STOCK TITAN

Ispire Technology revenue falls 9.3%, loss hits $6.4M

Credit loss expense was $4.8 million, while management expects cash flow to improve as new manufacturing and commercial programs scale.

Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
(High)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
8-K

Rhea-AI Filing Summary

Ispire Technology Inc. reported results for the three months ended September 30, 2026. The 8-K calls the period fiscal second quarter, while the results release labels it first quarter fiscal 2027. Revenue was $27.5 million, down 9.3% year over year but up 3.2% sequentially; lower European sales amid a more restrictive vaping-product regulatory environment primarily drove the annual decline. Gross margin was 16.2%, versus 6.3% in the prior quarter.

Net loss was $6.4 million, or $0.11 per share, versus $3.3 million, or $0.06, a year earlier; it included $4.8 million of credit loss expense. Adjusted EBITDA, a non-GAAP measure, was $136,164, versus $638,785 a year earlier and a $2.3 million loss in the prior quarter. Operating cash use was $1.6 million. At September 30, cash was $15.6 million and working capital was $0.4 million.

Management expects cash flow to improve as new manufacturing and commercial programs scale, while investing in Malaysia during fiscal 2027. Ispire said it believes it is close to securing an OEM and ODM relationship with a well-known Southeast Asian brand. IKE Tech is advancing a planned U.S. pilot of its IKE 2.0 age-gating platform with Charlie’s Holdings.

2 points · 0 major

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Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 4 points

How the balance works

Positive

  • Moderate pointSequential Adjusted EBITDA reached $136,164, versus a $2,271,538 loss.
  • Moderate pointGross margin recovered to 16.2% from 6.3% sequentially.

Negative

  • Moderate pointRevenue fell 9.3% year over year to $27.5 million.
  • Moderate pointNet loss widened to $6.4 million from $3.3 million year over year.
  • Moderate pointAdjusted EBITDA was $136,164, down from $638,785 year over year.
  • Moderate pointOperating cash use was $1.6 million, versus $1.2 million a year earlier.

Filing Explained

At September 30, five million dollars of related-party payables were reclassified from current to noncurrent presentation without a cash payment.

The balance sheet as of September 30, 2026 reports 57,766,035 common shares issued and outstanding, versus 57,609,396 at June 30, 2026; a fixed holding therefore represents a smaller ownership percentage, absent offsetting changes.

The company also reports a noncash $5 million reclassification from current related-party accounts payable to noncurrent amount due to a related party; this changes balance-sheet presentation, not cash paid.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Revenue $27.5 million Three months ended September 30, 2026; down 9.3% year over year and up 3.2% sequentially
Gross margin 16.2% Three months ended September 30, 2026; compared with 17.0% in the year-ago period and 6.3% in the prior quarter
Net loss $6.4 million Three months ended September 30, 2026; compared with $3.3 million in the year-ago period
Credit loss expense $4.8 million Three months ended September 30, 2026
Adjusted EBITDA $136,164 Three months ended September 30, 2026; compared with $638,785 in the year-ago period and a $2,271,538 loss in the prior quarter
Cash $15.6 million As of September 30, 2026
Working capital $0.4 million As of September 30, 2026
Net cash used in operating activities $1,618,279 Three months ended September 30, 2026; compared with $1,183,607 in the year-ago period
Adjusted EBITDA financial
"Adjusted EBITDA is a non-GAAP measurement"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
credit loss expenses financial
"Credit loss expenses"
Credit loss expenses are the amounts a company sets aside to cover loans, receivables or other promised payments it expects may not be repaid. Think of it as a rainy-day fund for unpaid bills; higher expense suggests more borrowers are struggling and reduces current profit, so investors watch it to judge the health of a lender’s assets and the likely future strength of earnings and capital.
original design manufacture (ODM) technical
"original design manufacture (ODM) relationships"
A original design manufacturer (ODM) is a firm that both designs and produces complete products that other companies buy and sell under their own brand names. Think of an ODM as a contractor that creates the blueprint and builds the finished goods, so the buying company can focus on marketing and distribution without developing the product itself. For investors, an ODM’s role matters because it affects product costs, intellectual property ownership, production capacity and supply‑chain risk, all of which influence margins and business scalability.
age-gating platform technical
"IKE 2.0 age-gating platform"
equity method investment financial
"Equity method investment"
An equity method investment is an accounting way to report ownership in another company when an investor has significant influence (commonly around 20–50% of voting rights). Instead of listing the other company’s full assets and debts, the investor records its share of that company’s profits or losses on its own income statement—like keeping track of your share of a neighborhood bakery’s monthly earnings. Investors care because those shared profits, losses and changes in the investee’s value directly affect the investor’s reported earnings and balance sheet, so this method can materially change a company’s financial picture and valuation.
Revenue $27.5 million Down 9.3% year over year; up 3.2% sequentially
Gross margin 16.2% 17.0% in the year-ago period; 6.3% in the prior quarter
Net loss $6.4 million Compared with $3.3 million in the year-ago period
Adjusted EBITDA $136,164 Compared with $638,785 in the year-ago period and a $2,271,538 loss in the prior quarter
Credit loss expense $4.8 million
Guidance

Management expects cash flow to improve as the benefits of new manufacturing and commercial programs begin to scale; the company is focused on achieving cash-flow-positive performance while investing in its Malaysia manufacturing facility during fiscal 2027.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What revenue did ISPR report for the three months ended September 30, 2026?

ISPR reported $27.5 million in revenue for the three months ended September 30, 2026, down 9.3% from the year-ago period and up 3.2% sequentially. Ispire attributed the year-over-year decrease primarily to lower European sales amid a more restrictive vaping-product regulatory environment.

What was ISPR’s net loss for the three months ended September 30, 2026?

ISPR reported a $6.4 million net loss, or $0.11 per share, for the three months ended September 30, 2026. The year-ago period had a $3.3 million net loss, or $0.06 per share, and the current period included $4.8 million of credit loss expense.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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false 0001948455 0001948455 2026-11-09 2026-11-09 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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): November 9, 2026

 

Ispire Technology Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-41680   84-5106049
(State or other jurisdiction
of incorporation or organization)
  (Commission file number)   (IRS Employer
Identification No.)

 

19700 Magellan Drive

Los Angeles, CA 90502

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (310) 742-9975

 

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 obligations 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(s)   Name of each exchange on which registered
Common Stock, par value $0.0001 per share   ISPR   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 November 9, 2026, Ispire Technology Inc. (the “Company”) issued a press release regarding its financial results for the fiscal second quarter ended September 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in that filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

The following exhibits are being filed or furnished, as applicable, with this Current Report on Form 8-K:

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit No.   Description
99.1*   Press Release of Ispire Technology issued on November 9, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

*Furnished herewith.

 

1

 

 

SIGNATURE

 

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.

 

  Ispire Technology Inc.
     
  By:  /s/ Tuanfang Liu
    Name: Tuanfang Liu
    Title: Executive Officer and Chairman
     
Dated: November 9, 2026    

 

2

 

Exhibit 99.1

 

Ispire Technology Inc. Reports First Quarter Fiscal Year 2027 Financial Results

 

Q1 Revenue of $27.5 Million, Up 3.2% Sequentially

 

Gross margin recovery and continued reduction in accounts receivable

 

Sequential improvement in Net loss and Return to Positive Adjusted EBITDA

 

Advancing Strategic Growth Initiatives, Expanding Global Manufacturing Capabilities and Building a More Diversified Business

 

LOS ANGELES, Nov. 9, 2026 /PRNewswire/--Ispire Technology Inc. (Nasdaq: ISPR) (“Ispire,” the “Company,” “we,” “us,” or “our”), an innovator in vaping technology and precision dosing, today reported financial results for the first fiscal quarter ended September 30, 2026.

 

Steven Przybyla, President of Ispire, commented, “Ispire is building the foundation for its next phase of growth, with what we see as a stronger manufacturing platform, expanding customer opportunities and multiple paths to participate in high-growth markets. Our operations in Malaysia, growing Vapor OEM and ODM pipeline, G-Mesh technology, our 40% owned joint venture IKE Tech’s age-gating platform, and nicotine pouch joint venture with Jincheng Pharma represent meaningful opportunities to expand our reach, strengthen our competitive position and diversify our business. We believe these initiatives equip Ispire with the capabilities, technology and global footprint to pursue a larger role in the industry and create significant long-term value for shareholders.

 

“During the first quarter of fiscal 2027, we continued to make measurable progress in strengthening our operating performance. Revenue increased 3.2% sequentially to $27.5 million, and gross margin recovered to 16.2% from 6.3% in the prior quarter, following the one-time inventory impairments and returns charges recorded in the fourth quarter of fiscal 2026. Sequentially, our GAAP net loss narrowed to $6.4 million from $13.8 million in the fourth quarter of fiscal 2026, and Adjusted EBITDA returned to positive territory at $136,000, improving by $2.4 million from the prior quarter. We also reduced net accounts receivable by approximately 80% from peak levels in fiscal 2025, reflecting collections, allowances for credit losses recorded against outstanding balances and improvements in customer credit standards and payment terms. We believe these results demonstrate continued progress in stabilizing the business, improving operational efficiency and strengthening our financial foundation.

 

“As we move through fiscal 2027, our focus is on translating these opportunities into commercial execution and sustained financial improvement. Malaysia is in our view a key near-term catalyst as we expand production capabilities, pursue new OEM and ODM relationships and capitalize on growing customer interest in supply-chain diversification. We believe that the Company is close to securing a significant OEM and ODM relationship with a well-known regional brand in Southeast Asia, and hope to update investors on this deal in the coming months. In parallel, we are advancing our nicotine pouch strategy and IKE Tech is further its commercialization efforts, including the planned U.S. pilot of its IKE 2.0 age-gating platform with Charlie’s Holdings. We believe the combination of these initiatives creates meaningful opportunities to expand our market presence and improve our financial performance. Our priorities are to execute with discipline, strengthen our balance sheet and convert our investments into lasting value for shareholders.”

 

 

 

 

Summary Financial Results for the Three Months Ended September 30, 2026

 

Revenue was $27.5 million, compared to $30.4 million in the first quarter of fiscal year 2026. The 9.3% decrease was driven primarily by reduced sales in the European market amid an increasingly restrictive regulatory environment for vaping products. Sequentially, revenue increased 3.2% from $26.7 million in the fourth quarter of fiscal 2026.

 

Gross profit was $4.5 million compared to $5.1 million for the first quarter of fiscal year 2026. Gross margin was 16.2% compared to 17.0% for the year ago period and 6.3% in the prior quarter.

 

Total operating expenses were $10.6 million, an increase of 35.2%, compared to $7.8 million for the first quarter of fiscal year 2026, driven primarily by non-cash credit loss expenses. Sequentially, operating expenses decreased 30.4% compared to $15.2 million in the fourth quarter. Credit loss expense was $4.8 million, an increase of $3.0 million compared to $1.8 million in the year ago period.

 

Net loss was $6.4 million, or ($0.11) per share, compared with a net loss of $3.3 million, or ($0.06) per share, in the first quarter of fiscal 2026. The current-quarter net loss includes $4.8 million of credit loss expense.

 

Cash: At September 30, 2026, the Company held cash of $15.6 million and working capital of $0.4 million, representing a decrease of $3.7 million in cash and a decrease of $0.4 million in working capital from the fiscal year ended June 30, 2026.

 

Adjusted EBITDA was $136,000, a decrease of $0.5 million, compared to Adjusted EBITDA of $0.6 million in the year ago period. Sequentially, Adjusted EBITDA improved by $2.4 million compared to an Adjusted EBITDA loss of ($2.3) million in the prior quarter. The sequential improvement reflects the recovery in gross margin.

 

Outlook

 

The Company continues to focus on achieving cash-flow-positive performance, while making investments in its Malaysia manufacturing facility during fiscal year 2027. Management expects cash flow to improve as the benefits of the Company’s new manufacturing and commercial programs begin to scale.

 

Webcast and Conference Call

 

The Company will conduct a conference call at 8 a.m. ET on Monday, November 9, 2026, to discuss the results, followed by a Q&A session.

 

2

 

 

To listen to the conference call, please dial in using the information below. When prompted upon dialing-in, please ask for the “Ispire Technology Call.”

 

●Date: Monday, November 9, 2026

 

●Time: 8 a.m. ET

 

●Dial-In Numbers: United States and Canada 1-800-715-9871 or International Toll 1-646-307-1963

 

●Conference ID / Passcode: 8630253

 

This conference call will be webcast live and can be accessed by all interested parties at: https://webcast.ir-events.com/x4ABk01m0wM.

 

Please access the link at least fifteen minutes prior to the start of the call to register, download, and install any necessary audio software.

 

A playback will be available until 11:59 pm ET on Monday, November 23, 2026. To listen, please dial 1-844-512-2921 or +1-412-317-6671. Use the passcode 8630253 to access the replay.

 

About Ispire Technology Inc.

 

Ispire is engaged in the research and development, design, commercialization, sales, marketing and distribution of branded e-cigarettes and cannabis vaping products. The Company’s operating subsidiaries own or license more than 400 patents worldwide. Ispire’s branded e-cigarette products are marketed under the Aspire name and are sold worldwide (except in the U.S., People’s Republic of China and Russia) primarily through its global distribution network. The Company also engages in original design manufacture (ODM) relationships with e-cigarette brands and retailers worldwide. The Company’s cannabis products are marketed under the Ispire brand name primarily on an ODM basis to other cannabis vapor companies. Ispire sells its cannabis vaping hardware in the US, Europe and South Africa and it recently commenced marketing activities and customer engagement in Canada and Latin America. For more information visit www.ispiretechnology.com or follow Ispire on Instagram, LinkedIn, Twitter and YouTube.

 

Non-GAAP Financial Measures

 

In evaluating its business, the Company uses or may use certain non-GAAP measures as supplemental measures to review and assess its operating and financial performance. These measures are commonly used in the manufacturing industry to provide stockholders and potential investors with additional information that excludes unusual or non-recurring items as well as non-cash items that are unrelated to or may not be indicative of the Company’s ongoing operating results. These measures may not be comparable to similar measures presented by other companies and should not be viewed as a substitute for measures reported under U.S. GAAP. These non-GAAP financial measures have limitations as analytical tools when assessing the Company’s operating and financial performances, and investors should not consider them in isolation, or as a substitute for any consolidated statement of operations data prepared in accordance with U.S. GAAP. The reconciliations to EBITDA and Adjusted EBITDA from relevant GAAP metrics are included at the end of this press release.

 

3

 

 

Forward Looking Statements

 

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”) as well as Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended, that are intended to be covered by the safe harbor created by those sections. Forward-looking statements, which are based on certain assumptions and describe the Company’s future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “will,” “should,” “would,” “could,” “seek,” “intend,” “plan,” “goal,” “project,” “estimate,” “anticipate,” “strategy,” “future,” “likely” or other comparable terms, although not all forward-looking statements contain these identifying words. All statements other than statements of historical facts included in this press release regarding the Company’s strategies, prospects, financial condition, operations, costs, plans and objectives are forward-looking statements. Important factors that could cause the Company’s actual results and financial condition to differ materially from those indicated in the forward-looking statements. Such forward-looking statements include, but are not limited to, risks and uncertainties including those regarding: whether the Company may be successful in re-entering the U.S. ENDS market; the approval or rejection of any PMTA submitted by the Company; whether the Company will be successful in its plans to further expand into the African market; whether the Company’s joint venture with Touch Point Worldwide Inc. d/b/a/ Berify and Chemular Inc. (the “Joint Venture”) may be successful in achieving its goals as currently contemplated, with different terms, or at all; the Joint Venture’s ability to innovate in the e-cigarette technology space or develop age gating or age verification technologies for nicotine vaping devices; the Company’s ability to collect its accounts receivable in a timely manner; the Company’s business strategies, including the planned expansion of Malaysian manufacturing and entry into the nicotine pouch market; the ability of the Company to market Ispire ONE™ and G-Mesh; G-Mesh and Ispire ONE™’s success in meeting its goals; the ability of its customers to derive the anticipated benefits from G-Mesh or Ispire ONE™ and the success of its products on the markets; Ispire ONE™ proving to be safe; the timing of the Company’s ability to achieve positive cash flow, if at all; whether the Company’s joint venture with Jincheng Pharma may be successful in achieving its goals as currently contemplated, with different terms, or at all; and the risk and uncertainties described in “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Cautionary Note on Forward-Looking Statements” and the additional risk described in Ispire’s Annual Report on Form 10-K for the year ended June 30, 2026 and any subsequent filings which Ispire makes with the SEC. You should not rely upon forward-looking statements as predictions of future events. The forward-looking statements made in this press release relate only to events or information as of the date on which the statements are made in this press release. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events except as required by applicable law. You should read this press release with the understanding that our actual future results may be materially different from what we expect.

 

Contact:

 

HAYDEN IR:

James Carbonara

(646)-755-7412

james@haydenir.com

 

Brett Maas

(646) 536-7331

brett@haydenir.com

 

-- Tables Follow –

 

4

 

 

ISPIRE TECHNOLOGY INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In $USD, except share and per share data)

 

   September 30,
2026
   June 30,
2026
 
Assets        
Current assets:        
Cash  $15,636,010   $19,328,650 
Restricted cash   50,228    50,228 
Accounts receivable, net   13,487,870    19,819,480 
Inventories, net   2,592,583    3,126,252 
Prepaid expenses and other current assets   1,840,008    2,519,129 
Due from a related party   639,784    590,911 
Total current assets   34,246,483    45,434,650 
           
Non-current assets:          
Property, plant and equipment, net   2,231,365    2,423,509 
Intangible assets, net   2,740,200    2,572,060 
Right-of-use assets – operating leases   3,150,578    3,028,385 
Other investment   2,000,000    2,000,000 
Equity method investment   8,350,647    8,611,823 
Other non-current assets   -    122,431 
Deferred tax assets   104,609    85,713 
Total non-current assets   18,577,399    18,843,921 
Total assets  $52,823,882   $64,278,571 
           
Liabilities and stockholders’ deficit          
Current liabilities          
Accounts payable  $2,611,444   $5,651,330 
Accounts payable – related party   23,049,913    29,312,960 
Contract liabilities   2,188,615    1,886,012 
Contract liabilities – related party   48,154    - 
Accrued liabilities and other payables   3,874,084    5,532,103 
Borrowing – current portion   518,670    805,361 
Operating lease liabilities – current portion   1,534,514    1,443,763 
Total current liabilities   33,825,394    44,631,529 
           
Non-current liabilities:          
Amount due to a related party   52,000,000    47,000,000 
Operating lease liabilities – net of current portion   1,845,549    1,893,249 
Total non-current liabilities   53,845,549    48,893,249 
Total liabilities   87,670,943    93,524,778 
           
Commitments and contingencies          
           
Stockholders’ deficit:          
Common stock, par value $0.0001 per share; 140,000,000 shares authorized; 57,766,035 and 57,609,396 shares issued and outstanding as of September 30, 2026 and June 30, 2026   5,777    5,760 
Treasury stock, at cost   (60,488)   (60,488)
Additional paid-in capital   53,094,072    52,276,766 
Accumulated deficit   (87,707,288)   (81,269,311)
Accumulated other comprehensive loss   (179,134)   (198,934)
Total stockholders’ deficit   (34,847,061)   (29,246,207)
Total liabilities and stockholders’ deficit  $52,823,882   $64,278,571 

 

5

 

 

ISPIRE TECHNOLOGY INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE LOSS

(In $USD, except share and per share data)

 

   Three Months Ended
September 30,
 
   2026   2025 
         
Revenue  $27,542,546   $30,350,884 
Cost of revenue   23,087,760    25,204,112 
Gross profit   4,454,786    5,146,772 
Operating expenses:          
Sales and marketing expenses   1,000,123    1,564,844 
Credit loss expenses   4,752,558    1,764,252 
General and administrative expenses   4,851,122    4,512,985 
Total operating expenses   10,603,803    7,842,081 
Loss from operations   (6,149,017)   (2,695,309)
Other income (expense):          
Interest income   84,150    95,472 
Interest expense   (62,423)   (112,176)
Exchange gain, net   71,969    9,802 
Other expense, net   (46,019)   (70,583)
Total other income (expense)   47,677    (77,485)
Loss before income taxes   (6,101,340)   (2,772,794)
Income taxes   (336,637)   (486,069)
Net loss  $(6,437,977)  $(3,258,863)
Other comprehensive income (loss)          
Foreign currency translation adjustments   19,800    (7,892)
Comprehensive loss   (6,418,177)   (3,266,755)
Net loss per share          
Basic and diluted  $(0.11)  $(0.06)
Weighted average shares outstanding:          
Basic and diluted   57,670,739    57,273,184 

 

6

 

 

ISPIRE TECHNOLOGY INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In $USD, except share and per share data)

 

   Three Months Ended
September 30,
 
   2026   2025 
         
Net loss  $(6,437,977)  $(3,258,863)
Adjustments to reconcile net loss to net cash used in operating activities:          
Depreciation and amortization   216,811    253,410 
Credit loss expenses   4,752,558    1,764,252 
Right-of-use assets amortization   279,380    307,740 
Stock-based compensation expenses   817,323    938,148 
Inventory impairment   418,500    423,457 
Loss from equity method investment   262,888    199,279 
Debt issuance cost amortization   32,312    32,312 
Deferred income taxes   (18,895)   - 
Changes in operating assets and liabilities:          
Accounts receivable   1,579,052    744,255 
Inventories   115,169    62,395 
Prepaid expenses and other current assets   493,934    509,535 
Accounts payable and accounts payable – related party   (4,302,933)   (496,695)
Contract liabilities   302,603    (1,898,951)
Accrued liabilities and other payables   (125,779)   (576,181)
Operating lease liabilities   (358,522)   (469,556)
Prepaid income tax/income tax payable   356,016    281,856 
Advances from a related party   48,154    - 
Advances to a related party   (48,873)   - 
Net cash used in operating activities   (1,618,279)   (1,183,607)
           
Cash flows from investing activities:          
Purchase of property, plant and equipment   (2,206)   (7,502)
Acquisition of intangible assets   (199,107)   (132,534)
Investment in joint venture   (1,712)   - 
Payments of Joint venture investment payable   (1,552,333)   - 
Net cash used in investing activities   (1,755,358)   (140,036)
           
Cash flows from financing activities:          
Repayment of borrowing   (319,003)   (319,004)
Net cash used in financing activities   (319,003)   (319,004)
           
Net decrease in cash and restricted cash   (3,692,640)   (1,642,647)
Cash and restricted cash - beginning of period   19,378,878    24,351,765 
Cash and restricted cash – end of period  $15,686,238   $22,709,118 
           
Reconciliation of cash and restricted cash          
Cash  $15,636,010   $22,659,118 
Restricted cash   50,228    50,000 
Total cash and restricted cash   15,686,238    22,709,118 
           
Supplemental non-cash investing and financing activities          
Leased assets obtained in exchange for operating lease liabilities  $480,182   $- 
Reclassification of accounts receivable – non-current to accounts receivable  $-   $6,934,364 
Reclassification of accounts payable – related party to amount due to a related party  $5,000,000   $4,000,000 
Unpaid common stock repurchase  $-   $45,001 
Supplemental disclosures          
Cash paid for income taxes  $-   $- 
Cash paid for interest  $62,423   $112,176 

 

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Non-GAAP Financial Measures:

 

The following tables display certain non-GAAP financial measures we believe are helpful in assessing our performance and interpreting our financial results. We believe these non-GAAP financial measures are important supplemental measures because they exclude unusual or non-recurring items as well as non-cash items that are unrelated to or may not be indicative of our ongoing operating results. Further, when read in conjunction with our GAAP results, these non-GAAP financial measures provide a baseline for analyzing trends in our underlying businesses and can be used by management as a tool to help make financial, operational and planning decisions. We may use non-GAAP financial metrics in certain management compensation plans, debt covenants, internal budgetary decision making and other resource allocation decisions. Finally, these measures are often used by analysts and other interested parties to evaluate companies in our industry by providing more comparable measures that are less affected by factors such as capital structure.

 

Adjusted EBITDA

 

Adjusted EBITDA is a non-GAAP measurement. We define Adjusted EBITDA as net loss excluding income tax expense, depreciation and amortization, debt issuance cost amortization, stock-based compensation, credit loss expense, and inventory impairment.  

 

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ISPIRE TECHNOLOGY INC.

RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA (NON-GAAP)

(Unaudited)

 

   Three Months Ended 
   September 30,
2026
   June 30,
2026
 
Net loss  $(6,437,977)  $(13,819,287)
Add:          
Credit loss expense   4,752,558    9,177,876 
Income tax expense   336,637    377,320 
Stock-based compensation   817,323    735,740 
Prepaid inventory impairment   –    539,497 
Inventory impairment   418,500    431,902 
Depreciation and amortization   216,811    253,101 
Amortization of debt issuance costs   32,312    32,313 
Adjusted EBITDA (Non-GAAP)  $136,164   $(2,271,538)

 

9

 

 

ISPIRE TECHNOLOGY INC.

RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA (NON-GAAP)

(Unaudited)

 

   Three Months Ended
September 30,
 
   2026   2025 
Net loss  $(6,437,977)  $(3,258,863)
Add:          
Credit loss expense   4,752,558    1,764,252 
Income tax expense   336,637    486,069 
Stock-based compensation   817,323    938,148 
Inventory impairment   418,500    423,457 
Depreciation and amortization   216,811    253,410 
Amortization of debt issuance costs   32,312    32,312 
Adjusted EBITDA (Non-GAAP)  $136,164   $638,785 

 

 

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Filing Exhibits & Attachments

4 documents

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