▸ If we are unable to attract, incentivize and retain our third-party distributors, or our distributors do not sell our products and services at the levels expected, our revenues could decline and our costs could increase.· · · · · ● 1 ▸ Macroeconomic pressures in the markets in which we operate may adversely affect our financial results.· · · · · ● 1 ▸ Government tariffs and other actions have adversely affected, and may continue to adversely affect, our business, resulting in increased costs and reduced gross margins.· · · · ● ● 2 ▸ Our shareholders may experience substantial dilution in the value of their investment or may otherwise have their interests impaired to the extent we issue additional shares of our common stock.· · · · ● ● 2 ▸ The reduction or elimination of incentives from the United States government for investments in EV charging infrastructure may reduce demand for public EV charging products, in addition to reducing overall demand for EVs.· · · · ● ● 2 ▸ The success of our EV segment ultimately depends on consumers’ willingness to adopt electric vehicles in an unstable and changing market.· · · · ● ● 2 ▸ We are experiencing ongoing increasing pressures to reduce the average selling price of our products and related negative impact on our gross margins driven largely by the ongoing increase in competition from foreign competitors.· · · · ● ● 2 ▸ We have a significant amount of goodwill and intangible assets on our balance sheet and our results of operations may be adversely affected if we are required to recognize an impairment charge against our goodwill and intangible assets.· · · · ● ● 2 ▸ There can be no assurance that we will be able to successfully implement these initiatives or, even if implemented, that they will result in the anticipated benefits to our business.· · · ● ● ● 3 ▸ The influence of any of the factors described above may negatively impact the widespread consumer adoption of EVs, which could materially and adversely affect our EV segment business, operating results, financial condition and prospects.· · ● ● ● ● 4 rw ▸ Macroeconomic pressures in the markets in which we operate or anticipate operating in the future may adversely affect our financial results.· ● ● ● ● ● 5 ▸ Our existing liquidity and capital resources may not be sufficient to allow us to fund or sustain our working capital requirements or pay our contractual or debt obligations.· · · · ● · 1 ▸ Our failure to meet the continued listing requirements of NASDAQ may result in the delisting of our common stock on NASDAQ, and we likely will need to seek to effect a reverse stock split of our common stock to avoid delisting by September 15, 2025.· · · · ● · 1 ▸ The impact of tariffs and other macroeconomic and geopolitical factors on our profitability.· · · · ● · 1 ▸ The market’s, investors’ and lenders’ view of our company, industry and products;· · · · ● · 1 ▸ We are experiencing ongoing increasing pressures to reduce the selling price of our lighting products and incur the related negative impact on our gross margins, driven largely by the ongoing increase in competition from foreign competitors.· · · · ● · 1 ▸ We rely upon the knowledge, experience and skills of key employees throughout our organization, particularly our senior management team, our sales group that requires technical knowledge or contacts in, and knowledge of, the LED industry, and our· · · · ● · 1 ▸ Our ability to achieve our budgeted fiscal 2025 revenue expectations, and related public fiscal 2025 revenue guidance, will have a significant impact on our cash flow and stock price.· · · ● · · 1 ▸ Our evolving business strategies may include exploring potential acquisitions, including potential acquisitions that could significantly change, or even transform, the nature of our business. These potential acquisitions could be unsuccessful or· · · ● · · 1 ▸ Our existing liquidity and capital resources may not be sufficient to allow us to fund or sustain our growth initiatives.· · · ● · · 1 ▸ Our management team has limited experience in, and limited time to dedicate to, pursuing, negotiating or integrating acquisitions. If we do identify suitable candidates, we may not be able to negotiate or consummate such acquisitions on favorable· · · ● · · 1 ▸ Failure to realize the potential of the acquired businesses' technologies, complete product development, or properly obtain or secure appropriate protection of intellectual property rights; and· · ● · · · 1 ▸ Loss of key employees and/or the diversion of management's attention from other ongoing business concerns.· · ● · · · 1 ▸ Our existing liquidity and capital resources may not be sufficient to allow us to effectively pursue our evolving growth strategies, complete potential acquisitions or otherwise fund or sustain our growth initiatives.· · ● · · · 1 ▸ The growth of our EV Segment is highly dependent upon the adoption by consumers of EVs, and we are subject to a risk of any reduced demand for EVs. If the market for EVs does not gain broader market acceptance or develops slower than we expect, our· · ● ● · · 2 rw ▸ The perception in the equity and debt markets of our ability to execute and sustain our business plan or achieve our operating results expectations; and· · ● ● · · 2 ▸ The price, volatility and trading volume and history of our common stock.· · ● ● · · 2 ▸ The revenue growth of our EV Segment ultimately depends on consumers’ willingness to adopt electric vehicles in a market which is still in its early stages.· · ● ● · · 2 rw ▸ If we are successful in introducing new product and services offerings, including expanded energy management and maintenance services and products with new technology, software and controls, the nature of our business may significantly change or· ● · · · · 1 ▸ Changes in government budget priorities and political gridlock, and future potential government shutdown, could negatively impact our results of operations, financial condition and cash flows.● ● ● ● · · 4 ▸ Failure to implement our acquisition strategy, including successfully integrating acquired businesses, could have a material adverse effect on our results of operations, financial condition and cash flows.● ● ● ● · · 4 ▸ Our ability to balance customer demand and production capacity and increased difficulty in obtaining permanent employee staffing could negatively impact our business.● ● ● ● · · 4 ▸ Our business was, and could again in the future be, negatively impacted by the COVID-19 pandemic.● ● ● · · · 3 rw ▸ Our financial performance is dependent on our ability to achieve growth in our average selling price of our products.● ● ● ● · · 4 ▸ The success of our business depends upon our adaptation to the quickly changing market conditions in the lighting industry and on market acceptance of our lighting retrofit solutions using LED and control technologies.● ● ● ● · · 4 ▸ Until fiscal 2020, we had a history of losses and negative cash flow and we may be unable to sustain our recent profitability and positive cash flows in the future.● ● · · · · 2 ▸ We may not be able to obtain equity capital or debt financing necessary to effectively pursue our evolving strategy and sustain our growth initiatives.● ● · · · · 2 ▸ Adverse conditions in the global economy, including due to changes in diplomatic and trade relationships, have negatively impacted, and could in the future negatively impact, our customers, suppliers and business.● ● ● ● ● ● 6 rw ▸ Government tariffs and other actions have adversely affected, and may continue to adversely affect, our business.● ● ● ● ● ● 6 rw ▸ If securities or industry analysts do not continue to publish research or publish inaccurate or unfavorable research about our business, our stock price and trading volume could decline.● ● ● ● ● ● 6 ▸ If we fail to establish and maintain effective internal controls over financial reporting, our business and financial results could be harmed.● ● ● ● ● ● 6 ▸ group Legal, Regulatory and Compliance Risks● ● ● ● ● ● 6 ▸ Our inability to attract and retain key employees, our reseller network members or manufacturer representative agencies could adversely affect our operations and our ability to execute on our operating plan and growth strategy.● ● ● ● ● ● 6 ▸ Our net operating loss carry-forwards provide a future benefit only if we regain sustained profitability and may be subject to limitation based upon ownership changes.● ● ● ● ● ● 6 rw ▸ Our retrofitting process frequently involves responsibility for the removal and disposal of components containing hazardous materials.● ● ● ● ● ● 6 ▸ Product liability claims could adversely affect our business, results of operations and financial condition.● ● ● ● ● ● 6 ▸ group Risks Related to Our Business● ● ● ● ● ● 6 ▸ group Risks Related to Our Common Stock● ● ● ● ● ● 6 ▸ The cost of compliance with environmental laws and regulations and any related environmental liabilities could adversely affect our results of operations, financial condition and cash flows.● ● ● ● ● ● 6 ▸ The market price of our common stock could be adversely affected by future sales of our common stock in the public market by us or our executive officers and directors.● ● ● ● ● ● 6 ▸ The price of our common stock has been, and may continue to be, volatile.● ● ● ● ● ● 6 ▸ The success of our business depends upon market acceptance of our energy management products and services.● ● ● ● ● ● 6 ▸ We are not currently paying dividends on our common stock and will likely continue not paying dividends for the foreseeable future.● ● ● ● ● ● 6 ▸ We increasingly rely on third-party manufacturers for the manufacture and development of our products and product components.● ● ● ● ● ● 6 ▸ We operate in a highly competitive industry and, if we are unable to compete successfully, our results of operations, financial condition and cash flows will likely be materially adversely affected.● ● ● ● ● ● 6 
