VivoPower International PLC Files 20-F Annual Report

TL;DR

VivoPower dropped its 20-F, check the financials for FY24.

AI Summary

VivoPower International PLC filed its annual report on Form 20-F for the fiscal year ending June 30, 2024. The filing details the company's financial performance and operational activities, including its business in electric and other services. The report covers financial data from fiscal years 2021 through 2023, with specific figures for issued capital, share premium, retained earnings, and noncontrolling interests.

Why It Matters

This filing provides investors and stakeholders with a comprehensive overview of VivoPower's financial health and strategic direction for the past fiscal year, crucial for investment decisions.

Risk Assessment

Risk Level: medium — As a 20-F filing, it's an annual report providing historical financial data, which is generally less volatile than real-time news, but the company's specific industry and performance can introduce medium risk.

Key Numbers

• 2024-06-30 — Fiscal Year End (The period covered by the 20-F filing.)
• 2023-06-30 — Previous Fiscal Year End (Comparative financial data is presented against this period.)
• 2022-06-30 — Prior Fiscal Year End (Further comparative financial data.)
• 2021-06-30 — Prior Fiscal Year End (Earliest comparative financial data presented.)

Key Players & Entities

• VivoPower International PLC (company) — Filer of the 20-F report
• 0001681348 (company) — Central Index Key for VivoPower International PLC
• 2024-06-30 (date) — Fiscal year end for the reported period
• 2023-06-30 (date) — Previous fiscal year end
• 2022-06-30 (date) — Fiscal year end prior to that
• 2021-06-30 (date) — Fiscal year end prior to that

FAQ

Key Financial Figures

• $0.12 — stered Ordinary Shares, nominal value $0.12 per share VVPR The Nasdaq Capital M
• $39.8 million — had a net current liability position of $39.8 million. To address this, the Company is pursui
• $46.7 m — ing concern. We experienced a loss of $46.7 million, $24.4 million and $22.1 million
• $24.4 million — We experienced a loss of $46.7 million, $24.4 million and $22.1 million for the years ended J
• $22.1 million — oss of $46.7 million, $24.4 million and $22.1 million for the years ended June 30, 2024, 2023

Filing Documents

• form20-f.htm (20-F) — 3927KB
• ex8.htm (EX-8) — 26KB
• ex11-2.htm (EX-11.2) — 49KB
• ex12-1.htm (EX-12.1) — 12KB
• ex12-2.htm (EX-12.2) — 12KB
• ex13-1.htm (EX-13.1) — 7KB
• ex13-2.htm (EX-13.2) — 8KB
• ex97-1.htm (EX-97.1) — 63KB
• 0001493152-24-050824.txt ( ) — 16807KB
• vvpr-20240630.xsd (EX-101.SCH) — 136KB
• vvpr-20240630_cal.xml (EX-101.CAL) — 118KB
• vvpr-20240630_def.xml (EX-101.DEF) — 477KB
• vvpr-20240630_lab.xml (EX-101.LAB) — 791KB
• vvpr-20240630_pre.xml (EX-101.PRE) — 676KB
• form20-f_htm.xml (XML) — 3666KB

Forward-Looking Statements

Forward-Looking Statements 1 PART I 2

Identity of Directors, Senior Management and Advisors

Item 1. Identity of Directors, Senior Management and Advisors 2

Offer Statistics and Expected Timetable

Item 2. Offer Statistics and Expected Timetable 2

Key Information

Item 3. Key Information 2 A. Selected Financial Data 2 B. Capitalization and Indebtedness 2 C. Reasons for the Offer and Use of Proceeds 2 D. Risk Factors 2

Information on the Company

Item 4. Information on the Company 21 A. History and Development of the Company 21 B. Business Overview 22 C. Organizational Structure 25 D. Property, Plant and Equipment 25

Unresolved Staff Comments

Item 4A. Unresolved Staff Comments 26

Operating and Financial Review and Prospects

Item 5. Operating and Financial Review and Prospects 26 A. Operating Results 26 B. Liquidity and Capital Resources 36 C. Research and Development, Patents, Licenses, etc. 41 D. Trend Information 42 E. Critical Accounting Estimates 42

Directors, Senior Management and Employees

Item 6. Directors, Senior Management and Employees 43 A. Directors and Senior Management 43 B. Board Diversity 46 C. Compensation 46 D. Board Practices 48 E. Employees 51 F. Share Ownership 52 G. Disclosure of a Registrant's Action to Recover Erroneously Awarded Compensation 53

Major Shareholders and Related Party Transactions

Item 7. Major Shareholders and Related Party Transactions 53 A. Major Shareholders 53 B. Related Party Transactions 54 C. Interests of Experts and Counsel 56

Financial Information

Item 8. Financial Information 56 A. Consolidated Statements and Other Financial Information 56 B. Significant Changes 57

The Offer and Listing

Item 9. The Offer and Listing 57 A. Offering and Listing Details 57 B. Plan of Distribution 57 C. Markets 57 D. Selling Shareholders 57 E. Dilution 57 F. Expenses of the Issue 57

Additional Information

Item 10. Additional Information 58 A. Share Capital 5 8 B. Memorandum and Articles of Association 58 C. Material Contracts 58 D. Exchange Controls 58 E. Taxation 58 F. Dividends and Paying Agents 64 G. Statements by Experts 64 H. Documents on Display 65 I. Subsidiary Information 65

Quantitative and Qualitative Disclosures about Market Risk

Item 11. Quantitative and Qualitative Disclosures about Market Risk 65

Description of Securities Other than Equity Securities

Item 12. Description of Securities Other than Equity Securities 66 i Table of Contents PART II 66

Defaults, Dividend Arrearages and Delinquencies

Item 13. Defaults, Dividend Arrearages and Delinquencies 66

Material Modifications to the Rights of Securityholders and Use of Proceeds

Item 14. Material Modifications to the Rights of Securityholders and Use of Proceeds 65

Controls and Procedures

Item 15. Controls and Procedures 67

[Reserved]

Item 16. [Reserved] 67

Audit Committee Financial Expert

Item 16A. Audit Committee Financial Expert 67

Code of Ethics

Item 16B. Code of Ethics 67

Principal Accountant Fees and Services

Item 16C. Principal Accountant Fees and Services 68

Exemption from the Listing Standards for Audit Committees

Item 16D. Exemption from the Listing Standards for Audit Committees 69

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers 69

Change in Registrant's Certifying Accountant

Item 16F. Change in Registrant's Certifying Accountant 69

Corporate Governance

Item 16G. Corporate Governance 69

Mine Safety Disclosure

Item 16H. Mine Safety Disclosure 69 PART III 69

Financial Statements

Item 17. Financial Statements 69

Financial Statements

Item 18. Financial Statements 69

Exhibits

Item 19. Exhibits 69 Index to Consolidated Financial Statements F-1 ii Table of Contents Introduction References in this Annual Report on Form 20-F (the "Annual Report") to "VivoPower International PLC," "VivoPower," "we," "our," "us" and the "Company" refer to VivoPower International PLC and its consolidated subsidiaries. Our consolidated financial statements are prepared in accordance with International Financial Reporting Standards, as issued by the International Accounting Standards Board ("IFRS"), and are expressed in U.S. dollars. References to "dollars" or "$" are to U.S. dollars. Our fiscal year ends on June 30 of the calendar year. References to any specific fiscal year refer to the year ended June 30 for 2024 and future periods. For example, we refer to the fiscal year ended June 30, 2024, as "FY24". Certain amounts and percentages that appear in this Annual Report have been subject to rounding adjustments. As a result, certain numerical figures shown as totals, including in tables, may not be exact arithmetic aggregations of the figures that precede or follow them. Forward-Looking This Annual Report contains forward-looking statements within the meaning of the federal securities laws, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "should," "expects," "plans," "anticipates," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Forward-looking statements contained in this Annual Report include, but are not limited to, statements about: our expectations regarding our revenue, expenses and other re

Selected Financial Data

Selected Financial Data Our historical consolidated financial statements are prepared in accordance with IFRS and are presented in U.S. dollars. The selected historical consolidated financial information set forth elsewhere in this Annual Report has been derived from, and is qualified in its entirety by reference to, our historical consolidated financial statements for the periods presented. Historical information as of and for the year ended June 30, 2024, for the year ended June 30, 2023, and for the year ended June 30, 2022, is derived from, and is qualified in its entirety by reference to, our consolidated financial statements. The financial statements have been audited by PKF Littlejohn LLP, our independent registered public accounting firm. You should read the information in conjunction with those audited consolidated financial in this Annual Report. B. Capitalization and Indebtedness Not applicable. C. Reasons for the Offer and Use of Proceeds Not applicable. D.

Risk Factors

Risk Factors Investment in our shares involves a high degree of risk and our business faces significant risk and uncertainty. You should carefully consider the following information, together with the other information in this Annual Report and in other documents we file with or furnish to the U.S. Securities and Exchange Commission (the "SEC"), before deciding to invest in or maintain an investment in any of our securities. Our business, as well as our financial condition or results of operations could be materially and adversely affected by any of these risks, as well as other risks and uncertainties not currently known to us or not currently considered material. The market price of our shares could decline as a result of any of these risks or uncertainties, and you could lose all or part of your investment. Risks related to our business and operations Our operational and financial results may vary significantly from period to period due to fluctuations in our operating costs and other factors. In order to facilitate the growth of our Sustainable Energy Solutions ("SES") strategy, we will need to make significant investments of both an operational expenditure and a capital expenditure nature. We may not be profitable from period to period because we do not know the rate at which our revenue will grow, if it will grow at all, and we do not know the rate at which we will incur expenses. If we do achieve profitability, we may not be able to sustain or increase profitability on a quarterly or annual basis. Our revenue and operating results are difficult to predict and may vary significantly from period to period. Sustained losses could have a material adverse effect on our business, financial condition or results of operations. We expect our period-to-period financial results to vary based on our operating costs, which we anticipate will fluctuate as the pace at which we continue to design, develop and manufacture new products and to increase production ca

financial statements do not include any adjustments that might result from the outcome of this uncertainty

financial statements do not include any adjustments that might result from the outcome of this uncertainty. If we fail to meet changing customer demands, we may lose customers and our sales could suffer. The industry in which we operate changes rapidly. Changes in our customers' requirements result in new and more demanding technologies, product specifications and sizes, and manufacturing processes. Our ability to remain competitive will depend upon our ability to develop technologically advanced products and processes. We must continue to meet the increasingly sophisticated requirements of our customers on a cost-effective basis. We cannot be certain that we will be able to successfully introduce, market and cost-effectively source any new products, or that we will be able to develop new or enhanced products and processes that satisfy customer needs or achieve market acceptance. Any resulting loss of customers could have a material adverse effect on our business, financial condition or results of operations We face competition in the markets, industries and business segments in which we operate, which could adversely affect our business, operating results, financial condition and future prospects. We face competition in each of the business segments and jurisdictions in which we operate. Some of our competitors (i) have more financial, technological, engineering and manufacturing resources than we do to develop products, services and solutions that may compete favorably against our products; (ii) are developing or are currently producing products, services and solutions based on new technologies that may ultimately have costs similar to or lower than ours; (iii) have government-backed financial resources or parent companies with greater depths of resources than are available to us; (iv) have access to a lower cost of capital than we do; (v) have stronger distribution partnerships and channels than we do, enabling access to larger customer bases; and (vi) ma

View Full Filing

View this 20-F filing on SEC EDGAR