UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: March 31, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________________ to __________________

Commission File Number: 000-56166

Laser Photonics Corporation

(Exact name of registrant as specified in its charter)

Delaware		84-3628771
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1101 N. Keller Road, Suite G Orlando, FL		32810
(Address of Principal Executive Offices)		Zip Code

(407) 804 1000

Registrant’s Telephone Number, Including Area Code

Not Applicable

Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: NONE

COMMON STOCK, $0.001 PAR VALUE

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		LASE		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting Company, or an emerging growth Company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting Company,” and “emerging growth Company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☒	Smaller reporting Company	☒
		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. ☒

Indicate by check mark whether the registrant is a shell Company (as defined in Rule 12b-2 of the Exchange Act) Yes ☐ No ☒

As of April 30, 2025, the registrant had issued 14,301,087 shares of common stock, par value $0.001 per share, and 14,276,150 outstanding.

TABLE OF CONTENTS

		Page No.
PART I – FINANCIAL INFORMATION

Item 1.	Financial Statements	3

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	17

Item 4.	Controls and Procedures	19

PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	20

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	20

Item 3.	Defaults Upon Senior Securities	20

Item 4.	Mine Safety Disclosures	20

Item 5.	Other Information	20

Item 6.	Exhibits	20

Signatures		21

Certifications

	As of March 31, 2025 (Unaudited)			As of December 31, 2024 (Audited)
Assets
Current Assets:
Cash and Cash Equivalents	$	179,091		$	533,871
Accounts Receivable, Net		904,155			973,605
Accounts Receivable		-			-
Contract Assets		639,108			759,658
Inventory		2,001,760			2,338,759
Other Assets		271,813			58,567
Total Current Assets		3,995,927			4,664,460
Property, Plant, & Equipment, Net		1,780,036			1,872,034
Intangible Assets, Net		5,350,900			5,458,522
Other Long Term Assets		316,378			316,378
Operating Lease Right-of-Use Asset		4,592,058			4,840,753
Total Assets	$	16,035,299		$	17,152,147

Liabilities & Stockholders’ Equity
Current Liabilities:
Accounts Payable	$	1,211,407		$	531,268
Account payable related parties		80,771			27,988
Short term loan		825,000			-
Account payable					27,988
Deferred Revenue		470,493			55,383
Contract Liabilities		1,337,963			1,042,090
Current Portion of Operating Lease		472,882			649,989
Accrued Expenses		474,189			266,717
Total Current Liabilities		4,872,705			2,573,435
Long Term Liabilities:
Lease liability - less current		4,314,889			4,366,419
Total Long Term Liabilities		4,314,889			4,366,419
Total Liabilities		9,187,594			6,939,854

Stockholders’ Equity:
Preferred stock Par value $0.001: 10,000,000 shares authorized. 0 Issued: 0 shares were outstanding as of March 31, 2025 and December 31, 2024		-			-
Common Stock Par Value $0.001: 100,000,000 shares authorized; 14,301,087 issued and 14,276,150 outstanding as of March 31, 2025 and 14,282,395 issued and 14,257,458 outstanding as of December 31, 2024		14,276			14,257
Additional Paid in Capital		16,302,275			17,886,159
Retained Earnings (Deficit)		(9,435,036	)		(7,754,313	)
Shares to be issued		-			100,000
Treasury Stock		(33,810	)		(33,810	)

Total Stockholders’ Equity		6,847,705			10,212,293

Total Liabilities & Stockholders’ Equity	$	16,035,299		$	17,152,147

	March 31, 2025 (Unaudited)			March 31, 2024 (Unaudited)

Net Sales	$	2,290,282		$	742,991
Cost of Sales		1,150,516			357,123

Gross Profit		1,139,766			385,868

Operating Expenses:
Sales & Marketing		617,699			136,610
General & Administrative		900,034			356,265
Depreciation & Amortization		237,011			185,316
Payroll Expenses		840,861			208,455
Research and Development Cost		116,686			47,691
Total Operating Expenses		2,712,291			934,337
Operating Income (Loss)		(1,572,525	)		(548,469	)
Other Income (Expenses):
Other Income		1,451			30
Other Expenses		(109,649	)		2,730
Total Other Income (Loss)		(108,198	)		2,760
Income (Loss) Before Tax		(1,680,723	)		(545,709	)
Tax Provision		-			-
Net Income (Loss)	$	(1,680,723	)	$	(545,709	)

Loss per Share:
Basic	$	(0.12	)	$	(0.06	)
Fully diluted	$	(0.12	)	$	(0.06	)
WASO		14,271,581			9,234,650

	2025 (Unaudited)			2024 (Unaudited)
	Quarter Ended March 31
	2025 (Unaudited)			2024 (Unaudited)

OPERATING ACTIVITIES
Net Loss/Gain	$	(1,680,723	)		(545,709	)
Adjustments to Reconcile Net Loss to Net Cash Flow from Operating Activities:
Bad Debt		10,651			-
Shares issued for compensation					33,336
Distribution to affiliate		(1,683,865	)		(1,019,687	)
Impairment		-
Depreciation & Amortization		237,011			185,316
Net Change, Right-of-Use Asset & Liabilities		20,059			-
Change in Operating Assets & Liabilities:
Accounts Receivable		58,800			373,055
Contract Assets		120,550			-
Inventory		322,167			110,816
Prepaids & Other Current Assets		(213,247	)		(75,565	)
Accounts Payable		732,922			83,261
Contract Liabilities		295,873
Accrued Expenses		207,475			(82,531	)
Deferred Revenue		415,107			71,452
Net Cash Used in Operating Activities		(1,157,220	)		(866,256	)

INVESTING ACTIVITIES
Purchase of Property, Plant an Equipment		(22,560	)		(161,755	)

Net Cash Used in Investing Activities		(22,560	)		(161,755	)

FINANCING ACTIVITIES
Borrowings on debt		825,000			-

Net Cash provided by (used in) Financing Activities		825,000			-
Net Cash Flow for Period		(354,780	)		(1,028,011	)
Cash and Cassh Equivalents - Beginning of Period		533,871			6,201,137
Cash and Cash Equivalents- End of Period	$	179,091			5,173,126
NON-CASH INVESTING AND FINANCING ACTIVITIES
Shares issued for Investment		100,000			-
Transfer demo inventory to PPE		14,833			-
SUPPLEMENTARY CASH FLOW INFORMATION		-
Cash Received / Paid During the Period for:		-
Income Taxes		-			-
Interest		-			-

	Shares		Amount		Shares		Amount		Shares		Amount			Stock			Capital			Gain			loss		Equity
	Preferred Stock				Common Stock				Shares to be issued.					Treasury			Additional Paid-in			Accumulated			Accumulated Comprehensive		Stockholders’
	Shares		Amount		Shares		Amount		Shares		Amount			Stock			Capital			Gain			loss		Equity
														(Deficit)			(Deficit)			(Deficit)					(Deficit)
	#		$		#		$		#		$			$			$			$			$		$
As at December 31, 2024 (Audited)		-		-		14,257,458		14,257		-		100,000			(33,810	)		17,886,159			(7,754,313	)		-		10,212,293

Net loss		-		-		-		-		-		-			-			-			(1,680,723	)		-		(1,680,723	)

Shares issued for investment		-		-		18,692		19				(100,000	)		-			99,981			-			-		-

Distributions to affiliate		-		-		-		-		-		-			-			(1,683,865	)		-			-		(1,683,865	)

As at March 31, 2025 (Unaudited)		-		-		14,276,150		14,276		-		-			(33,810	)		16,302,275			(9,435,036	)		-		6,847,705

	As of			As of
Inventory	March 31, 2025			December 31, 2024
	(Unaudited)			(Audited)
Equipment Parts Inventory	$	1,017,401		$	1,820,347
Finished Goods Inventory		908,881			999,100
Sales Demo Inventory		-			-
Work in process Inventory		803,468			295,950
Inventory Reserve		(727,990	)		(776,638	)
Total Inventory	$	2,001,760		$	2,338,759

Category		Economic Useful Life
Office furniture and fixtures		3-5 years
Machinery and equipment		5-7 years
Leasehold Improvements		1-10 years*
Intangible Assets		6-15 years

Fixed Assets	As of March 31, 2025			As of December 31, 2024
	(Unaudited)			(Unaudited)
Accumulated Depreciation	$	(2,642,941	)	$	(2,513,551	)
Machinery & Equipment		2,458,985			2,458,986
Office Furniture & Computer Equipment		317,147			301,487
Vehicles		117,894			117,894
R&D Equipment		43,268			43,268
Software		50,671			50,671
Leasehold improvements		264,458			257,558
Demonstration equipment		1,170,554			1,155,721
Property, Plant and Equipment, Gross		1,170,554			1,155,721
Total Fixed Assets	$	1,780,036		$	1,872,034

	2025			2024
	Quarter Ended March 31
	2025			2024
Net cash provided by Operating Activities	$	(1,157,220	)	$	(866,256	)
Net cash provided by Investing Activities		(22,560	)		(161,755	)
Net cash provided by Financing Activities		825,000			-
Net cash increase for period		(354,780	)		(1,028,011	)
Cash at the beginning of period		533,871			6,201,137
Cash at end of period	$	179,091		$	5,173,126

	●	Par value: 0.001
	●	Authorized: 10,000,000
	●	Issued: There were no preferred shares issued and outstanding as of March 31, 2025

	●	Par value: 0.001
	●	Authorized: 100,000,000
	●	Issued: 14,301,087 as of March 31, 2025

	As of			As of
	March 31, 2025			December 31, 2024
	(Unaudited)			(Unaudited)
Intangible Assets
Accumulated Amortization	$	(1,232,646	)	$	(1,125,025	)
Customer Relationships		211,000			211,000
Equipment Design Documentation		2,675,000			2,675,000
Operational Software & Website		381,539			381,539
Trademarks		787,800			787,800
License & Patents		3,460,876			3,460,877
Intangible assets gross		3,460,876			3,460,877
Accumulated Impairment Loss		(932,669	)		(932,669	)
Total Intangible Assets	$	5,350,900		$	5,458,522

Warrants as of December 31, 2024	$	4.34	1,050,000	4,557,000
Issued			-
Expired			-
Warrants as of March 31, 2025	$	4.34	1,050,000	4,557,000


	Three months ending March 31,
	2025 (Unaudited)		2024 (Unaudited)

Revenue	$	2,290,282	$	742,991

	3 Months Ending March 31,
	2025 (Unaudited)			2024 (Unaudited)
Other financial data:
EBITDA(1)	$	(1,317,795	)	$	(360,393	)
Adjusted EBITDA(2)	$	(1,317,795	)	$	(360,393	)

(1)	EBITDA is a non-GAAP financial measure used by management, lenders, and certain investors as a supplemental measure in the evaluation of some aspects of a corporation’s financial position and core operating performance. Investors sometimes use EBITDA, as it allows for some level of comparability of profitability trends between those businesses differing as to capital structure and capital intensity by removing the impacts of depreciation and amortization. EBITDA also does not include changes in major working capital items, such as receivables, inventory and payables, which can also indicate a significant need for, or source of, cash. Since decisions regarding capital investment and financing and changes in working capital components can have a significant impact on cash flow, EBITDA is not necessarily a good indicator of a business’s cash flows. We use EBITDA for evaluating the relative underlying performance of our core operations and for planning purposes. We calculate EBITDA by adjusting net income to exclude net interest expense, income tax expense or benefit, depreciation and amortization, thus the term “Earnings Before Interest, Taxes, Depreciation and Amortization” and the acronym “EBITDA.”

(2)	Adjusted EBITDA is defined as net income (loss) as reported in our consolidated statements of income excluding the impact of (i) interest expense; (ii) income tax provision; (iii) depreciation and amortization; (iv) stock-based compensation expense; (v) accretion of debt discounts; (vi) other income - forgiveness of Paycheck Protection Program loan; (vii) other financing costs; (viii) loss on extinguishment of debt; (ix) warrant inducement expense; (x) amortization of right-of-use assets; and (xi) change in fair value of derivative liabilities. Our Adjusted EBITDA measure eliminates potential differences in performance caused by variations in capital structures (affecting finance costs), tax positions, the cost and age of tangible assets (affecting relative depreciation expense) and the extent to which intangible assets are identifiable (affecting relative amortization expense). We also exclude certain one-time and non-cash costs. Our definition of Adjusted EBITDA may differ from similarly titled measures used by other companies, and any such differences could be material.

31.1		Rule 13(a)-14(a)/15(d)-14(a) Certification of principal executive officer

31.2		Rule 13(a)-14(a)/15(d)-14(a) Certification of principal financial and accounting officer

32.1		Section 1350 Certification of principal executive officer

32.2		Section 1350 Certification of principal financial and accounting officer

101*		Inline XBRL data files of Financial Statements and Notes contained in this Quarterly Report on Form 10-Q.

	Laser Photonics Corporation

Date: July 3, 2025	By:	/s/ Wayne Tupuola
		President and Chief Executive Officer (Principal Executive Officer)

Date: July 3, 2025	By	/s/ Carlos Sardinas
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

SEC Form 10-Q filed by Laser Photonics Corporation