ISPR — what changed in the latest 10-K

Text added vs the prior filing · source: 10-K · 2026-09-15

• We sell our e-cigarette and pouch products globally, in markets where we are legally permitted to do so. To date, a majority of our nicotine products are marketed under the “Aspire” brand name and are sold primarily through our expansive distribution network, some products are also manufactured in M…

• We have recently begun development and early commercialization efforts of our new patented G-Mesh technology, which will be marketed under a “Silica Series” trademark brand name. The G-Mesh technology uses a 1-millimeter-thick sheet of porous glass and draws e-liquid from a reservoir to an interlock…

• A majority of our products are manufactured and supplied by Shenzhen Yi Jia, which is 95% owned by our chief executive officer, chairman and controlling stockholder, Tuanfang Liu. We have taken steps toward the establishment and operation of our own manufacturing facilities. On February 5, 2024, we …

• We sell the Aspire brand of tobacco vaporizer technology products in more than 30 countries through our global network of more than 100 distributors. The primary markets for our e-cigarette products are Europe and the Asia Pacific region, which does not include the People’s Republic of China (“PRC”)…

• The following table sets out the breakdown of our revenue and percentage by region for the years ended June 30, 2025 and 2026 based on information provided to us by our distributors (dollars in thousands) and from the company’s sales.

Text removed vs the prior filing · source: 10-K · 2025-09-15

• We sell our e-cigarette products globally, in markets where we are legally permitted to do so. To date, our nicotine products are marketed under the “Aspire” brand name and are sold primarily through our expansive distribution network. However, we are currently preparing to expand our international …

• A majority of our products are manufactured and supplied by Shenzhen Yi Jia, which is 95% owned by our co-chief executive officer, chairman and controlling stockholder, Tuanfang Liu. We have taken steps toward the establishment and operation of our own manufacturing facilities. On February 5, 2024, …

• We sell the Aspire brand of tobacco vaporizer technology products in more than 30 countries through our global network of more than 150 distributors. The primary markets for our e-cigarette products are Europe and the Asia Pacific region, which does not include the People’s Republic of China (“PRC”)…

• The following table sets out the breakdown of our revenue and percentage by region for the years ended June 30, 2025 and 2024 based on information provided to us by our distributors (dollars in thousands) and from the company’s sales.

• We were formed on June 13, 2022. We have two operating subsidiaries, Aspire North America LLC, a California limited liability company (“Aspire North America”), and Aspire Science and Technology Limited, a Hong Kong corporation (“Aspire Science”). On July 29, 2022, we acquired 100% of the equity inte…

Text added vs the prior filing · source: 10-K · 2026-09-15

• The U.S. Department of Health and Human Services (“HHS”) recently made a recommendation to the US Drug Enforcement Agency (“DEA”) to reschedule cannabis as a Schedule 3 drug. As previously noted, the Department of Justice issued AG Order No. 6754-2026 on April 23, 2026, rescheduling both FDA-approve…

• The DEA is currently going through a public comment period on the potential rescheduling. If the DEA accepts HHS’s recommendation and reschedules cannabis, there may be new regulatory compliance obligations placed upon cannabis operators in the U.S. Under the FD&C Act, Schedule 3 drugs must be dispe…

• We have historically reported negative cash flows and we may not achieve positive cash flows in the future.

• Our company has historically experienced negative cash flows. The timing and extent of our achieving positive cash flows remain subject to a number of factors, including, but not limited to, factors outside of our control such as the impact of new policies and regulations in China regarding Chinese …

• We currently have invested in joint ventures with independent third parties in which we have less than a controlling interest. Our interest in the joint ventures could be further diluted through future financings.

Text removed vs the prior filing · source: 10-K · 2025-09-15

• The U.S. Department of Health and Human Services (“HHS”) recently made a recommendation to the US Drug Enforcement Agency (“DEA”) to reschedule cannabis as a Schedule 3 drug. The DEA is currently going through a public comment period on the potential rescheduling. If the DEA accepts HHS’s recommenda…

• On March 17, 2021, the FDA issued letters to four companies operating in the e-cigarette industry, including Aspire North America, requesting documents related to their social media marketing practices. Specifically, the FDA requested the documents “to further understand the relationship between ris…

• While we have not been subject to cyberattacks and other cyber incidents, we take cybersecurity preparedness seriously. Our risk management framework considers cybersecurity risk alongside other company risks as part of our overall risk assessment process. We have plans to implement cybersecurity tr…

Text added vs the prior filing · source: 10-K · 2026-09-15

• We sell our e-cigarette (or nicotine) products globally, in markets where we are legally permitted to do so. To date, our nicotine products are marketed under the “Aspire” brand name and are sold primarily through our expansive distribution network.

• Our revenue decreased by $31,479,694, or 24.7%, from $127,494,304 for the year ended June 30, 2025, to $96,014,610 for the year ended June 30, 2026. The decrease in revenue is the combined effect of (i) decreases in product sales in the United States of $17.4 million from $32.6 million for the year …

• Cost of revenue mainly consists of cost of purchases of vaping products, that are mostly purchased from Shenzhen Yi Jia. Cost of revenue decreased by $21,128,070, or 20.2%, from $104,844,633 for the year ended June 30, 2025, to $83,716,563 for the year ended June 30, 2026. The decrease in cost of re…

• The decrease in gross margin was primarily due to (i) competitive pricing pressures that lowered selling prices on certain products; (ii) an unfavorable shift in revenue mix, as our higher-margin cannabis vaping products sales decreased from 29.0% to 16.6% of total revenue for the year ended June 30…

• Sales and marketing expenses decreased by $3,416,500, or 40.5%, from $8,439,384 for the year ended June 30, 2025, to $5,022,884 for the year ended June 30, 2026. The decrease in sales and marketing expenses was primarily due to a decrease of approximately $2.8 million from North America as a result …

Text removed vs the prior filing · source: 10-K · 2025-09-15

• We sell our e-cigarette (or nicotine) products globally, in markets where we are legally permitted to do so. To date, our nicotine products are marketed under the “Aspire” brand name and are sold primarily through our expansive distribution network. However, we are expanding our international presen…

• Net loss per ordinary share (basic and diluted) $(0.69) $(0.27)

• Our revenue decreased by $24,414,387, or 16.1%, from $151,908,691 for the year ended June 30, 2024, to $127,494,304 for the year ended June 30, 2025. The decrease in revenue is the combined effect of (i) decreases in product sales in the United States of $30.5 million from $63.1 million for the year…

• Cost of revenue mainly consists of cost of purchases of vaping products, that are mostly purchased from Shenzhen Yi Jia. Cost of revenue decreased by $17,281,612, or 14.2%, from $122,126,245 for the year ended June 30, 2024, to $104,844,633 for the year ended June 30, 2025. The decrease in cost of r…

• The decrease in gross margin was primarily due to changes in product mix with less higher margin products being sold during the year ended June 30, 2025.