GreenPower Motor Co. Files 20-F Annual Report

TL;DR

GreenPower Motor Co. dropped its 20-F, check financials for FY ending March 31, 2024.

AI Summary

GreenPower Motor Company Inc. filed its annual report on Form 20-F for the fiscal year ending March 31, 2024. The filing provides details on the company's financial performance, business operations, and risk factors. Key financial data and operational highlights for the period are presented within the report.

Why It Matters

This filing is crucial for investors and stakeholders as it provides a comprehensive overview of GreenPower's financial health and strategic direction for the past fiscal year.

Risk Assessment

Risk Level: medium — As a manufacturer of electric vehicles, the company faces risks related to production, supply chain, market demand, and competition, which are detailed in the 20-F filing.

Key Numbers

• 2024-03-31 — Fiscal Year End (The report covers the period up to this date.)
• 2023-03-31 — Prior Fiscal Year End (For comparison with the current fiscal year's performance.)

Key Players & Entities

• GREENPOWER MOTOR Co INC. (company) — Filer
• 0001584547 (company) — Central Index Key
• 20240331 (date) — Fiscal Year End
• 20240701 (date) — Filing Date
• VANCOUVER (location) — Business Address City

FAQ

Key Financial Figures

• $18.3 million — March 31, 2024, we generated a loss of $18.3 million bringing our accumulated deficit to $79
• $79.0 million — ion bringing our accumulated deficit to $79.0 million. During the year ended March 31, 2024
• $39.3 million — 31, 2024 we generated annual revenue of $39.3 million and expect significant increases in cos

Filing Documents

• form20f.htm (20-F) — 2993KB
• exhibit10-32.htm (EX-10.32) — 59KB
• exhibit10-33.htm (EX-10.33) — 60KB
• exhibit10-34.htm (EX-10.34) — 58KB
• exhibit10-35.htm (EX-10.35) — 2KB
• exhibit10-36.htm (EX-10.36) — 2KB
• exhibit10-37.htm (EX-10.37) — 6KB
• exhibit10-38.htm (EX-10.38) — 6KB
• exhibit10-39.htm (EX-10.39) — 4KB
• exhibit10-40.htm (EX-10.40) — 3KB
• exhibit10-35x001.jpg (GRAPHIC) — 3KB
• exhibit10-36x001.jpg (GRAPHIC) — 3KB
• form20fxz001.jpg (GRAPHIC) — 3KB
• form20fxz002.jpg (GRAPHIC) — 3KB
• 0001062993-24-013172.txt ( ) — 13405KB
• gpvrf-20240331.xsd (EX-101.SCH) — 189KB
• gpvrf-20240331_cal.xml (EX-101.CAL) — 66KB
• gpvrf-20240331_def.xml (EX-101.DEF) — 279KB
• gpvrf-20240331_lab.xml (EX-101.LAB) — 1698KB
• gpvrf-20240331_pre.xml (EX-101.PRE) — 513KB
• form20f_htm.xml (XML) — 2468KB

Item 18

Item 17 Item 18 If this is an annual report, indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b 2 of the Exchange Act): Yes No (APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS) Indicate by check mark whether Registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Not applicable. TABLE OF CONTENTS Page PART I 2

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 2

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 2

KEY INFORMATION

ITEM 3. KEY INFORMATION 2

INFORMATION ON THE COMPANY

ITEM 4. INFORMATION ON THE COMPANY 14

A. UNRESOLVED STAFF COMMENTS

ITEM 4.A. UNRESOLVED STAFF COMMENTS 27

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 27

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 39

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 53

FINANCIAL INFORMATION

ITEM 8. FINANCIAL INFORMATION 56

THE OFFER AND LISTING

ITEM 9. THE OFFER AND LISTING 56

ADDITIONAL INFORMATION

ITEM 10. ADDITIONAL INFORMATION 57

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 71

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 72 PART II 72

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 72

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 72

CONTROLS AND PROCEDURES

ITEM 15. CONTROLS AND PROCEDURES 73

[RESERVED]

ITEM 16. [RESERVED] 75

AUDIT COMMITTEE FINANCIAL EXPERT

ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 75

CODE OF ETHICS

ITEM 16B. CODE OF ETHICS 75

PRINCIPAL ACCOUNTANT FEES AND SERVICES

ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 75

EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 76

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 76

CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

ITEM 16F. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 76

CORPORATE GOVERNANCE

ITEM 16G. CORPORATE GOVERNANCE 77

MINE SAFETY DISCLOSURE

ITEM 16H. MINE SAFETY DISCLOSURE 77

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 77

INSIDER TRADING POLICIES

ITEM 16J. INSIDER TRADING POLICIES 77

CYBERSECURITY

ITEM 16K. CYBERSECURITY 77 PART III 77

FINANCIAL STATEMENTS

ITEM 17. FINANCIAL STATEMENTS 77

FINANCIAL STATEMENTS

ITEM 18. FINANCIAL STATEMENTS 77

EXHIBITS

ITEM 19. EXHIBITS 121 Explanatory Note GreenPower Motor Company Inc. (" GreenPower ", " we ", " our ", " us ", " the Company ") is a Canadian issuer that is permitted to prepare this Annual Report on Form 20-F (this " Annual Report ") pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the " Exchange Act "), in accordance with Canadian disclosure requirements, which are different from those of the United States. The Company is a "foreign private issuer" as defined in Rule 3b-4 under the Exchange Act and Rule 405 under the Securities Act of 1933, as amended (the " Securities Act "). Equity securities of the Company are accordingly exempt from Sections 14(a), 14(b), 14(c), 14(f) and 16 of the Exchange Act pursuant to Rule 3a12-3 thereunder. The Company's common shares are listed on the Nasdaq Stock Exchange (the " Nasdaq ") under the trading symbol "GP" and on the Toronto Stock Exchange under the trading symbol "GPV". All amounts presented are in United States dollars unless otherwise indicated. In this Annual Report, references to "GreenPower", "we", "our", "us", "the Company" or similar terms refer to GreenPower Motor Company Inc. and our subsidiaries, on a consolidated basis.

Forward-Looking Statements

Forward-Looking Statements This Annual Report on Form 20-F may contain forward-looking statements within the meaning of certain securities laws, including the "safe harbour" provisions of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation. Forward-looking statements in this Annual Report on Form 20-F may include, but are not limited to statements involving estimates, assumptions or judgements, and these statements may be identified by words such as "believe", "expect", "expectation", "aim", "achieve", "intend", "commit", "goal", "plan", "strive" and "objective", and similar expressions of future or conditional verbs such as "will", "may", "might", "should", "could" or "would". By their very nature, forward-looking statements require us to make assumptions and are subject to inherent risks and uncertainties, which give rise to the possibility that our expectations or conclusions will not prove to be accurate, that our assumptions may not be correct, and that our plans, goals, expectations and objectives will not be achieved. We caution readers not to place undue reliance on these statements as a number of risk factors could cause our actual results to differ materially from the expectations expressed in such forward-looking statements. These statements are only predictions and involve known and unknown risks, including the risks in the section entitled "Risk Factors", uncertainties and other factors, which may cause our company's or our industry's actual results, levels of activity or performance to be materially different from any future results, levels of activity or performance expressed or implied by these forward-looking statements. Forward-looking statements are based on the reasonable assumptions, estimates, analysis and opinions made in light of our experience and our perception of trends, current conditions and expected developments, as well as other factors that we believe to be relevant and

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS Not applicable.

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE Not applicable.

KEY INFORMATION

ITEM 3. KEY INFORMATION A. Reserved Not Applicable B. Capitalization and Indebtedness Not applicable. C. Reasons for the offer and use of proceeds Not applicable. 2 D. Risk Factors

Risk Factors

Risk Factors An investment in our common shares involves a number of very significant risks. You should carefully consider the following risks and uncertainties in addition to other information in this annual report in evaluating our company and our business before making an investment decision about our company. Our business, operating results and financial condition could be seriously harmed as a result of the occurrence of any of the following risks. You could lose all or part of your investment due to any of these risks. Risks Related to Our Business We have not reached profitability and currently have negative operating cash flows For the fiscal year ended March 31, 2024, we generated a loss of $18.3 million bringing our accumulated deficit to $79.0 million. During the year ended March 31, 2024 we generated annual revenue of $39.3 million and expect significant increases in costs and expenses as we invest in expanding our production and operations. Even if we are successful in increasing revenues from sales of our products, we may be unable to achieve positive cash flow or profitability for a number of reasons, including but not limited to, an inability to control production costs, increases or inflation in our selling general and administrative expenses, and a reduction in our product sales price due to competitive or other factors. An inability to generate positive cash flow and profitability until we reach a sufficient level of sales with positive gross margins that cover operating expenses, or an inability to raise additional capital on reasonable terms, will adversely affect our viability as an operating business. Based on these factors, the Company's ability to achieve its business objectives is subject to material uncertainty which casts substantial doubt upon the Company's ability to continue as a going concern. We operate in a capital-intensive industry and will require a significant amount of capital to continue operations If the revenue

View Full Filing

View this 20-F filing on SEC EDGAR