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Nuvve Provides Second Quarter 2025 Financial Update

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Investor Conference Call to be Held Today at 5:00 PM Eastern Time (2:00 PM PT)

SAN DIEGO--(BUSINESS WIRE)-- Nuvve Holding Corp. (“Nuvve”, “we”, the “Company”) (Nasdaq: NVVE), a green energy technology company that provides a globally-available, commercial vehicle-to-grid (V2G) technology platform that enables electric vehicle (EV) batteries to store and resell unused energy back to the local electric grid and provides other grid services, today provided a second quarter 2025 update.

Second Quarter Highlights and Recent Developments

  • We raised $6.9 million in gross proceeds through debt obligations and equity during the second quarter of 2025 to support our operations and growth initiatives. In July 2025, we raised an additional $5.5 million in gross proceeds through an underwritten public offering.
  • We filed a shelf registration statement on Form S-3 with the SEC which allows us, subject to certain limitations, to issue unspecified amounts of equity shares from time to time and in one or more offerings up to a total dollar amount of $300 million
  • We granted warrants to purchase an aggregate of 11,000,004 shares of warrants to certain consultants as compensation for cryptocurrency strategy related consulting services, and recorded a noncash fair value of the warrants of $8.19 million
  • Total revenue declined by $0.5 million to $0.3 million in the second quarter of 2025 compared to $0.8 million in the second quarter of 2024, while gross profit remained flat at $0.2 million compared to the same period last year
  • Cash operating losses increased by $0.3 million to $5.5 million in the second quarter 2025 compared to $5.2 million the second quarter 2024
  • We had $1.8 million in cash and cash equivalents as of June 30, 2025 compared to $0.4m at December 31, 2024

Management Discussion

Gregory Poilasne, Chief Executive Officer of Nuvve, said, “This has been a transition quarter. Nuvve is now strategically positioned at the intersection between Energy, Artificial Intelligence and Crypto. While revenues were soft during this quarter as we transitioned to a new hardware supplier for bidirectional charging stations and a dropship model vs. carrying the inventory ourselves, we successfully integrated our recent acquisition of Fermata into the Nuvve organization. We also continued our focus on our digital asset strategy, bringing on leading digital assets advisory consultants and adding James Altucher, a cryptocurrency strategist, to our Board of Directors. With the addition of Fermata’s advanced technology to our platform, and our expanded bench of experienced leadership in digital asset management, we believe we are in a strong position to lead in the energy management transition occurring worldwide and we are ready to capitalize on opportunities across the cryptocurrency and blockchain economy all supported by our AI effort started a few years ago.”

2025 Second Quarter Financial Review

Total revenue was $0.33 million for the three months ended June 30, 2025, compared to $0.80 million for the three months ended June 30, 2024, a decrease of $0.47 million, or 58.5%. The decrease was primarily attributable to a $0.23 million decrease in products revenue due to lower customers sales orders and shipments, a $0.11 million decrease in services revenue, and a $0.13 million decrease in grants. Products and services revenue for the three months ended June 30, 2025, consisted of DC Chargers and AC Chargers of $0.14 million, grid services revenue of $0.04 million, and engineering services of $0.15 million. During the second quarter of 2025, we stopped accruing management fees earned for the Fresno EV infrastructure project.

Cost of products and services revenue for the three months ended June 30, 2025, decreased by $0.47 million to $0.1 million, or 78.3% compared to $0.6 million for the three months ended June 30, 2024 primarily due to lower customers sales orders and shipments. Products and services margin increased by 50.5% to 60.6% for the three months ended June 30, 2025, compared to 10.1% in the same prior year period. Margin benefited from a lower mix of hardware charging stations’ sales and a higher mix of engineering services in the second quarter of 2025 compared with the second quarter of 2024.

Selling, general and administrative expenses consist of selling, marketing, advertising, payroll, administrative, legal, finance, and professional expenses. Selling, general and administrative expenses were $13.9 million for the three months ended June 30, 2025, as compared to $4.5 million for the three months ended June 30, 2024, an increase of $9.4 million, or 209.7%.

The increase during the three months ended June 30, 2025 was primarily attributable to increases in the fair value of warrants expenses issued for cryptocurrency strategy consulting services of $8.1 million, increases in bad debt expenses of $1.2 million mostly related to management fees earned in the Fresno EV infrastructure project, increases in travel and marketing/promotions related expenses of $0.5 million, and increases in legal fees expenses of $0.3 million, partially offset by decreases in compensation expenses of $0.6 million, including share-based compensation, and decrease in software subscriptions expenses of $0.1 million.

Research and development expenses decreased by $0.4 million, or 25.8%, from $1.5 million for the three months ended June 30, 2024 to $1.1 million for the three months ended June 30, 2025. The decrease during the three months ended June 30, 2025 was primarily attributable to decreases in compensation expenses and subcontractor expenses used to advance our platform functionality and integration with more vehicles.

Other income, net consists primarily of interest expense, change in fair value of convertible notes, change in fair value of warrants liability and derivative liability, and other income (expense). Other income, net decreased by $0.59 million from $1.81 million of other income for the three months ended June 30, 2024, to $1.23 million in other expenses for the three months ended June 30, 2025. The decrease during the three months ended June 30, 2025 was primarily attributable to the change in fair values of the convertible notes and warrants liability, partially offset by increases in sublease income related to the subleasing of part of our main office space and interest expense on debt obligations.

Net loss increased by $9.6 million, or 243.6%, from $3.9 million for the three months ended June 30, 2024, to $13.6 million for the three months ended June 30, 2025. The increase in net loss was primarily due to an increase in total operating expenses of $8.6 million, a decrease in other income of $0.6 million and a decrease of $0.5 million in revenue.

Net Income (Loss) Attributable to Non-Controlling Interest

Net loss attributable to non-controlling interest for the three months ended June 30, 2025 was flat compared to net income attributable to non-controlling interest for the three months ended June 30, 2024.

Net loss is allocated to non-controlling interests in proportion to the relative ownership interests of the holders of non-controlling interests in Fermata Energy II LLC and Deep Impact entity. We own 51% of Fermata Energy II LLC and Deep Impact common units during the six months ended June 30, 2025. We had determined that Deep Impact only is a variable interest entity (“VIE”) in which we are the primary beneficiary. We consolidated Fermata Energy II LLC and Deep Impact, and recorded a non-controlling interest for the share of Fermata Energy II LLC and Deep Impact owned by other parties during the six months ended June 30, 2025.

Megawatts Under Management

Megawatts under management refers to the potential available charging capacity Nuvve is currently managing around the world.

Megawatts under management in the second quarter decreased 19.5% over the first quarter of 2025, to 25.6 megawatts from 31.8 megawatts, and a 5.5% decrease compared to the second quarter of 2024. In terms of its composition, 0.2 megawatts were from stationary batteries and 25.4 megawatts were from EV chargers. The decline this quarter relates to the decommissioning of 2.5 megawatts of stationary batteries in California and 4.4 megawatts of stationary batteries in Japan. The stationary batteries we managed in California were decommissioned as they reached the end of their useful life. Our customer intends to replace these batteries in the future, and we are working with this customer to propose our battery aggregation services once their new batteries are installed. In Japan we elected to not continue the management of stationary batteries connected to our platform in partnership with Toyota Tsusho that we were had managed for several years, given the expected future revenue generation was limited under our existing agreement. Instead we have focused our efforts in driving new business development efforts in Japan, with a focus on battery aggregation services for commercial and governmental customers throughout the country. Megawatts under management excluding stationary batteries increased to 25.4 in the second quarter of 2024, an increase of 0.7 over the first quarter of 2025.

Conference Call Details

The Company will hold a conference call to review its financial results for the second quarter of 2025, along with other Company developments, at 5:00 PM Eastern Time (2:00 PM PT) today, Thursday, August 14, 2025.

To participate, please register for and listen via a live webcast, which is available in the ‘Events’ section under the ‘News & Events’ tab of Nuvve’s investor relations website at https://investors.nuvve.com/. In addition, a replay of the call will be made available for future access.

About Nuvve Holding Corp.

Nuvve Holding Corp. (Nasdaq: NVVE) is leading the electrification of the planet, beginning with transportation, through its intelligent energy platform. Combining the world’s most advanced vehicle-to-grid (V2G) technology and an ecosystem of electrification partners, Nuvve dynamically manages power among electric vehicle (EV) batteries and the grid to deliver new value to EV owners, accelerate the adoption of EVs, and support the world’s transition to clean energy. By transforming EVs into mobile energy storage assets and networking battery capacity to support shifting energy needs, Nuvve is making the grid more resilient, enhancing sustainable transportation, and supporting energy equity in an electrified world. Since its founding in 2010, Nuvve has successfully deployed V2G on five continents and offers turnkey electrification solutions for fleets of all types. Nuvve is headquartered in San Diego, California, and can be found online at nuvve.com.

Nuvve and associated logos are among the trademarks of Nuvve and/or its affiliates in the United States, certain other countries and/or the European Union. Any other trademarks or trade names mentioned are the property of their respective owners.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements or forward-looking information within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of forward-looking terms such as "may," "will," "expects," "believes," "aims," "anticipates," "plans," "looking forward to," "estimates," "projects," "assumes," "guides," "targets," "forecasts," "continue," "seeks" or the negatives of such terms or other variations on such terms or comparable terminology, although not all forward-looking statements contain such identifying words. Forward-looking statements include, but are not limited to, statements concerning Nuvve’s expectations, plans, intentions, strategies, prospects, business plans, product and service offerings, new deployments, potential project successes, expected timing of recently announced projects, anticipated growth of various business areas and other statements that are not historical facts. Nuvve cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Nuvve. Such statements are based upon the current beliefs and expectations of management and are subject to significant risks and uncertainties that could cause actual outcomes and results to differ materially. Some of these risks and uncertainties can be found in Nuvve’s most recent Annual Report on Form 10-K and subsequent periodic reports filed with the Securities and Exchange Commission (SEC). Copies of these filings are available online at www.sec.gov, https://investors.nuvve.com or on request from Nuvve. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in the Nuvve’s filings with the SEC. Such forward-looking statements speak only as of the date made, and Nuvve disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Readers of this press release are cautioned not to place undue reliance on these forward-looking statements, since there can be no assurance that these forward-looking statements will prove to be accurate. This cautionary statement is applicable to all forward-looking statements contained in this press release.

FINANCIAL TABLES FOLLOW

NUVVE HOLDING CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

 

June 30,
2025

 

 

December 31,
2024

Assets

 

 

 

 

 

Current assets

Cash

$

1,767,406

 

 

$

371,497

 

Restricted cash

 

320,000

 

 

 

320,000

 

Accounts receivable, net

 

349,352

 

 

 

2,148,198

 

Inventories

 

4,267,084

 

 

 

4,591,902

 

Prepaid expenses

 

752,133

 

 

 

494,986

 

Deferred costs - current

 

944,653

 

 

 

417,290

 

Other current assets

 

382,473

 

 

 

931,244

 

Total current assets

 

8,783,101

 

 

 

9,275,117

 

Property and equipment, net

 

710,119

 

 

 

613,958

 

Intangible assets, net

 

1,142,047

 

 

 

1,062,766

 

Goodwill

 

703,957

 

 

 

 

Investment in equity securities

 

670,951

 

 

 

670,951

 

Investment in leases

 

99,749

 

 

 

101,415

 

Right-of-use operating lease assets

 

4,222,680

 

 

 

4,493,360

 

Deferred costs - noncurrent

 

594,558

 

 

 

564,558

 

Security deposit, long-term

 

66,215

 

 

 

15,687

 

Total assets

$

16,993,377

 

 

$

16,797,812

 

 

 

 

 

 

 

Liabilities and Equity

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable

$

1,401,714

 

 

$

1,882,357

 

Due to customers

 

800,000

 

 

 

 

Accrued expenses

 

5,323,935

 

 

 

3,393,205

 

Deferred revenue - current

 

971,759

 

 

 

506,496

 

Debt - term loan

 

1,210,572

 

 

 

1,609,928

 

Due to related party - promissory notes - current

 

516,231

 

 

 

562,241

 

Convertible notes - current

 

2,032,074

 

 

 

2,475,162

 

Operating lease liabilities - current

 

872,562

 

 

 

914,800

 

Other liabilities

 

156,197

 

 

 

6,969

 

Total current liabilities

 

13,285,044

 

 

 

11,351,158

 

Operating lease liabilities - noncurrent

 

3,962,465

 

 

 

4,254,173

 

Due to related party - promissory notes - noncurrent

 

1,106,500

 

 

 

840,500

 

Convertible notes - noncurrent

 

354,587

 

 

 

 

Deferred revenue - noncurrent

 

546,241

 

 

 

771,747

 

Warrants/investment rights liability

 

364,447

 

 

 

699,087

 

Other long-term liabilities

 

202,332

 

 

 

170,794

 

Total liabilities

 

19,821,616

 

 

 

18,087,459

 

 

 

 

 

 

 

Commitments and Contingencies

 

 

 

 

 

Mezzanine equity

 

 

 

 

 

Redeemable non-controlling interests, preferred shares, zero par value, 1,000,000 shares authorized, 0 shares issued and outstanding at June 30, 2025 and — shares issued and outstanding at December 31, 2024; aggregate liquidation preference of $0 and $3,750,201 at June 30, 2025 and December 31, 2024, respectively

 

 

Stockholders’ equity

Preferred Class A units, zero par value, 4,900,000 shares authorized; 4,900,000 units issued and outstanding at June 30, 2025, and zero units issued and outstanding at December 31, 2024, respectively

774,976

 

 

Class B units, zero par value, 2,500,000 units authorized; 100,000 units issued and outstanding at June 30, 2025, and zero units issued and outstanding at December 31, 2024, respectively

100,000

 

 

 

 

Preferred stock, $0.0001 par value, 1,000,000 shares authorized; zero shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively

 

 

 

 

Common stock, $0.0001 par value, 200,000,000 shares authorized; 10,921,341 and 904,949 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively

7,404

 

 

6,408

 

 

Treasury stock, at cost, 1,680 shares outstanding at June 30, 2025; 1,680 shares outstanding at December 31, 2024

 

 

Additional paid-in capital

182,310,448

 

164,285,336

 

Accumulated other comprehensive income

53,881

 

46,494

 

Accumulated deficit

(185,850,879

)

(165,599,076

)

Nuvve Holding Corp. stockholders’ deficit

(2,604,170

)

(1,260,838

)

Non-controlling interests

(224,069

)

(28,809

)

Total stockholders’ deficit

(2,828,239

)

(1,289,647

)

Total deficit

(2,828,239

)

(1,289,647

)

Total Liabilities and Equity

$

16,993,377

 

$

16,797,812

 

NUVVE HOLDING CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Revenue

 

 

 

 

Products

$

141,905

 

$

369,192

 

$

707,456

 

$

845,661

 

Services

 

191,084

 

 

301,567

 

 

458,388

 

 

521,438

 

Grants

 

 

 

131,421

 

 

79,610

 

 

214,837

 

Total revenue

 

332,989

 

 

802,180

 

 

1,245,454

 

 

1,581,936

 

Operating expenses

 

 

 

 

Cost of products

 

48,124

 

 

256,902

 

 

541,339

 

 

593,574

 

Cost of services

 

82,941

 

 

345,813

 

 

150,970

 

 

518,585

 

Selling, general, and administrative

 

13,905,986

 

 

4,489,772

 

 

18,960,049

 

 

10,417,882

 

Research and development

 

1,093,163

 

 

1,473,567

 

 

1,976,935

 

 

3,063,144

 

Total operating expenses

 

15,130,214

 

 

6,566,054

 

 

21,629,293

 

 

14,593,185

 

 

 

 

 

 

Operating loss

 

(14,797,225

)

 

(5,763,874

)

 

(20,383,839

)

 

(13,011,249

)

Other income (expense)

 

 

 

 

Interest (expense) income, net

 

(707,017

)

 

10,736

 

 

(1,242,834

)

 

19,748

 

Change in fair value of convertible notes

 

1,142,710

 

 

 

 

51,704

 

 

 

Change in fair value of warrants/investment rights liability

 

565,800

 

 

1,584,772

 

 

441,182

 

 

2,312,434

 

Change in fair value of derivative liability

 

 

 

7,907

 

 

 

 

(3,626

)

Other, net

 

227,270

 

 

211,444

 

 

686,724

 

 

4,941

 

Total other income (expense), net

 

1,228,763

 

 

1,814,859

 

 

(63,224

)

 

2,333,497

 

Loss before taxes

 

(13,568,462

)

 

(3,949,015

)

 

(20,447,063

)

 

(10,677,752

)

Income tax expense

 

 

 

 

 

 

 

 

Net loss

$

(13,568,462

)

$

(3,949,015

)

$

(20,447,063

)

$

(10,677,752

)

Less: Net loss attributable to non-controlling interests

 

(189,662

)

 

(10,268

)

 

(195,260

)

 

(24,566

)

Net loss attributable to Nuvve Holding Corp.

$

(13,378,800

)

$

(3,938,747

)

$

(20,251,803

)

$

(10,653,186

)

Less: Preferred dividends on redeemable non-controlling interests

 

 

 

 

 

 

 

 

76,504

 

 

 

 

 

 

 

 

 

 

151,508

 

 

Less: Accretion on redeemable non-controlling interests preferred shares

 

 

 

 

 

 

 

 

161,466

 

 

 

 

 

 

 

 

 

 

322,932

 

 

Net loss attributable to Nuvve Holding Corp. common stockholders

$

(13,378,800

)

$

(4,176,717

)

$

(20,251,803

)

$

(11,127,626

)

 

 

 

 

 

Net loss per share attributable to Nuvve Holding Corp. common stockholders, basic and diluted

 

$

 

(2.12

 

)

 

$

 

(6.70

 

)

 

$

 

(4.97

 

)

 

$

 

(21.51

 

)

 

 

 

 

 

Weighted-average shares used in computing net loss per share attributable to Nuvve Holding Corp. common stockholders, basic and diluted

 

6,313,968

 

 

623,028

 

 

4,073,294

 

 

517,236

 

NUVVE HOLDING CORP AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(Unaudited)

 

Three Months Ended
June 30,

Six Months Ended
June 30,

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Net loss

$

(13,568,462

)

$

(3,949,015

)

$

(20,447,063

)

$

(10,677,752

)

Other comprehensive (loss) income, net of taxes

 

 

 

 

Foreign currency translation adjustments, net of taxes

$

7,151

 

$

(8,093

)

$

7,387

 

$

(21,744

)

Total comprehensive loss

$

(13,561,311

)

$

(3,957,108

)

$

(20,439,676

)

$

(10,699,496

)

Less: Comprehensive loss attributable to non-controlling interests

$

(189,662

)

$

(10,268

)

$

(195,260

)

$

(24,566

)

Comprehensive loss attributable to Nuvve Holding Corp.

$

(13,371,649

)

$

(3,946,840

)

$

(20,244,416

)

$

(10,674,930

)

Less: Preferred dividends on redeemable non-controlling interests

$

 

$

(76,504

)

$

 

$

(151,508

)

Less: Accretion on redeemable non-controlling interests preferred shares

 

 

 

 

 

 

(161,466

)

 

 

 

 

(322,932

)

Comprehensive loss attributable to Nuvve Holding Corp. common stockholders

$

(13,371,649

)

$

(3,708,870

)

$

(20,244,416

)

$

(10,200,490

)

NUVVE HOLDING CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,

 

 

2025

 

 

2024

 

Operating activities

 

 

Net loss

$

(20,447,063

)

$

(10,677,752

)

Adjustments to reconcile net loss to net cash used in operating activities

 

 

Depreciation and amortization

 

160,425

 

 

179,170

 

Stock-based compensation

 

568,681

 

 

1,390,808

 

Amortization of discount on debt and promissory notes

 

61,326

 

 

 

Change in fair value of warrants liability

 

(441,182

)

 

(2,312,434

)

Change in fair value of convertible notes

 

(51,704

)

 

 

Change in fair value of derivative liability

 

 

 

3,626

 

Fair value of warrants issued for cryptocurrency strategy consulting services

 

8,194,000

 

 

 

Loss on warrants issuance

 

 

 

305,065

 

Provision for credit losses

 

990,105

 

 

 

Noncash lease expense

 

250,448

 

 

252,997

 

Change in operating assets and liabilities

 

 

Accounts receivable

 

749,923

 

 

1,208,706

 

Inventory

 

347,541

 

 

(154,683

)

Prepaid expenses and other assets

 

10,868

 

 

921,517

 

Accounts payable

 

(480,643

)

 

175,202

 

Due to customers

 

800,000

 

 

 

Accrued expenses and other liabilities

 

1,771,572

 

 

(74,049

)

Deferred revenue

 

241,423

 

 

45,261

 

Net cash used in operating activities

 

(7,274,280

)

 

(8,736,566

)

Investing activities

 

 

Acquisitions

 

(340,200

)

 

 

Purchase of property and equipment

 

(54,173

)

 

(53,103

)

Net cash used in investing activities

 

(394,373

)

 

(53,103

)

Financing activities

 

 

Proceeds from exercise of warrants

 

2,075,345

 

 

172,997

 

Proceeds from debt and promissory notes obligations

 

8,759,426

 

 

 

Repayment of debt and promissory notes obligations

 

(2,482,212

)

 

 

Proceeds from common stock offering, net of issuance costs

 

564,847

 

 

8,516,741

 

Payment of finance lease obligations

 

(7,591

)

 

(5,477

)

Proceeds from issuance of Class B units

 

100,000

 

 

 

Net cash provided in financing activities

 

9,009,815

 

 

8,684,261

 

Effect of exchange rate on cash

 

54,747

 

 

2,162

 

Net increase (decrease) in cash and restricted cash

 

1,395,909

 

 

(103,246

)

Cash and restricted cash at beginning of year

 

691,497

 

 

2,014,660

 

Cash and restricted cash at end of period

$

2,087,406

 

$

1,911,414

 

 

 

 

Supplemental Disclosure of cash information:

 

 

Cash paid for interest

$

502,133

 

$

 

 

 

 

Supplemental Disclosure of Noncash Investing Activity

 

 

Issuance of preferred class A units for acquisition

$

774,976

 

$

 

 

 

 

 

Nuvve Investor Contact

investorrelations@nuvve.com

+1 (619) 483-3448

Nuvve Press Contacts

press@nuvve.com

+1 (619) 483-3448

Source: Nuvve Holding Corp.

Nuvve Holding Corp

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