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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): March 27, 2025
| MASSIMO GROUP |
| (Exact name of registrant as specified in its charter) |
| Nevada | 001-41994 | 92-0790263 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
|
3101 W Miller Road Garland, TX |
75041 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 866-403-5272
| Not applicable |
| (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 (see General Instruction A.2. below):
| ☐ | 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(s) | Name of each exchange on which registered | ||
| Common Stock, par value $0.001 per share | MAMO | 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 March 27, 2025, Massimo Group (the “Company”) issued a press release announcing its financial results for the fourth quarter and fiscal year ended December 31, 2024. A copy of the press release is furnished hereto as Exhibit 99.1.
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) Exhibits.
The following exhibits are filed as part of this report:
| Exhibit Number | Description | |
| 99.1 | Press Release dated as of March 27, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
|
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| Dated: March 27, 2025 | MASSIMO GROUP | |
| By: | /s/ David Shan | |
| Name: | David Shan | |
| Title: | Chief Executive Officer | |
|
|
Exhibit 99.1
| Massimo Group Reports Fiscal Year End 2024 Financial Results | 
|
GARLAND, Texas, March 27, 2025 /PRNewswire/ — Massimo Group (NASDAQ: MAMO) (“Massimo” or the “Company”), a manufacturer and distributor of powersports vehicles and pontoon boats, today released its financial results for the fourth quarter and the year ended Dec. 31, 2024, noting revenue from sales of UTVs, ATVs and electric bikes increased by $4.1 million, or 4.0%, from $103.3 million in fiscal 2023 to $107.5 million in fiscal 2024. As of Dec. 31, 2024, Massimo reported a positive working capital of $19.2 million, with an increase in net cash and cash equivalents of $9.4 million for the year ended Dec. 31, 2024.
The increase in revenue was primarily attributed to Massimo’s expansion of product sales into large retail stores in the U.S., along with a shift in the Company’s sales strategy.
Massimo Group, through its subsidiaries Massimo Motor Sports and Massimo Marine LLC, manufactures, imports and distributes a diversified and competitive portfolio of products including UTVs, ATVs, motorcycles, scooters, golf carts, tractors and recreational pontoon boats among other product lines designed for outdoor enthusiasts.
David Shan, CEO of Massimo Group, emphasized operational highlights including the below.
| ● | Relocation of its MVR Golf Cart series production to its state of the art facility located in Garland, Texas. | |
| ● | A new robotic assembly line, which increases efficiency, enhances quality control and improves worker safety in Garland. | |
| ● | Massimo’s nationwide distribution network now includes six strategically located centers: Edison, New Jersey; City of Industry, California; Port Wentworth, Georgia; Houston, Texas; Garland, Texas; and Edwardsville, Illinois. | |
| ● | The Company continues to deepen its relationships with key retail partners through active engagement at major industry events. | |
| ● | The company plans to expand into AI Application Robotic Products, partnering with manufacturers to distribute AI-powered companions and utility assistants, transforming the business beyond traditional powersports into high-tech, AI-driven applications. |
MASSIMO GROUP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
AS OF DECEMBER 31, 2024 AND 2023
| As of December 31, | ||||||||
| 2024 | 2023 | |||||||
| ASSETS | ||||||||
| CURRENT ASSETS | ||||||||
| Cash and cash equivalents | $ | 10,210,084 | $ | 765,814 | ||||
| Accounts receivable, net | 6,589,038 | 9,566,445 | ||||||
| Inventories, net | 27,258,640 | 25,800,912 | ||||||
| Advance to suppliers | 99,076 | 1,589,328 | ||||||
| Due from a related party | 8,576 | - | ||||||
| Prepaid and other current assets | 1,220,432 | 637,509 | ||||||
| Total current assets | 45,385,846 | 38,360,008 | ||||||
| NON-CURRENT ASSETS | ||||||||
| Property and equipment at cost, net | 532,259 | 399,981 | ||||||
| Right of use operating lease assets, net | 9,485,899 | 1,478,221 | ||||||
| Right of use financing lease assets, net | 71,801 | 113,549 | ||||||
| Deferred offering costs | - | 1,457,119 | ||||||
| Other non-current assets | 49,500 | - | ||||||
| Deferred tax assets | 1,166,451 | 134,601 | ||||||
| Total non-current assets | 11,305,910 | 3,583,471 | ||||||
| TOTAL ASSETS | $ | 56,691,756 | $ | 41,943,479 | ||||
| LIABILITIES AND EQUITY | ||||||||
| CURRENT LIABILITIES | ||||||||
| Short-term loans | $ | - | $ | 303,583 | ||||
| Accounts payable | 9,572,444 | 10,334,208 | ||||||
| Other payable, accrued expenses and other current liabilities | 6,169,193 | 2,441,966 | ||||||
| Accrued return liabilities | 261,588 | 283,276 | ||||||
| Accrued warranty liabilities | 503,553 | 619,113 | ||||||
| Contract liabilities | 449,999 | 1,835,411 | ||||||
| Current portion of obligations under operating leases | 2,119,894 | 847,368 | ||||||
| Current portion of obligations under financing leases | 43,421 | 41,647 | ||||||
| Income tax payable | 1,482,203 | 2,121,083 | ||||||
| Loan from a related party | 5,546,548 | - | ||||||
| Total current liabilities | 26,148,843 | 18,827,655 | ||||||
| NON-CURRENT LIABILITIES | ||||||||
| Obligations under operating leases, non-current | 7,412,693 | 630,853 | ||||||
| Obligations under financing leases, non-current | 33,602 | 77,024 | ||||||
| Loan from a related party | - | 7,920,141 | ||||||
| Total non-current liabilities | 7,446,295 | 8,628,018 | ||||||
| TOTAL LIABILITIES | $ | 33,595,138 | $ | 27,455,673 | ||||
| Commitments and Contingencies | ||||||||
| EQUITY | ||||||||
| Common shares, $0.001 par value, 100,000,000 shares authorized, 41,539,950 and 40,000,000 issued and outstanding as of December 31, 2024 and 2023, respectively | 41,539 | 40,000 | ||||||
| Subscription receivable | - | (832,159 | ) | |||||
| Additional paid-in-capital | 6,614,907 | 1,994,000 | ||||||
| Retained earnings | 16,440,172 | 13,285,965 | ||||||
| Total equity | 23,096,618 | 14,487,806 | ||||||
| TOTAL LIABILITIES AND EQUITY | $ | 56,691,756 | $ | 41,943,479 | ||||
MASSIMO GROUP AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023
| For the Years Ended | ||||||||
| December 31, | ||||||||
| 2024 | 2023 | |||||||
| Revenues | $ | 111,209,142 | $ | 115,037,544 | ||||
| Cost of revenues | 76,865,803 | 79,126,454 | ||||||
| Gross profit | 34,343,339 | 35,911,090 | ||||||
| Operating expenses: | ||||||||
| Selling expense | 9,804,547 | 9,761,090 | ||||||
| General and administrative | 16,610,528 | 13,227,106 | ||||||
| Impairment of advance to suppliers | 772,780 | - | ||||||
| Research and development | 343,493 | - | ||||||
| Total operating expenses | 27,531,348 | 22,988,196 | ||||||
| Income from operations | 6,811,991 | 12,922,894 | ||||||
| Other income (expense): | ||||||||
| Other income, net | 1,110,837 | 140,866 | ||||||
| Loss on litigation | (3,645,092 | ) | - | |||||
| Interest expense | (98,667 | ) | (518,731 | ) | ||||
| Total other (expense) income, net | (2,632,922 | ) | (377,865 | ) | ||||
| Income before income taxes | 4,179,069 | 12,545,029 | ||||||
| Provision for income taxes | 1,024,862 | 2,129,804 | ||||||
| Net income and comprehensive income | $ | 3,154,207 | $ | 10,415,225 | ||||
| Earnings per Share – basic | $ | 0.08 | $ | 0.26 | ||||
| Weighted average shares outstanding – basic | 41,010,654 | 40,000,000 | ||||||
| Earnings per Share – diluted | $ | 0.08 | $ | 0.26 | ||||
| Weighted average shares outstanding – diluted | 41,161,849 | 40,000,000 | ||||||
MASSIMO GROUP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023
| Year Ended December 31, | ||||||||
| 2024 | 2023 | |||||||
| Cash flows from operating activities: | ||||||||
| Net income | $ | 3,154,207 | $ | 10,415,225 | ||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Depreciation | 129,598 | 151,512 | ||||||
| Non-cash operating lease expense | 1,580,173 | 974,973 | ||||||
| Amortization of finance lease right-of-use assets | 41,748 | 42,113 | ||||||
| Write-off of accounts receivable | - | 598,434 | ||||||
| (Reversal of) provision of allowance for expected credit loss | (52,169 | ) | 203,301 | |||||
| Gain on disposal of property and equipment | (36,001 | ) | (15,777 | ) | ||||
| Addition of inventories reserve, net | 30,000 | 439,900 | ||||||
| Impairment of advance to suppliers | 772,780 | |||||||
| Loss on litigation | 3,645,092 | – | ||||||
| Amortization of share-based compensation related to options granted | 224,190 | – | ||||||
| Amortization of share-based compensation related to RSU granted | 922,399 | – | ||||||
| Common stock issued for services | 48,444 | |||||||
| Deferred income tax recovery | (1,031,850 | ) | (134,601 | ) | ||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | 3,029,576 | (3,536,449 | ) | |||||
| Inventories | (1,487,728 | ) | (2,477,862 | ) | ||||
| Advance to suppliers | 717,472 | 1,388,084 | ||||||
| Prepaid and other current assets | (632,423 | ) | (566,370 | ) | ||||
| Due from a related party | (8,576 | ) | – | |||||
| Accounts payables | (761,764 | ) | 1,356,453 | |||||
| Other payable, accrued expense and other current liabilities | 82,135 | (303,959 | ) | |||||
| Tax payable | (638,880 | ) | 2,121,083 | |||||
| Accrued warranty liabilities | (115,560 | ) | 358,582 | |||||
| Accrued return liabilities | (21,688 | ) | (273,262 | ) | ||||
| Contract liabilities | (1,385,412 | ) | 1,139,137 | |||||
| Lease liabilities – operating lease | (1,533,485 | ) | (974,973 | ) | ||||
| Net cash provided by operating activities | 6,672,278 | 10,905,544 | ||||||
| Cash flows from investing activities: | ||||||||
| Proceed from sales of property and equipment | 162,001 | 13,500 | ||||||
| Acquisition of property and equipment | (387,876 | ) | (134,662 | ) | ||||
| Net cash used in investing activities | (225,875 | ) | (121,162 | ) | ||||
| Cash flows from financing activities: | ||||||||
| Proceeds from bank loan | - | 3,150,000 | ||||||
| Repayment of bank loan | - | (8,750,000 | ) | |||||
| (Repayment of) proceeds from other loans | (303,583 | ) | 303,583 | |||||
| Repayment of finance lease liabilities | (41,648 | ) | (40,003 | ) | ||||
| Repayment to related party | - | (142,427 | ) | |||||
| Deferred offering costs | (246,890 | ) | (825,330 | ) | ||||
| Repayment of shareholder advance, net | (2,373,593 | ) | (5,264,203 | ) | ||||
| Proceeds from initial public offering, net of share issuance costs | 5,043,250 | - | ||||||
| Proceeds from subscription deposits | 920,331 | 601,841 | ||||||
| Net cash provided by (used in) financing activities | 2,997,867 | (10,966,539 | ) | |||||
| Net increase (decrease) in cash and cash equivalents | 9,444,270 | (182,157 | ) | |||||
| Cash and cash equivalents, beginning of the year | 765,814 | 947,971 | ||||||
| Cash and cash equivalents, end of the year | $ | 10,210,084 | $ | 765,814 | ||||
| SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||||||||
| Cash paid for interest | $ | 98,667 | $ | 518,731 | ||||
| Cash paid for income taxes | $ | 2,695,591 | $ | 143,322 | ||||
| NON-CASH ACTIVITIES | ||||||||
| Right of use assets obtained in exchange for operating lease obligations | $ | 9,587,851 | $ | 1,113,140 | ||||
| Right of use assets obtained in exchange for finance lease | $ | - | $ | 60,805 | ||||
| Common shares cancellation | $ | 31,556 | $ | - | ||||
About Massimo Group
Massimo Group (NASDAQ: MAMO) is a manufacturer and distributor of powersports vehicles and pontoon boats. Founded in 2009, Massimo Motor believes it offers some of the most value packed UTV’s, off-road, and on-road vehicles in the industry. The company’s product lines include a wide selection of farm and ranch tested utility UTVs, recreational ATVs, and Americana style minibikes. Founded in 2020, Massimo Marine manufactures and sells Pontoon and Tritoon boats with a dedication to innovative design, quality craftsmanship, and great customer service. Massimo Group is also developing electric versions of UTVs, golf carts and pontoon boats, all of which are currently available for sale. The company’s 376,000-square-foot factory is in the heart of the Dallas / Fort Worth area of Texas in the city of Garland. For more information, visit massimomotor.com and massimomarine.com.
Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements.” In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “predict,” “project,” “target,” “potential,” “seek,” “will,” “would,” “could,” “should,” “continue,” “contemplate,” “plan,” and other words and terms of similar meaning. These forward-looking statements include information concerning statements regarding future cash needs, future operations, market positions, business plans and future financial results; and any other statements that are not historical facts, although not all forward-looking statements contain such identifying words. Forward-looking statements may include, for example, statements about the Company’s ability to enhance its distribution network; entering into partnership with new retail partners, reductions to fulfilment times; the future financial and operational performance of Massimo; competitive position; Massimo’s financial position, including estimated revenues, profitability, margins, losses and expenses; new products; operational efficiency; expansion into new markets; acquisitions; the establishment of an R&D department; and other plans and objectives of management. In making these statements, we rely upon assumptions and analysis based on our experience and perception of historical trends, current conditions, and expected future developments, as well as other factors we consider appropriate under the circumstances. We believe these judgments are reasonable, but these statements are not guarantees of any future events or financial results. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond our control. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of Massimo, including those set forth in the “Risk Factors” section of Massimo’s Annual Report on Form 10-K for the year ended Dec. 31, 2024, as updated by Massimo’s subsequent filings, with the SEC. Copies are available on the SEC’s website, www.sec.gov. Massimo undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Company
Dr. Yunhao Chen
Chief Financial Officer
Massimo Group
ir@massimomotor.com
Corporate Communications
IBN
Austin, Texas
www.InvestorBrandNetwork.com
512.354.7000
Editor@InvestorBrandNetwork.com