Announcement • Apr 26
Zeo Energy Corp Announces Notice of Non-Compliance with Nasdaq Listing Rule for Class A Common Stock On April 23, 2026, Zeo Energy Corp, a Delaware corporation (the Company) received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (Nasdaq) indicating that, based upon the closing bid price of the Company's Class A common stock for the last 30 consecutive business days, the Company no longer meets Nasdaq Listing Rule 5550(a)(2), which requires listed companies to maintain a minimum bid price of at least $1 per share. Nasdaq Listing Rule 5810(c)(3)(A) provides a compliance period of 180 calendar days, or until October 20, 2026, in which to regain compliance with the minimum bid price requirement. If the Company evidences a closing bid price of at least $1 per share for a minimum of 10 consecutive business days during the 180-day compliance period, the Company will automatically regain compliance. In the event the Company does not regain compliance with the $1 bid price requirement by October 14, 2026, the Company may be eligible for consideration of a second 180-day compliance period if it meets the continued listing requirement for market value of publicly held shares and all other initial listing standards for Nasdaq's Capital Market, other than the minimum bid price requirement. In addition, the Company would also be required to notify Nasdaq of its intent to cure the minimum bid price deficiency. If the Company fails to regain compliance with the Nasdaq continued listing standards, Nasdaq will provide notice that the Company's Class A common stock will be subject to delisting. The Company would then be entitled to appeal that determination to a Nasdaq hearings panel. The notification has no immediate effect on the listing of the Company's Class A common stock on Nasdaq. The Company intends to monitor the closing bid price of its Class A common stock and consider its available options in the event the closing bid price of its Class A common stock remains below $1 per share. Announcement • Apr 02
Zeo Energy Corp. announced delayed annual 10-K filing On 04/01/2026, Zeo Energy Corp. announced that they will be unable to file their next 10-K by the deadline required by the SEC. New Risk • Feb 24
New major risk - Share price stability The company's share price has been highly volatile over the past 3 months. It is more volatile than 90% of American stocks, typically moving 16% a week. This is considered a major risk. Share price volatility increases the risk of potential losses in the short-term as the stock tends to have larger drops in price more frequently than other stocks. It may also indicate the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (16% average weekly change). Earnings have declined by 94% per year over the past 5 years. Minor Risks Shareholders have been diluted in the past year (17% increase in shares outstanding). Significant insider selling over the past 3 months (US$94k sold). Market cap is less than US$100m (US$86.9m market cap). Announcement • Jan 28
Zeo Energy Corp. announced that it expects to receive $30 million in funding from White Lion Capital Llc Zeo Energy Corp. announces that entered into a Common Stock Purchase Agreement with White Lion Capital, LLC to issue Class A common shares for gross proceeds of $30 million on January 27, 2026. Recent Insider Transactions • Dec 12
Chief Sales Officer recently sold US$51k worth of stock On the 9th of December, Brandon Bridgewater sold around 43k shares on-market at roughly US$1.18 per share. This transaction amounted to 1.4% of their direct individual holding at the time of the trade. This was the largest sale by an insider in the last 3 months. Insiders have been net sellers, collectively disposing of US$345k more than they bought in the last 12 months. New Risk • Nov 23
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 40% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Earnings have declined by 94% per year over the past 5 years. Shareholders have been substantially diluted in the past year (40% increase in shares outstanding). Minor Risks Share price has been volatile over the past 3 months (16% average weekly change). Significant insider selling over the past 3 months (US$294k sold). Market cap is less than US$100m (US$77.1m market cap). Reported Earnings • Nov 16
Third quarter 2025 earnings released: US$0.12 loss per share (vs US$0.084 loss in 3Q 2024) Third quarter 2025 results: US$0.12 loss per share (further deteriorated from US$0.084 loss in 3Q 2024). Revenue: US$23.9m (up 22% from 3Q 2024). Net loss: US$3.23m (loss widened US$2.80m from 3Q 2024). Over the last 3 years on average, the company's share price growth rate has exceeded its earnings growth rate by 104 percentage points per year, which is a significant difference in performance. Announcement • Nov 14
Zeo Energy Corp. Provides Earnings Guidance for the Fourth Quarter of 2025 Zeo Energy Corp. provided earnings guidance for the fourth quarter of 2025. For the quarter, the company expects net revenues to be consistent with Q3, having stabilized in the near term as navigate typical seasonality associated with the year end. Recent Insider Transactions • Aug 31
Chief Operating Officer recently sold US$103k worth of stock On the 28th of August, Kalen Larsen sold around 61k shares on-market at roughly US$1.69 per share. This transaction amounted to 2.5% of their direct individual holding at the time of the trade. This was the largest sale by an insider in the last 3 months. This was Kalen's only on-market trade for the last 12 months. New Risk • Aug 22
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 40% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (36% average weekly change). Earnings have declined by 92% per year over the past 5 years. Shareholders have been substantially diluted in the past year (40% increase in shares outstanding). Reported Earnings • Aug 14
Second quarter 2025 earnings released: US$0.11 loss per share (vs US$0.055 loss in 2Q 2024) Second quarter 2025 results: US$0.11 loss per share (further deteriorated from US$0.055 loss in 2Q 2024). Revenue: US$18.1m (up 22% from 2Q 2024). Net loss: US$2.42m (loss widened US$2.14m from 2Q 2024). New Risk • Aug 14
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 32% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (36% average weekly change). Earnings have declined by 92% per year over the past 5 years. Shareholders have been substantially diluted in the past year (32% increase in shares outstanding). New Risk • Aug 11
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 22% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (36% average weekly change). Earnings have declined by 85% per year over the past 5 years. Minor Risk Shareholders have been diluted in the past year (22% increase in shares outstanding). New Risk • Aug 04
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 22% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (36% average weekly change). Earnings have declined by 85% per year over the past 5 years. Minor Risk Shareholders have been diluted in the past year (22% increase in shares outstanding). New Risk • Jul 21
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 22% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (36% average weekly change). Earnings have declined by 85% per year over the past 5 years. Minor Risk Shareholders have been diluted in the past year (22% increase in shares outstanding). New Risk • Jul 13
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 22% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (40% average weekly change). Earnings have declined by 85% per year over the past 5 years. Minor Risk Shareholders have been diluted in the past year (22% increase in shares outstanding). Announcement • Jul 10
Zeo Energy Corp. Announces Resignation of Gianluca Guy as Member of the Board of Directors, Effective from July 4, 2025 Zeo Energy Corp. announced that July 3, 2025, Gianluca “Luke” Guy, a member of the Board of Directors notified the Company of his decision to resign, effective July 4, 2025, from his position as a member of the Board of Directors. Mr. Guy’s departure is for personal reasons. Board Change • Jul 01
High number of new and inexperienced directors There are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. 1 experienced director. No highly experienced directors. Chairman & CEO Tim Bridgewater is the most experienced director on the board, commencing their role in 2021. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Announcement • Jun 14
Zeo Energy Corp., Annual General Meeting, Aug 05, 2025 Zeo Energy Corp., Annual General Meeting, Aug 05, 2025. Announcement • May 30
Zeo Energy Receives Nasdaq Notice on Late Filing of its Form 10-Q Zeo Energy Corp. announced that, as expected, it received a notice from Nasdaq on May 22, 2025, notifying the Company that it is not in compliance with the periodic filing requirements for continued listing set in Nasdaq Listing Rule 5250(c)(1) because the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2025 (the “10-Q”) was not filed with the Securities and Exchange Commission (the “SEC”) by the required due date of May 15, 2025. As previously reported in the Current Report on Form 8-K filed with the Securities and Exchange Commission (the “Commission”) on April 18, 2025, the Company received a deficiency notice from Nasdaq that the Company was not in compliance with Nasdaq’s Listing Rules as set forth in Listing Rule 5250(c)(1) given the Company’s failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “10-K”). The Company subsequently filed the 10-K on May 28, 2025. This Notice received from Nasdaq has no immediate effect on the listing or trading of the Company’s shares. Nasdaq has provided the Company until June 16, 2025, to submit a plan to regain compliance. If Nasdaq accepts the Company’s plan, then Nasdaq may grant the Company an exception until October 13, 2025 to regain compliance with the Nasdaq Listing Rules. The Company continues to work diligently to complete the 10-Q, after which the Company anticipates maintaining compliance with its SEC reporting obligations. This announcement is made in compliance with Nasdaq Listing Rule 5810(b), which requires prompt disclosure of receipt of a deficiency notification. Announcement • May 29
Zeo Energy Corp. (NasdaqCM:ZEO) entered into a definitive agreement and plan of merger to acquire Heliogen, Inc. (OTCPK:HLGN) for $10 million. Zeo Energy Corp. (NasdaqCM:ZEO) entered into a definitive agreement and plan of merger to acquire Heliogen, Inc. (OTCPK:HLGN) for $10 million on May 28, 2025. Zeo will acquire all of Heliogen's outstanding equity securities in an all-stock transaction. Under the terms of the Merger Agreement, upon the closing of the transaction, Heliogen's securityholders will receive shares of Zeo's Class A common stock valued at approximately $10 million in the aggregate, based on a Zeo Class A common stock price of $1.5859 per share, and subject to an adjustment mechanism based on Heliogen's net cash at the closing. Heliogen will be required to pay Zeo Energy a termination fee of $450,000 in cash. The proposed transaction has been unanimously approved by the Board of Directors of both companies and is expected to close in the third quarter of 2025, subject to the satisfaction of customary closing conditions, including the approval for listing on Nasdaq of the Zeo Energy Class A Common Stock to be issued in the Mergers; the effectiveness of a registration statement on Form S-4, approval by Heliogen's stockholders, as well as Heliogen having a specified minimum amount of net cash at the closing. Certain Heliogen stockholders holding approximately 23% of Heliogen's outstanding shares of common stock have entered into voting agreements, pursuant to which they have agreed, among other things, to vote all of such shares in favor of the proposed transaction. The proposed transaction will not require the approval of Zeo's stockholders under Nasdaq rules.
Piper Sandler & Co. is acting as financial advisor and Douglas S. Ellenoff and Matthew A. Gray of Ellenoff Grossman & Schole LLP is acting as legal counsels to Zeo. PEP Advisory LLC is acting as financial advisor and John-Paul Motley and Bill Roegge of Cooley LLP is acting as legal counsels to Heliogen. Heliogen Board of Directors has received an opinion of PEP Advisory, LLC. Announcement • Apr 20
Zeo Energy Receives Nasdaq Notice on Late Filing of its Form 10-K Zeo Energy Corp. announced that, as expected, it received a notice from Nasdaq on April 17, 2025, notifying the Company that it is not in compliance with the periodic filing requirements for continued listing set in Nasdaq Listing Rule 5250(c)(1) because the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (“Fiscal Year 2024 10-K”) was not filed with the Securities and Exchange Commission by the required due date of March 31, 2025. This Notice received from Nasdaq has no immediate effect on the listing or trading of the Company’s shares. Nasdaq has provided the Company with 60 calendar days, until Sunday, June 16, 2025, to submit a plan to regain compliance. If Nasdaq accepts the Company’s plan, then Nasdaq may grant the Company an exception until October 13, 2025 to regain compliance with the Nasdaq Listing Rules. The Company continues to work diligently to complete its Fiscal Year 2024 10-K, with subsequent periodic filings made on-time, after which the Company anticipates maintaining compliance with its SEC reporting obligations. This announcement is made in compliance with Nasdaq Listing Rule 5810(b), which requires prompt disclosure of receipt of a deficiency notification. Announcement • Apr 01
Zeo Energy Corp. announced delayed annual 10-K filing On 03/31/2025, Zeo Energy Corp. announced that they will be unable to file their next 10-K by the deadline required by the SEC. Announcement • Mar 23
Zeo Energy Corp., Annual General Meeting, Apr 28, 2025 Zeo Energy Corp., Annual General Meeting, Apr 28, 2025. New Risk • Mar 04
New minor risk - Market cap size The company's market capitalization is less than US$100m. Market cap: US$91.6m This is considered a minor risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (39% average weekly change). Revenue has declined by 34% over the past year. Minor Risk Market cap is less than US$100m (US$91.6m market cap). Board Change • Feb 14
High number of new and inexperienced directors There are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. 1 experienced director. No highly experienced directors. Chairman & CEO Timothy Bridgewater is the most experienced director on the board, commencing their role in 2021. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Announcement • Nov 15
Zeo Energy Corp. announced delayed 10-Q filing On 11/14/2024, Zeo Energy Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Board Change • Nov 14
High number of new and inexperienced directors There are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. 1 experienced director. No highly experienced directors. Chairman & CEO Timothy Bridgewater is the most experienced director on the board, commencing their role in 2021. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Announcement • Nov 07
Zeo Energy Corp. (NasdaqCM:ZEO) acquired Substantially all assets of Lumio Holdings, Inc. from Lumio Holdings, Inc. Zeo Energy Corp. (NasdaqCM:ZEO) acquired Substantially all assets of Lumio Holdings, Inc. from Lumio Holdings, Inc on November 6, 2024. On September 3, 2024, Lumio filed a voluntary petition under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (“the Court”). The Sale Transaction was approved by the Court on November 1, 2024.
Ellenoff Grossman & Schole LLP acted as legal advisor for Zeo Energy Corp. Gateway Group served as strategic communications advisor to Zeo Energy.
Zeo Energy Corp. (NasdaqCM:ZEO) completed the acquisition of Substantially all assets of Lumio Holdings, Inc. from Lumio Holdings, Inc on November 6, 2024. Announcement • Aug 20
Zeo Energy Corp. Appoints Cannon Holbrook as Chief Financial Officer Zeo Energy Corp. announced the appointment of Cannon Holbrook as Chief Financial Officer. Holbrook joined Zeo in March of 2024, serving as Advisor to the CEO during the Company’s de-SPAC process where he led the accounting, finance, and treasury functions. With over two decades of experience in finance and accounting, Holbrook has held leadership and finance roles in companies across various high-growth industries, including Vivint Smart Homes, Built Bar, HZO, and KLA-Tencor. He brings a wealth of experience in strategic growth initiatives, financial management, and operations to Zeo Energy. Holbrook most recently served as CFO at Hawx Pest Control, where he helped secure approximately $90 million in financing over the course of his tenure while also growing the company’s revenue from $33 million to $110 million in that period. Throughout his career, Holbrook has demonstrated expertise in strategic planning, mergers and acquisitions, and capital raising. He has managed accounting operations for global entities, implemented shared services, and developed and driven process improvements that have yielded significant cost savings and operational efficiencies. Holbrook’s educational background includes a Master of Business Administration from Columbia University and a Bachelor of Science in Accounting from Brigham Young University. Announcement • Aug 15
Zeo Energy Corp. announced delayed 10-Q filing On 08/14/2024, Zeo Energy Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • May 18
Zeo Energy Corp. announced delayed 10-Q filing On 05/16/2024, Zeo Energy Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Buy Or Sell Opportunity • Apr 29
Now 21% undervalued after recent price drop Over the last 90 days, the stock has fallen 60% to US$4.52. The fair value is estimated to be US$5.70, however this is not to be taken as a buy recommendation but rather should be used as a guide only. Revenue has grown by 24% over the last year. Earnings per share has declined by 28%. Board Change • Apr 01
High number of new and inexperienced directors There are 6 new directors who have joined the board in the last 3 years. The company's board is composed of: 6 new directors. No experienced directors. No highly experienced directors. CEO, CFO & Director Timothy Bridgewater is the most experienced director on the board, commencing their role in 2021. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Reported Earnings • Mar 25
Full year 2023 earnings released: EPS: US$6.23 (vs US$8.67 in FY 2022) Full year 2023 results: EPS: US$6.23 (down from US$8.67 in FY 2022). Revenue: US$110.1m (up 24% from FY 2022). Net income: US$6.23m (down 28% from FY 2022). Profit margin: 5.7% (down from 9.7% in FY 2022). The decrease in margin was driven by higher expenses. 