be in effect on the closing of this offering.
Preferred
Stock
|
● |
Par
value: $0.001 |
|
● |
Authorized:
10,000,000 |
|
● |
Issued:
There were no preferred shares issued and outstanding as of September 30, 2024 |
Common
Stock
|
● |
Par
value: $0.001 |
|
● |
Authorized:
100,000,000 |
|
● |
Issued:
13,832,395 as of September 30, 2024 |
On
February 2nd, 2024, 17,008 Shares of Common stock were issued to Jade Barnwell, the former Laser Photonics CFO, under the
terms of employment.
On
May 21, 2024, 3,000,000 of Common stock were issued and transferred to Fonon Corporation in exchange for licenses for all commercial
and noncommercial applications of Fonon Corp for laser cutting, marking, engraving, welding, semiconductor applications and flat panel
display. The stock was valued at it’s fair-market value of $6,615,000 and recorded as a deemed dividend.
On
August 16, 2024, Laser Photonics Corporation (the “Company”) entered a private placement transaction (the “Private
Placement”) pursuant to a Securities Purchase Agreement (the “Securities Purchase Agreement”) with certain institutional
investors (the “Purchasers”) for aggregate gross proceeds of $3.0 million, before deducting fees to the placement agent and
other expenses payable by the Company in connection with the Private Placement. The Company intends to use the net proceeds from the
Private Placement for working capital and general corporate purposes. Aegis Capital Corp. (“Aegis”), acted as the exclusive
placement agent for the Private Placement, which closed on August 19, 2024. On September 6, 2024, 1,500,000 of Common stock were issued
under the PIPE. In addition to the shares that were issued the investors were granted warrants for shares exercisable at $4.34/ share
that would not be eligible for exercising until October 21,2024 at the earliest. The relative fair value of the warrants is $1,683,867.
On
September 16, 2024, 61,968 shares of Common Stock were cashless exercised by Alexander Capital who held these warrants as part of the
initial IPO completed in November 2022.
Warrants
As
of September 30, 2024, there were 1,500,000 Warrants Outstanding related to above mentioned PIPE.
Options
As
of September 30, 2024, there were no Options Issued or Outstanding
NOTE
6 – RELATED PARTY TRANSACTIONS
ICT
Investments provides the Company with accounting services and various management services on a as needed basis. For the six months ended
September 30, pursuant to an arrangement with ICT Investment, the Company paid in total $35,760 and $28,217, respectively, for various
accounting services and management resources. Any distributions between Laser Photonics and ICT must be distributed to affiliate company.
ICT
Investments owns 626,918 shares of the Company’s common stock. ICT Investments owned 4,688,695 shares of the Company’s common
stock prior to the closing of the Company’s IPO on October 4, 2022, this represented 96.1% of the total shares outstanding. As
of December 31, 2022, ICT Investments owns 59.5% of the total shares outstanding. Dmitriy Nikitin is the Managing Partner of ICT Investments
and has controlled the Company since its inception. As of the end of 2023 the % is 58.7.%
On
May 21, 2024 3,000,000 of Common stock were issued and transferred to Fonon Corporation in exchange for licenses for all commercial and
noncommercial applications of Fonon Corp for laser cutting, marking, engraving, welding, semiconductor applications and flat panel display.
The stock was valued at its fair-market value of $6,615,000 and recorded as a deemed dividend.
For
the 9 months ending September 30,2024 there was related party liability of $3,089.36 payable to Fonon Technologies for sales commission
and $3,137.19 payable to Dmitriy Nikitn for consulting.
For
the 9 months ending September 30,2024 $3,822,037 was distributed to an affiliate party Fonon Corporation. The financial statements are
adjusted to reflect the Fonon Corporation amounts as distribution to affiliate. Prior treatment considered the transaction to be a related
party but is now properly reflecting the transaction under common control and in line with prior 2023 financials.
NOTE
7 – COMMITMENTS AND CONTINGENCIES
In
October 2021, a lease on 18,000 SF facility was signed with the landlord for three years, terminating on October 31, 2024. The monthly
rent for this facility is currently $15,109. The Company entered into a lease for additional 8000 SF of office space adjacent to the
original facility for an additional $10,000/ month in October 2023. The combined expense monthly expense is $25,109
In
December 2022, we entered into an agreement with 2701 Maitland Building Associates to rent 8,000 sf of additional office space nearby
the main facility, for our growing sales and marketing program. The monthly rent for this space is currently $14,805.
As
of January 1, 2020, we adopted ASU 2016-02 employing the cumulative-effect adjustment transition method, resulting in the recognition
on our balance sheet of $597,143 as a right-of-use asset for operating leases, $434,153 as a current operating lease liability, and $
162,990 as a lease liability less the current portion.
We
only have $252,558 in lease liability on the balances sheet. Current amount is $206,212 and long-term amount is $46,346 as of September
30, 2024.
The
maturity amounts of our lease liabilities are as follows:
SCHEDULE OF MATURITY OF LEASE LIABILITIES
Year ending December 31, | |
Operating Leases | |
2024 | |
$ | 93,553 | |
2025 | |
$ | 159,005 | |
Total | |
$ | 252,558 | |
NOTE
8 – SUBSEQUENT EVENTS
The
Company’s management has evaluated subsequent events up to November 21, 2024, the date the financial statements were issued, pursuant
to the requirements of ASC 855 and has the following to report:
On
October 31, 2024 completed the acquisition of Control Micro Systems, Inc. (CMS).
ITEM
2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The
following discussion of our financial condition and results of operations should be read in conjunction with our unaudited financial
statements and the notes to those financial statements appearing elsewhere in this Report.
Certain
statements in this Report constitute forward-looking statements. These forward-looking statements include statements, which involve risks
and uncertainties, regarding, among other things, (a) our projected sales, profitability, and cash flows, (b) our growth strategy, (c)
anticipated trends in our industry, (d) our future financing plans, and (e) our anticipated needs for, and use of, working capital. They
are generally identifiable by use of the words “may,” “will,” “should,” “anticipate,”
“estimate,” “plan,” “potential,” “project,” “continuing,” “ongoing,”
“expects,” “management believes,” “we believe,” “we intend,”