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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 1, 2024 

 

Fly-E Group, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-42122   92-0981080

(State or other jurisdiction
of incorporation)

  (Commission File Number)  

(IRS Employer
Identification Number)

 

136-40 39th Avenue
Flushing, New York

  11354
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (929) 410-2770

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol   Name of each exchange on which registered
Common stock, $0.01 par value per share   FLYE   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

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. ☐

 

 

 

 


 

Item 2.02. Results of Operations and Financial Condition

 

On July 1, 2024, Fly-E Group, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal year ended March 31, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information provided in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Such information shall not be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as otherwise expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) The following exhibits are being filed herewith:

 

Exhibit No.   Description
99.1   Press Release issued on July 1, 2024.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

1


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  FLY-E GROUP, INC.
     
Date: July 1, 2024 By: /s/ Zhou Ou
  Name:  Zhou Ou
  Title: Chief Executive Officer

 

 

2

 

 

EX-99.1 2 ea020881401ex99-1_flyegroup.htm PRESS RELEASE ISSUED ON JULY 1, 2024

Exhibit 99.1

 

Fly-E Group, Inc. Announces Fiscal Year 2024 Financial Results

 

New York, July 1, 2024 /PR Newswire/ -- Fly-E Group, Inc. (Nasdaq: FLYE) (“Fly-E” or the “Company”), an electric vehicle company engaged in designing, installing and selling smart electric motorcycles, electric bikes, electric scooters, and related accessories, today announced its financial results for the fiscal year ended March 31, 2024.

 

Mr. Zhou (Andy) Ou, Chairman and Chief Executive Officer of Fly-E, remarked, “We are thrilled to present our robust inaugural financial results for fiscal year 2024 following our IPO in June 2024. Our net revenues and gross profit surged by an impressive 47.9% and 58.1%, respectively, for fiscal year 2024. This growth has been accompanied by an improvement in our gross profit margin from 38.1% to 40.7%. Despite the challenges posed by inflation, which has led to higher labor and raw material costs that have impacted profitability and customer demand, our income from operations and net income still rose significantly by 41.0% and 37.5%, respectively. Our EBITDA also saw a significant increase of 43.2%, reaching $3.5 million. All these impressive numbers demonstrate the success of our adept management team in their oversight of our pricing strategies and sales enhancement, supplier diversification, logistics optimization, and continuous upgrading of our product portfolio. These efforts collectively reinforce our brand and position in the market. As a fast-growing EV company with eco-friendliness at our core, we are focused on expanding into new territories through online sales and diversifying our product offerings to meet ever-evolving customer demands and travel scenarios. We will continue to invest in our intelligent management service mobile software, the Fly E-Bike app, to further enhance the customer experience. Looking ahead, we are committed to ongoing innovation and expanding our sales network to create greater long-term growth for our company.”

 

Fiscal Year 2024 Financial Highlights

 

Net revenues were $32.2 million in fiscal year 2024, an increase of 47.9% from $21.8 million in fiscal year 2023.

 

Gross profit was $13.1 million in fiscal year 2024, an increase of 58.1% from $8.3 million in fiscal year 2023.

 

Gross margin was 40.7% in fiscal year 2024, increased from 38.1% in fiscal year 2023.

 

Income from operations was $3.3 million in fiscal year 2024, an increase of 41.0% from $2.3 million in fiscal year 2023.

 

Net income was $1.9 million in fiscal year 2024, an increase of 37.5% from $1.4 million in fiscal year 2023.

 

Basic and diluted earnings per share were $0.09 in fiscal year 2024, increased from $0.06 in fiscal year 2023.

 

EBITDA was $3.5 million in fiscal year 2024, an increase of 43.2% from $2.4 million in fiscal year 2023.

 

 


 

Fiscal Year 2024 Financial Results

 

Net Revenues

 

Net revenues were $32.2 million in fiscal year 2024, an increase of 47.9% from $21.8 million in fiscal year 2023. The increase was driven primarily by the increase of the average sale price of EVs by 2.0%, from $941 in fiscal year 2023 to $960 in fiscal year 2024, and the increase in sales volume of EVs by 7,389 units, from 11,263 units in fiscal year 2023 to 18,652 units in fiscal year 2024.

 

Retail sales revenue was $26.4 million in fiscal year 2024, an increase of 40.0% from $18.8 million in fiscal year 2023. Wholesale revenue was $5.8 million in fiscal year 2024, an increase of 98.5% from $2.9 million in fiscal year 2023.

 

Cost of Revenues

 

Cost of revenues was $19.1 million in fiscal year 2024, an increase of 41.6% from $13.5 million in fiscal year 2023. The increase in cost of revenues was primarily attributable to the increase in sales volume mentioned above and increase in logistics costs as the Company sourced and imported more EV parts and accessories outside the United States during the year ended March 31, 2024.

 

Gross Profit

 

Gross profit was $13.1 million in fiscal year 2024, an increase of 58.1% from $8.3 million in fiscal year 2023. Gross margin was 40.7% in fiscal year 2024, increased from 38.1% in fiscal year 2023. The increase in gross profit and gross margin was a result of higher average per unit selling price, increasing from $941 in fiscal year 2023 to $960 in fiscal year 2024. These improvements were driven by product upgrades, enhanced sales channels, and an improved brand image in the market.

 

Total Operating Expenses

 

Total operating expenses were $9.8 million in fiscal year 2024, an increase of 64.7% compared to $6.0 million in fiscal year 2023. The increase was attributable to the increase in the payroll expenses, rent expenses, meals and entertainment expenses, professional fees, and development expenses as the Company expanded its business.

 

Selling expenses were $5.9 million in fiscal year 2024, compared to $3.7 million in fiscal year 2023. Selling expenses primarily consist of payroll expenses, rent and utilities expenses of retail stores and other sales and marketing expenses. Total payroll expenses were $1.6 million in fiscal year 2024, compared to $1.4 million in fiscal year 2023. Rent expenses were $2.4 million in fiscal year 2024, compared to $1.7 million in fiscal year 2023. Because delivery drivers are the Company’s main retail customers, customer referral is the most effective way to market promotion. August through November is the low-season comparing to other months, as such, the Company focuses on client referrals during this period to boost sales. As a result, our marketing referral expense increased to $1.1 million in fiscal year 2024, compared to $15,756 in fiscal year 2023. Utilities expenses were $0.16 million in fiscal year 2024, compared to $0.13 million in fiscal year 2023. The increase in these expenses was primarily due to the increase in the number of new stores and new employees hired for these new stores in fiscal year 2024.

 

2


 

General and administrative expenses were $3.9 million in fiscal year 2024, compared to $2.3 million in fiscal year 2023. Meals and entertainment expenses increased to $0.4 million in fiscal year 2024, compared to $0.3 million in fiscal year 2023, primarily due to increased meal expenses for employees who worked overtime. Professional fees increased to $1.0 million in fiscal year 2024, compared to $0.7 million in fiscal year 2023, primarily attributable to the increase in audit fee, consulting fee, and legal expenses associated with the Company’s initial public offering. Payroll expenses increased to $1.1 million in fiscal year 2024 from $0.5 million in fiscal year 2023 primarily due to additional employees hired in operation and accounting departments. Rent expenses increased to $0.2 million in fiscal year 2024, compared to $0.1 million in fiscal year 2023 as a result of office space expansion in fiscal year 2024.

 

Net Income

 

Net income was $1.9 million in fiscal year 2024, an increase of 37.5% from $1.4 million in fiscal year 2023, mainly attributable to the reasons discussed above.

 

Basic and Diluted Earnings per Share

 

Basic and diluted earnings per share were $0.09 in fiscal year 2024, increased from $0.06 in fiscal year 2023.

 

EBITDA

 

EBITDA was $3.5 million in fiscal year 2024, an increase of 43.2% from $2.4 million in fiscal year 2023.

 

Financial Condition

 

As of March 31, 2024, the Company had cash of $1.4 million, increased from $0.4 million as of March 31, 2023.

 

Net cash provided by operating activities was $4.3 million in fiscal year 2024, compared to $1.8 million in fiscal year 2023.

 

Net cash used in investing activities was $3.2 million in fiscal year 2024, compared to $0.4 million in fiscal year 2023.

 

Net cash used in financing activities was $0.05 million in fiscal year 2024, compared to $1.4 million in fiscal year 2023.

 

3


 

Recent Development

 

On June 7, 2024, the Company completed its initial public offering (the “Offering”) of 2,250,000 shares of common stock, at a price of $4.00 per share. On June 25, 2024, the underwriter of the Offering exercised its over-allotment option in full to purchase an additional 337,500 shares of the Company’s common stock at the public offering price of $4.00 per share. After giving effect to the full exercise of the over-allotment option, the Company sold an aggregate 2,587,500 shares of its common stock for aggregate gross proceeds of $10.35 million, before deducting underwriter discounts, commissions and other related expenses. The Company’s shares of common stock began trading on the Nasdaq Capital Market under the symbol “FLYE” on June 6, 2024.

 

About Fly-E Group, Inc.

 

Fly-E Group, Inc. is an electric vehicle company that is principally engaged in designing, installing and selling smart electric motorcycles, electric bikes, electric scooters and related accessories under the brand “Fly E-Bike.” The Company’s commitment is to encourage people to incorporate eco-friendly transportation into their active lifestyles, ultimately contributing towards building a more environmentally friendly future. For more information, please visit the Company’s website: https://investors.flyebike.com.

 

Non-GAAP Financial Measures

 

To supplement the Company’s financial information presented in accordance with the generally accepted accounting principles in the United States (the “U.S. GAAP”), management periodically uses certain “non-GAAP financial measures,” as such term is defined under the rules of the SEC, to clarify and enhance understanding of past performance and prospects for the future. Generally, a non-GAAP financial measure is a numerical measure of a company’s operating performance, financial position or cash flows that excludes or includes amounts that are included in or excluded from the most directly comparable measure calculated and presented in accordance with U.S. GAAP. For example, non-GAAP measures may exclude the impact of certain items such as acquisitions, divestitures, gains, losses and impairments, or items outside of management’s control. Management believes that the following non-GAAP financial measure provides investors and analysts useful insight into its financial position and operating performance. Any non-GAAP measure provided should be viewed in addition to, and not as an alternative to, the most directly comparable measure determined in accordance with U.S. GAAP. Further, the calculation of these non-GAAP financial measures may differ from the calculation of similarly titled financial measures presented by other companies and therefore may not be comparable among companies.

 

The Company uses EBITDA (earnings before interest, taxes, depreciation, and amortization) to evaluate its operating performance. The Company believes EBITDA provides additional insight into its underlying, ongoing operating performance and facilitates year-to-year comparisons by excluding the earnings impact of interest, tax, depreciation and amortization and that presenting EBITDA is more representative of its operational performance and may be more useful for investors.

 

4


 

The Company reconciles its non-GAAP financial measure to its net income, which is its most directly comparable financial measure calculated and presented in accordance with U.S. GAAP. EBITDA includes adjustments for provision for income taxes, as applicable, interest income and expense, depreciation, and amortization. EBITDA does not represent and should not be considered an alternative to net income as determined by U.S. GAAP, and its calculations thereof may not be comparable to those reported by other companies. The Company believes EBITDA is an important measure of operating performance and provides useful information to investors because it highlights trends in its business that may not otherwise be apparent when relying solely on U.S. GAAP measures and because it eliminates items that have less bearing on its operating performance. EBITDA, as presented herein, is a supplemental measure of its performance that is not required by, or presented in accordance with, U.S. GAAP. The Company uses non-GAAP financial measures as supplements to its U.S. GAAP results in order to provide a more complete understanding of the factors and trends affecting its business. EBITDA is a measure of operating performance that is not defined by U.S. GAAP and should not be considered a substitute for net (loss) income as determined in accordance with U.S. GAAP.

 

Forward-Looking Statements

 

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can find many (but not all) of these statements by the use of words such as “approximates,” “believes,” “hopes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “plans,” “will,” “would,” “should,” “could,” “may” or other similar expressions. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct. The Company cautions investors that actual results may differ materially from the anticipated results, and that the forward-looking statements contained in this press release are subject to the risks set forth in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including the section under “Risk Factors” of its most recent Annual Report on Form 10-K for the fiscal year ended March 21, 2024, filed with the SEC on June 28, 2024. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law.

 

For investor and media inquiries, please contact:

 

Fly-E Group, Inc.

Investor Relations Department

Email: ir@flyebike.com

 

Ascent Investor Relations LLC

Tina Xiao

Phone: +1-646-932-7242

Email: investors@ascent-ir.com

 

5


 

FLY-E GROUP, INC.

 

CONSOLIDATED BALANCE SHEETS

 

(Expressed in U.S. dollars, except for the number of shares)

 

    March 31,
2024
    March 31,
2023
 
ASSETS            
Current Assets            
Cash   $ 1,403,514     $ 358,894  
Accounts receivable     212,804       389,077  
Accounts receivable – related parties     326,914       136,565  
Inventories, net     5,364,060       3,838,754  
Prepayments and other receivables     588,660       782,819  
Prepayments and other receivables – related parties     240,256        
Total Current Assets     8,136,208       5,506,109  
Property and equipment, net     1,755,022       785,285  
Security deposits     781,581       424,942  
Deferred IPO costs     502,198       75,819  
Deferred tax assets, net     35,199       211,100  
Operating lease right-of-use assets     16,000,742       10,261,556  
Intangible assets, net     36,384        
Long-term prepayment for property     450,000        
Long-term prepayment for software development– related parties     1,279,000        
Total Assets   $ 28,976,334     $ 17,264,811  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY                
Current Liabilities                
Accounts payable   $ 1,180,796     $ 1,005,401  
Current portion of long-term loan payables     1,213,242       412,224  
Accrued expenses and other payables     925,389       365,662  
Other payables – related parties     92,229       332,481  
Operating lease liabilities – current     2,852,744       1,836,737  
Taxes payable     1,530,416       959,456  
Total Current Liabilities     7,794,816       4,911,961  
Long-term loan payables     412,817       723,228  
Long-term loan payables – related parties           150,000  
Operating lease liabilities – non-current     13,986,879       8,979,193  
Total Liabilities     22,194,512       14,764,382  
                 
Commitment and Contingencies                
                 
Stockholders’ Equity                
Preferred stock, $0.01 par value, 4,400,000 shares authorized and nil outstanding as of March 31, 2024 and March 31, 2023*            
Common stock, $0.01 par value, 44,000,000 shares authorized and 22,000,000 shares outstanding as of March 31, 2024 and March 31, 2023*     220,000       220,000  
Additional Paid-in Capital     2,400,000        
Shares Subscription Receivable     (219,998 )     (219,998 )
Retained Earnings     4,395,649       2,500,427  
Accumulated other comprehensive loss     (13,829 )      
Total FLY-E Group, Inc. Stockholders’ Equity     6,781,822       2,500,429  
Total Liabilities and Stockholders’ Equity   $ 28,976,334     $ 17,264,811  

 

* Shares and per share data are presented on a retroactive basis to reflect the nominal share issuance on December 21, 2022 and to give effect to the stock split completed on April 2, 2024.

 

6


 

FLY-E GROUP, INC.

 

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

 

(Expressed in U.S. dollars, except for the number of shares)

 

    For the Years Ended
March 31,
 
    2024     2023  
Revenues   $ 32,205,666     $ 21,774,937  
Cost of Revenues     19,099,120       13,485,405  
Gross Profit     13,106,546       8,289,532  
                 
Operating Expenses                
Selling Expenses     5,914,786       3,667,227  
General and Administrative Expenses     3,931,203       2,309,927  
Total Operating Expenses     9,845,989       5,977,154  
Income from Operations     3,260,557       2,312,378  
                 
Other Expenses, net     (30,352 )     (11,524 )
Interest Expenses, net     (152,050 )     (100,387 )
Income Before Income Taxes     3,078,155       2,200,467  
Income Tax Expense     (1,182,933 )     (821,896 )
Net Income   $ 1,895,222     $ 1,378,571  
                 
Other Comprehensive Income (Loss)                
Foreign currency translation adjustment     (13,829 )      
Total Comprehensive Income   $ 1,881,393     $ 1,378,571  
                 
Earnings per Share*   $ 0.09     $ 0.06  
Weighted Average Number of Common Stock                
– Basic and Diluted*     22,000,000       22,000,000  

 

* Shares and per share data are presented on a retroactive basis to reflect the nominal share issuance on December 21, 2022 and to give effect to the stock split completed on April 2, 2024.

 

7


 

FLY-E GROUP, INC.

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

(Expressed in U.S. dollars, except for the number of shares)

 

    For the Years Ended
March 31,
 
    2024     2023  
Cash flows from operating activities            
Net income   $ 1,895,222     $ 1,378,571  
Adjustments to reconcile net income to net cash provided by operating activities:                
Loss on disposal of property, and equipment     46,084        
Depreciation expense     272,708       145,783  
Amortization expense     1,648        
Deferred income taxes expenses     176,093       448,800  
Amortization of operating lease right-of-use assets     2,277,910       1,905,028  
Loss from termination of operating lease     5,957        
Inventories reserve     456,209       151,378  
Changes in operating assets and liabilities:                
Accounts receivable     176,273       (334,752 )
Accounts receivable – related parties     (190,349 )     (136,565 )
Inventories     (1,981,515 )     615,394  
Prepayments and other receivables     194,160       (637,630 )
Prepayments for operation services to related parties     (60,000 )      
Security deposits     (422,240 )     (130,680 )
Accounts payable     2,489,025       (70,928 )
Accrued expenses and other payables     334,726       (105,097 )
Operating lease liabilities     (1,933,760 )     (1,697,190 )
Taxes payable     570,769       225,027  
Net cash provided by operating activities     4,308,920       1,757,139  
                 
Cash flows from investing activities                
Purchases of equipment     (1,253,555 )     (442,915 )
Purchases of property rights     (38,032 )      
Prepayments for property     (450,000 )      
Prepayment for purchasing software from a related party     (1,279,000 )      
Payment received from a related party     111,500        
Advance to a related party     (291,756 )      
Net cash used in investing activities     (3,200,843 )     (442,915 )
                 
Cash flows from financing activities                
Borrowing from loan payables     1,095,000       1,500,000  
Repayments of loan payables     (639,367 )     (278,222 )
Repayments on other payables - related parties     (290,252 )     (2,496,323 )
Payments of related party loan     (150,000 )      
Deferred IPO Cost     (201,379 )     (75,819 )
Capital contributions from Stockholders     136,370        
Net cash used in financing activities     (49,628 )     (1,350,364 )
Net changes in cash     1,058,449       (36,140 )
Effect of exchange rate changes on cash     (13,829 )      
Cash at beginning of the year     358,894       395,034  
Cash at the end of the year   $ 1,403,514     $ 358,894  
                 
Supplemental disclosure of cash flow information                
Cash paid for interest expense   $ 152,050     $ 100,341  
Cash paid for income taxes   $ 435,881     $ 148,064  
                 
Supplemental disclosure of non-cash investing and financing activities                
Settlement of accounts payable by related parties   $ 50,000     $  
Settlement of accounts payable by capital contribution   $ 2,263,630     $  
Purchase of vehicle funded by loan   $ 34,974     $  
Unpaid deferred IPO cost   $ 225,000     $ 11,717  
Termination of operating lease right-of-use assets and operating lease liabilities   $ (2,814,235 )      
Right-of-use assets obtained in exchange for operating lease liabilities   $ 10,771,688     $ 4,082,664  

 

8


 

The following table sets forth the components of our EBITDA for the years ended March 31, 2024 and 2023:

 

    For the Year Ended March 31,  
    2024     2023     Change     Percentage
Change
 
Net Income from Operations   $ 1,895,222     $ 1,378,571     $ 516,651       37.5 %
Income Tax Provision     1,182,933       821,896       361,037       43.9 %
Depreciation     272,708       145,783       126,925       87.1 %
Interest Expenses     152,050       100,387       51,663       51.5 %
Amortization     1,648             1,648       100 %
EBITDA   $ 3,504,561     $ 2,446,637     $ 1,057,924       43.2 %
Percentage of Revenue     10.9 %     11.2 %             (0.3 )%

 

 

 

9