GP · GreenPower Motor Company Inc.

Summary

GreenPower Motor Company Inc. designs, builds, and distributes high-floor and low-floor all-electric medium and heavy-duty vehicles including transit buses, school buses, shuttles, cargo vans, and cab and chassis, using a clean-sheet OEM platform with global suppliers for key components. Incorporated in British Columbia, Canada, the company operates facilities in southern California and West Virginia, selling and leasing vehicles directly and through dealers in the US and Canada, with eligibility for various government incentives like California's HVIP and ZESBI programs. Financials show declining revenue from $39.7M (FY2023) to $19.8M (FY2025), with gross profit dropping from $7.3M to $2.2M and annual losses around $18M, accumulating to a $100.9M deficit as of Dec 31, 2025; total assets $30.8M, liabilities $33.9M, equity deficit $3.2M, and cash $0.7M. This F-1 registers 13,760,034 common shares for resale by selling shareholder JAK OPPORTUNITIES XXVII LLC upon conversion of Series A Convertible Preferred Shares issued via private placement on Nov 14, 2025, with company receiving no proceeds but bearing $130K offering expenses. Common shares trade on Nasdaq Capital Market under 'GP'. Investors face substantial doubt on going concern due to losses, negative cash flows, capital-intensive operations, material weaknesses in controls, and dilution risks from unlimited authorized shares.

Key takeaways

• Designs and manufactures all-electric buses, school buses, shuttles, cargo vans using OEM platform with global suppliers.
• Revenue declined to $19.8M for FY2025 ended March 31, 2025 from $39.7M in FY2023, with $18.7M net loss.
• Registers 13,760,034 common shares for resale by JAK OPPORTUNITIES XXVII LLC upon conversion of 1,351 Series A Convertible Preferred Shares.
• No proceeds to company from resale; bears $130,035 offering expenses payable by selling shareholder for commissions.
• Accumulated deficit $100.9M as of Dec 31, 2025; total liabilities $33.9M exceed assets $30.8M; cash $676K.
• Material weaknesses in internal controls as of March 31, 2025 including inventory, revenue recognition, and complex transactions.
• 5,029,291 common shares outstanding as of Feb 17, 2026; unlimited authorized common and preferred shares without par value.