iPower Eyes Crypto Treasury Amidst E-commerce Reliance, Cannabis Market Volatility

TL;DR

**iPower's bet on crypto and cannabis is a high-stakes gamble, making it a speculative play for risk-tolerant traders.**

AI Summary

iPower Inc. (IPW) filed its 10-K for the fiscal year ended June 30, 2025, revealing a market value of voting and non-voting common equity held by non-affiliates at $9,775,042 as of December 31, 2024. The company's business is heavily reliant on third-party platforms like Amazon, Walmart, and eBay, which account for approximately 99% of its current revenues. A significant strategic shift is the potential adoption of a 'Digital Treasury Strategy' involving Bitcoin and other cryptocurrency assets, which introduces substantial volatility and counterparty risks. The company acknowledges material weaknesses in internal control over financial reporting, which could impact financial reporting accuracy. Furthermore, iPower's growth is substantially dependent on the U.S. cannabis market's growth and stabilization, exposing it to evolving and inconsistent state and federal regulations. The company also faces intense competition and supply chain risks, particularly concerning its reliance on China for product production and a limited base of suppliers for certain components like light ballasts.

Why It Matters

iPower's heavy reliance on a few e-commerce giants like Amazon for 99% of its revenue makes it highly vulnerable to platform policy changes or disruptions, a critical concern for investors. The proposed 'Digital Treasury Strategy' involving Bitcoin introduces a new layer of significant, untested risk, potentially increasing stock volatility and impacting financial stability. For employees and customers, supply chain dependencies on China and a limited supplier base for key products like light ballasts could lead to product availability issues and price fluctuations. The company's indirect exposure to the volatile and evolving cannabis industry regulations adds further uncertainty, distinguishing it from competitors with more diversified revenue streams.

Risk Assessment

Risk Level: high — The risk level is high due to iPower's stated intention to adopt a 'Digital Treasury Strategy' involving highly volatile Bitcoin and other digital assets, which 'could significantly impact our financial results and the market price of our listed securities.' Additionally, the company acknowledges 'material weaknesses in our internal control over financial reporting,' which directly impacts the reliability of financial data and investor confidence. The substantial dependence on 'third-party platforms, including Amazon, Temu, Walmart and eBay' for 'approximately 99% of our current revenues' also presents a concentrated business risk.

Analyst Insight

Investors should approach IPW with extreme caution, given the significant risks associated with its proposed digital treasury strategy and its heavy reliance on third-party sales platforms. Await further details on the implementation and risk mitigation strategies for the crypto holdings before considering any investment, and monitor closely for improvements in internal controls.

Revenue Breakdown

Key Numbers

• $9,775,042 — Aggregate market value of common equity held by non-affiliates (as of December 31, 2024, indicating a smaller market capitalization)
• 31,493,686 — Shares outstanding of common stock (as of October 9, 2025)
• 99% — Percentage of current revenues (derived from third-party sales platforms like Amazon, Walmart, and eBay, highlighting significant platform dependence)

Key Players & Entities

• iPower Inc. (company) — registrant
• The Nasdaq Stock Market LLC (regulator) — exchange for common stock
• Amazon.com (company) — third-party sales platform
• Walmart (company) — third-party sales platform
• eBay (company) — third-party sales platform
• Bitcoin (dollar_amount) — cryptocurrency asset for Digital Treasury Strategy
• Dayourenzi (Shenzhen) Technology Co., Ltd. (company) — China-based subsidiary
• Daheshou (Shenzhen) Information Technology Co., Ltd. (company) — China-based subsidiary
• China (regulator) — source of product production
• U.S. (regulator) — market for cannabis industry

FAQ

Risk Factors

• Reliance on Third-Party Platforms [high — financial]: The company's revenue is overwhelmingly dependent on third-party sales platforms, with approximately 99% of current revenues derived from platforms like Amazon, Walmart, and eBay. This concentration exposes iPower to significant risks related to platform policy changes, fee structures, and algorithm adjustments, which could materially impact sales and profitability.
• Digital Treasury Strategy and Cryptocurrency Volatility [high — financial]: The potential adoption of a 'Digital Treasury Strategy' involving Bitcoin and other cryptocurrency assets introduces substantial volatility and counterparty risks. Fluctuations in cryptocurrency values can lead to significant financial losses, and the regulatory landscape for digital assets remains uncertain.
• Material Weaknesses in Internal Control [high — operational]: The company acknowledges material weaknesses in internal control over financial reporting. This raises concerns about the accuracy and reliability of its financial statements and could lead to errors or fraud, potentially impacting investor confidence and regulatory compliance.
• U.S. Cannabis Market Dependence [high — regulatory]: iPower's growth is substantially dependent on the U.S. cannabis market. This market is subject to evolving and inconsistent state and federal regulations, creating uncertainty and potential legal or operational challenges for the company.
• Intense Competition [medium — operational]: The company faces intense competition within its product categories. This competitive pressure can affect pricing, market share, and profitability, requiring continuous innovation and efficient operations to maintain a competitive edge.
• Supply Chain Risks [medium — operational]: iPower's reliance on China for product production and a limited base of suppliers for certain components, such as light ballasts, exposes it to significant supply chain risks. Disruptions due to geopolitical events, trade disputes, or supplier issues could impact product availability and costs.

Industry Context

iPower operates in the online retail and distribution of consumer goods, with a focus on home, pet, outdoor, gardening, and consumer electronics. The industry is characterized by rapid growth, driven by e-commerce adoption, and intense competition from both established players and emerging online retailers. Success hinges on efficient supply chain management, data-driven product development, and effective online channel strategies.

Regulatory Implications

The company's significant reliance on the U.S. cannabis market exposes it to a complex and evolving regulatory landscape at both state and federal levels. Furthermore, the potential adoption of a 'Digital Treasury Strategy' introduces regulatory uncertainties associated with cryptocurrency assets.

What Investors Should Do

1. Monitor platform dependency
2. Assess cryptocurrency strategy risks
3. Track internal control remediation
4. Evaluate cannabis market exposure

Key Dates

• 2024-12-31: Market value of common equity held by non-affiliates — Indicates a market capitalization of $9,775,042 as of this date, suggesting a relatively small company valuation.
• 2025-06-30: Fiscal Year End — The period covered by the 10-K filing, providing the latest financial performance data.
• 2025-10-09: Shares outstanding of common stock — Reported at 31,493,686 shares as of this date.

Glossary

Digital Treasury Strategy

A strategy where a company holds digital assets, such as cryptocurrencies like Bitcoin, as part of its treasury reserves. (iPower is considering this strategy, which introduces significant financial and regulatory risks due to the volatility of cryptocurrencies.)

Material Weaknesses

A deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company's annual or interim financial statements will not be prevented or detected on a timely basis. (iPower has acknowledged material weaknesses, raising concerns about the reliability of its financial reporting.)

Amazon Choice

A badge given by Amazon to products that are highly rated, well-packaged, easy to ship, and available for fast delivery. (Some of iPower's products have received this designation, indicating strong performance on the Amazon platform.)

#1 Best Seller

A designation given by Amazon to the best-selling product within a specific category. (Several of iPower's products have achieved this status, highlighting their market popularity on Amazon.)

SKUs

Stock Keeping Units, a unique identifier for each distinct product and service that a retailer sells. (iPower manages a diverse catalog of SKUs, indicating the breadth of its product offerings.)

Year-Over-Year Comparison

The 10-K for the fiscal year ended June 30, 2025, highlights a continued heavy reliance on third-party e-commerce platforms, with approximately 99% of revenues still derived from these channels. A significant new development is the potential adoption of a 'Digital Treasury Strategy' involving cryptocurrencies, introducing substantial new financial and counterparty risks not present in prior filings. The company also continues to acknowledge material weaknesses in internal control over financial reporting, indicating ongoing challenges in ensuring accurate financial disclosures. Dependence on the U.S. cannabis market and supply chain risks, particularly concerning China and component suppliers, remain key concerns.

Filing Documents

• ipower_i10k-063025.htm (10-K) — 1395KB
• ipower_ex2301.htm (EX-23.1) — 3KB
• ipower_ex2302.htm (EX-23.2) — 3KB
• ipower_ex3101.htm (EX-31.1) — 8KB
• ipower_ex3102.htm (EX-31.2) — 8KB
• ipower_ex3201.htm (EX-32.1) — 3KB
• ipower_ex3202.htm (EX-32.2) — 3KB
• ipower_ex9901.htm (EX-99.1) — 88KB
• image_001.jpg (GRAPHIC) — 5KB
• image_012.jpg (GRAPHIC) — 3KB
• 0001683168-25-007480.txt ( ) — 7228KB
• ipw-20250630.xsd (EX-101.SCH) — 54KB
• ipw-20250630_cal.xml (EX-101.CAL) — 77KB
• ipw-20250630_def.xml (EX-101.DEF) — 231KB
• ipw-20250630_lab.xml (EX-101.LAB) — 474KB
• ipw-20250630_pre.xml (EX-101.PRE) — 407KB
• ipower_i10k-063025_htm.xml (XML) — 837KB

Business

Business 1 Item 1A.

Risk Factors

Risk Factors 6 Item 1B. Unresolved Staff Comments 31 Item 1C. Cybersecurity 31 Item 2.

Properties

Properties 31 Item 3.

Legal Proceedings

Legal Proceedings 32 Item 4. Mine Safety Disclosures 32 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 33 Item 6. [Reserved] 34 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 34 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 49 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data 49 Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure 50 Item 9A.

Controls and Procedures

Controls and Procedures 50 Item 9B. Other Information 51 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 51 PART III Item 10. Directors, Executive Officers and Corporate Governance 52 Item 11.

Executive Compensation

Executive Compensation 57 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 60 Item 13. Certain Relationship and Related Transactions, and Director Independence 61 Item 14. Principal Accounting Fees and Services 63 PART IV Item 15. Exhibits and Financial Statement Schedules 64 Item 16. Form 10–K Summary 67

FORWARD LOOKING STATEMENTS

FORWARD LOOKING STATEMENTS This Annual Report on Form 10-K (including the section regarding Management's Discussion and Analysis and Results of Operations, the "Annual Report") contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. These statements are based on our management's belief and assumptions and on information currently available to our management. Although we believe that the expectations reflected in these forward-looking statements are reasonable, these statements relate to future events or our future financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking

Forward-looking statements

Forward-looking statements include statements concerning the following: our inability to predict or anticipate the occurrence and duration of any economic and business consequences that may be caused by any epidemic, recession or other unknown or unanticipated general economic upheavals; our inability to predict or anticipate the duration or long-term economic effect of the ongoing conflicts between Ukraine and Russia and in the Middle East and any potential supply chain issues that may result; our limited operating history; our future results of operations; our current and future capital requirements necessary to support our efforts to open or acquire new complimentary businesses and channels of trade; our cash needs and financial plans; our competitive position; seasonality and how it may impact consumer behavior and resulting sales; our dependence on consumer interest in growing crops with the equipment and other products that we offer; evolving laws surrounding cannabis on a local, state, and federal level; the effectiveness of our internal controls; our dependence on third parties to manufacture and sell us inventory; our ability to maintain or protect our intellectual property; our ability to innovate and develop new intellectual property to continue enhancing our product and service offerings; our ability to protect our systems from unauthorized intrusions or theft of proprietary information; our ability to retain key members of our executive team; our ability to maintain our relationships with third-party vendors and suppliers; our ability to internally develop products and intellectual property; our ability to achieve expected technological advances by us or by third parties and our ability to leverage such advances; our potential growth opportunities; interpretations of current laws and the passage of future laws; acceptance of our business model by investors; the accuracy of our estimates regarding expenses and

forward-looking statements by terminology such as "may," "will," "should," "expects,"

forward-looking statements by terminology such as "may," "will," "should," "expects," "intends," "plans," "anticipates," "believes," "estimates," "predicts," "potential," "continue" or the negative of these terms or other comparable terminology. These statements are only predictions. You should not place undue reliance on forward-looking statements, because they involve known and unknown risks, uncertainties, and other factors, which are, in some cases, beyond our control and which could materially affect results. Factors that may cause actual results to differ materially from current expectations include, among other things, those listed in the reports we file with the Securities and Exchange Commission, or the SEC. Actual events or results may vary significantly from those implied or projected by the forward-looking the documents that we reference in this Annual Report and the documentation we have filed as exhibits thereto with the SEC, with the understanding that our actual future results and circumstances may be materially different from what we expect.

Forward-looking statements

Forward-looking statements are made based on management's beliefs, estimates, and opinions on the date the statements are made, and we undertake no obligation to update forward-looking statements if these beliefs, estimates, and opinions or other circumstances should change, except as may be required by applicable law. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. Unless the context otherwise requires, the terms "the Company," "we," "us," and/or "our" in this Annual Report refer to iPower Inc. and its subsidiaries. Risk Factor Summary The risks described under the heading " Risk Factors " beginning on page 6 of this Annual Report on Form 10-K may cause us to be unable to realize the full benefits of our strengths and/or may cause us to be unable to successfully execute all or part of our strategy. Some of the more significant challenges we face include: Risks Related to Our Business and Products We sell proprietary brand offerings, as well as third party brands, which could expose us to various risks. Our competitors and potential competitors may develop products and technologies that are more effective or commercially attractive than our products. We may not be able to successfully develop new products or improve existing products or maintain our effectiveness in reaching consumers through rapidly evolving communication vehicles. The availability and cost of transportation for our products is vital to our success, and the loss of availability or increase in the cost of transportation or freight costs could have an unfavorable impact on our business, results of operations, financial condition, and cash flows. The ongoing conflict between Russia and Ukraine may adversely affect our business, financial condition, or results of operations. iii The occurrence of any epidemic or pandemic, including but not limite

DESCRIPTION OF BUSINESS

ITEM 1. DESCRIPTION OF BUSINESS Our Business iPower Inc. (formerly BZRTH, Inc.), a California-based corporation, was formed in Nevada in April 2018 ("iPower," "we," or "us"). Driven by tech and data, iPower is an online retailer and supplier of consumer home, pet, garden products, outdoor and consumer electronics, as well as a provider of value-added ecommerce services for third-party products and brands. iPower's capabilities include a full spectrum of online channels, robust fulfillment capacity, a network of warehouses serving the U.S., competitive last mile delivery partners and a differentiated business intelligence platform. With these capabilities, iPower efficiently moves a diverse catalog of SKUs from its supply chain partners to end consumers every day, providing the best value to customers in the U.S. and other countries. Our sales channels currently include Amazon Vendor, Amazon 3P, Walmart.com, Tiktok, Temu, and other marketplaces as well as our e-commerce websites such as simpledeluxe.com and more. We continue to expand our product categories through product development, our SuperSuite supply chain partner and future acquisitions. We anticipate continuing to expand our reach across the United States and internationally through organic growth. iPower has developed a set of methodologies driven by proprietary data formulas to effectively bring products to market and increase sales. We are actively developing in-house branded products and through supply chain partners, which to date include iPower, Simple Deluxe and other brands and consist of products such as home goods, fans, pet products, outdoor, gardening and consumer electronics, some of which have been designated as Amazon Choice products and category best sellers, among others. For the fiscal year ended June 30, 2025, our top five product categories accounted for 69% of total sales. While we continue to focus on our top product categories, we are working to expand our product catalog to inclu

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View this 10-K filing on SEC EDGAR