Form 10-Q - Quarterly report [Sections 13 or 15(d)]

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Period ended September 30, 2024

 

OR

 

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________________ to ________________

 

Commission File Number 001-38868

 

Beam Global

(Exact name of Registrant as specified in its charter)

 

Nevada	26-1342810
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

 

5660 Eastgate Dr. San Diego, California	92121
(Address of principal executive offices)	(Zip Code)

 

[phone]

(Registrant’s telephone number, including area code)

 

_____________________________________________

(Former name, former address and formal fiscal year, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class	Trading Symbol(s)	Name of each exchange in which registered
Common stock, $0.001 par value	BEEM	Nasdaq Capital Market

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company under Rule 12b-2 of the Exchange Act. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated Filer ☒	Smaller reporting company ☒
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 ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

 

The number of registrant's shares of common stock, $0.001 par value outstanding as of November 12, 2024 was 14,773,901.

 

 

 

TABLE OF CONTENTS

 

		Page
PART I	FINANCIAL INFORMATION	3
Item 1.	Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets at September 30, 2024 and December 31, 2023	3
	Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Nine Months Ended September 30, 2024 and 2023	4
	Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and Nine Months Ended September 30, 2024 and 2023	5
	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 2023	6
	Notes To Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	26
Item 4.	Controls and Procedures	26
PART II	OTHER INFORMATION	28
Item 1.	Legal Proceedings	28
Item 1A.	Risk Factors	28
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28
Item 3.	Defaults Upon Senior Securities	28
Item 4.	Mine Safety Disclosures	28
Item 5.	Other Information	28
Item 6.	Exhibits	29
	SIGNATURES	30

 

 

 

2

 

 

PART I. FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS

Beam Global

Condensed Consolidated Balance Sheets

(In thousands, except share and per share data)

 

		September 30,				December 31,
		2024				2023
		(Unaudited)
Assets
Current assets
Cash		$	4,874			$	10,393
Accounts receivable, net of allowance for credit losses of $324 and $448			11,343				15,943
Prepaid expenses and other current assets			2,187				2,453
Inventory, net			12,714				11,933
Total current assets			31,118				40,722
Property and equipment, net			14,909				16,513
Operating lease right of use assets			1,831				1,026
Goodwill			11,027				10,270
Intangible assets, net			8,271				9,050
Deposits			106				62
Total assets		$	67,262			$	77,643
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable		$	8,349			$	9,732
Accrued expenses			2,968				2,737
Sales tax payable			233				209
Deferred revenue, current			787				828
Note payable, current			62				40
Deferred consideration, current			–				2,713
Operating lease liabilities, current			851				615
Total current liabilities			13,250				16,874
Deferred revenue, noncurrent			794				402
Note payable, noncurrent			215				160
Contingent consideration, noncurrent			456				4,725
Other liabilities, noncurrent			3,372				3,787
Deferred tax liabilities, noncurrent			1,716				1,698
Operating lease liabilities, noncurrent			1,035				455
Total liabilities			20,838				28,101
Stockholders' equity
Preferred stock, $0.001 par value, 10,000,000 authorized, none outstanding as of September 30, 2024 and December 31, 2023.			–				–
Common stock, $0.001 par value, 350,000,000 shares authorized, 14,773,901 and 14,398,243 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively.			15				14
Additional paid-in-capital			145,553				142,265
Accumulated deficit			(100,017	)			(93,361	)
Accumulated Other Comprehensive Income (AOCI)			873				624
Total stockholders' equity			46,424				49,542
Total liabilities and stockholders' equity		$	67,262			$	77,643

 

The accompanying unaudited notes are an integral part of these unaudited condensed consolidated financial statements

 

3

 

 

Beam Global

Condensed Consolidated Statement of Operations and Comprehensive Loss

(Unaudited, in thousands except per share data)

 

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
		2024				2023				2024				2023
Revenues		$	11,482			$	16,486			$	40,855			$	47,325
Cost of revenues			10,251				16,203				35,789				46,536
Gross profit			1,231				283				5,066				789
Operating expenses			(51	)			4,037				11,623				11,925
Income/Loss from operations			1,282				(3,754	)			(6,557	)			(11,136	)
Other income (expense)
Interest income			58				136				167				161
Other (expense) income			(33	)			(7	)			(238	)			4
Interest expense			(10	)			(4	)			(28	)			(6	)
Other income			15				125				(99	)			159
Income/Loss before income tax expense			1,297				(3,629	)			(6,656	)			(10,977	)
Income tax expense			–				–				–				13
Net Income/Loss		$	1,297			$	(3,629	)		$	(6,656	)		$	(10,990	)
Net foreign currency translation adjustments			673				–				249				–
Total Comprehensive Income/Loss		$	1,970			$	(3,629	)		$	(6,407	)		$	(10,990	)
Net loss per share - basic		$	0.09			$	(0.26	)		$	(0.46	)		$	(0.79	)
Net loss per share - diluted		$	0.09			$	(0.26	)		$	(0.46	)		$	(0.79	)
Weighted average shares outstanding - basic			14,702				13,936				14,558				13,939
Weighted average shares outstanding - diluted			14,711				13,936				14,558				13,939

 

The accompanying unaudited notes are an integral part of these unaudited condensed consolidated financial statements

 

 

4

 

 

Beam Global

Consolidated Statements of Changes in Stockholders’ Equity

(Unaudited, in thousands)

 

		Common Stock								Additional Paid-in				Accumulated				Accumulated Other Comprehensive				Total Stockholders'
		Stock				Amount				Capital				Deficit				Income				Equity
Balance at December 31, 2022			10,178			$	10			$	100,498			$	(77,301	)		$	0			$	23,207
Stock issued for director services - vested			6				–				76				–				–				76
Stock issued to (released from) escrow account - unvested			(6	)			–				–				–				–				–
Stock-based compensation to consultants			6				–				1,704				–				–				1,704
Employee stock-based compensation expense			–				–				438				–				–				438
Warrants exercised for cash			16				–				100				–				–				100
Sale of stock under Committed Equity Facility			38				–				158				–				–				158
Net income (loss)			–				–				–				(3,831	)			–				(3,831	)
Balance at March 31, 2023			10,238			$	10			$	102,974			$	(81,132	)		$	0			$	21,852
Stock issued for director services - vested			12				–				148				–				–				148
Stock issued to (released from) escrow account - unvested			6				–				–				–				–				–
Settlement of earnout related to acquisition			447				1				7,050				–				–				7,051
Employee stock-based compensation expense			–				–				427				–				–				427
Proceeds from issuance of common stock, pursuant to public offering			3,063				3				25,421				–				–				25,424
Warrants exercised for cash			4				–				26				–				–				26
Sale of stock under Committed Equity Facility			171				–				1,956				–				–				1,956
Net income (loss)			–				–				–				(3,530	)			–				(3,530	)
Balance at June 30, 2023			13,941			$	14			$	138,002			$	(84,662	)		$	0			$	53,354
Stock issued for director services - vested			6				–				77				–				–				77
Stock issued to (released from) escrow account - unvested			(12	)			–				–				–				–				–
Employee stock-based compensation expense			–				–				424				–				–				424
Warrants exercised for cash			2				–				11				–				–				11
Expenses to maintain Committed Equity Facility			–				–				(7	)			–				–				(7	)
Net income (loss)			–				–				–				(3,629	)			–				(3,629	)
Balance at September 30, 2023			13,937			$	14			$	138,507			$	(88,291	)		$	0			$	50,230

 

		Common Stock								Additional Paid-in				Accumulated				Accumulated Other Comprehensive				Total Stockholders'
		Stock				Amount				Capital				Deficit				Income				Equity
Balance at December 31, 2023			14,398			$	14			$	142,265			$	(93,361	)		$	625			$	49,542
Stock issued for director services - vested			0				–				6				–				–				6
Stock issued to (released from) escrow account - unvested			(0	)			–				–				–				–				–
Employee stock-based compensation expense			–				–				468				–				–				468
Warrants exercised for cash			40				–				252				–				–				252
Impact of foreign currency translation			–				–				–				–				(329	)			(329	)
Net loss			–				–				–				(3,037	)			–				(3,037	)
Balance at March 31, 2024			14,438			$	14			$	142,991			$	(96,398	)		$	296			$	46,902
Stock issued for director services - vested			0				–				6				–				–				6
Stock issued to (released from) escrow account - unvested			(0	)			–				–				–				–				–
Employee stock-based compensation expense			–				–				446				–				–				446
Warrants exercised for cash			88				–				558				–				–				558
Impact of foreign currency translation			–				–				–				–				(95	)			(95	)
Sale of stock under Committed Equity Facility			82				–				496				–				–				496
Net loss			–				–				–				(4,916	)			–				(4,916	)
Balance at June 30, 2024			14,608			$	14			$	144,497			$	(101,314	)		$	201			$	43,397
Stock issued for director services - vested			56				–				350				–				–				350
Stock issued to (released from) escrow account - unvested			98				–				–				–				–				–
Employee stock-based compensation expense			–				–				483				–				–				483
Proceeds from issuance of common stock, pursuant to public offering			–				1				–				–				–				1
Stock option exercise and restricted stock unit vestings (cashless)			12				–				(164	)			–				–				(164	)
Impact of foreign currency translation			–				–				–				–				673				673
Stock issued for acquisition and expenses			–				–				387				–				–				387
Net loss			–				–				–				1,297				–				1,297
Balance at September 30, 2024			14,774			$	14			$	145,553			$	(100,017	)		$	873			$	46,424

 

The accompanying unaudited notes are an integral part of these unaudited condensed consolidated financial statements

 

5

 

 

Beam Global

Condensed Consolidated Statements of Cash Flows

(Unaudited, in thousands)

 

		Nine Months Ended
		September 30,
		2024				2023
Operating Activities:
Net income (loss)		$	(6,656	)		$	(10,990	)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization			2,815				1,054
Provision on credit losses			(124	)			–
Common stock issued for services			–				301
Change in fair value of contingent consideration liabilities			(4,269	)			260
Employee stock-based compensation			2,001				1,289
Disposal of property and equipment			65				–
Amortization of operating lease right of use asset			616				–
Abandoned patent costs			75				–
Stock Compensation expense for non-employees			–				264
Changes in assets and liabilities:
(Increase) decrease in:
Accounts receivable			4,997				(10,463	)
Prepaid expenses and other current assets			39				479
Inventory			(352	)			(1,149	)
Deposits			(44	)			–
Increase (decrease) in:
Accounts payable			(1,691	)			4,341
Accrued expenses			219				1,390
Operating lease liability			(605	)			–
Sales tax payable			23				59
Deferred revenue			348				(603	)
Other long term liabilities			(509	)			–
Net cash used in operating activities			(3,052	)			(13,768	)
Investing Activities:
Acquisition, net of cash acquired			(513	)			–
Purchase of property and equipment			(431	)			(787	)
Payment of Deferred Consideration			(2,714	)			–
Funding of patent costs			–				(94	)
Net cash used in investing activities			(3,658	)			(881	)
Financing Activities:
Proceeds from sale of common stock under committed equity facility, net of offering costs			496				2,107
Taxes paid related to net share settlement of equity awards			(164	)			–
Proceeds from warrant exercises			810				137
Borrowings of note payable			76				209
Payments of equity offering costs			–				(151	)
Proceeds from issuance of common stock, pursuant to public offering			–				25,424
Net cash provided by financing activities			1,218				27,726
Effect of exchange rate changes			(27	)			–
Net (decrease) increase in cash			(5,518	)			13,077
Cash at beginning of period			10,393				1,681
Cash at end of period		$	4,874			$	14,758
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest			28			$	6
Cash paid for taxes		$	–			$	13
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Fair value of common stock issued as consideration for business combination		$	387			$	7,051
Purchase of property and equipment by incurring debt		$	–			$	209
Purchase of property and equipment by incurring current liabilities		$	431			$	–
Right-of-use assets obtained in exchange for lease liabilities		$	1,421			$	–
Issuance of stock for Committed Equity Line		$	–			$	140
Warrants issued for services to non-employee		$	–			$	1,609
Shares issued for services to non-employee		$	–			$	95

 

The accompanying unaudited notes are an integral part of these unaudited condensed consolidated financial statements

 

6

 

  

BEAM GLOBAL

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

 

1.	NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Nature of Operations

 

References in this Report to “we,” “us,” “our,” the “Company” or “Beam” means Beam Global, a Nevada corporation, and its subsidiaries.

 

Beam is a sustainable technology innovation company based in San Diego, California; Broadview, Illinois; Belgrade and Kraljevo, Serbia. We develop, design, engineer, manufacture and sell high-quality, renewably energized infrastructure products for electric vehicle (“EV”) charging, energy security and disaster preparedness. We also manufacture highly energy-dense battery solutions in safe, compact and unique form-factors. Additionally, we manufacture street lighting, communications and energy infrastructure products. Beam’s products enable vital and highly valuable energy production in locations where it is either too expensive or too impactful to connect to the utility grid, or where the requirements for electrical power are so important that grid failures, like blackouts, are intolerable. Beam’s energy storage products provide high energy density in a safe, compact and bespoke form-factors, which we believe are ideal for the rapidly growing mobile and stationary equipment product market which often requires electrical energy without being connected to the electrical grid.

 

Beam’s products and proprietary technology solutions target the following markets:

 

	·	electric vehicle (EV) charging infrastructure;
	·	energy storage solutions;
	·	energy security and disaster preparedness;
	·	mobile and stationary equipment;
	·	transportation infrastructure products; and
	·	power electronics and telecommunications equipment

 

Basis of Presentation

 

The interim unaudited condensed consolidated financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial statements and are in the form prescribed by the Securities and Exchange Commission in instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In management’s opinion, all adjustments (consisting of normal recurring adjustments and reclassifications) necessary to present fairly our results of operations and cash flows for the three months and nine months ending September 30, 2024 and 2023, and our financial position as of September 30, 2024, have been made. The results of operations for such interim periods are not necessarily indicative of the operating results to be expected for the full year.

 

Certain information and disclosures normally included in the notes to the annual financial statements have been condensed or omitted from these interim financial statements. Accordingly, these interim unaudited condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto for the year ended December 31, 2023. The December 31, 2023 balance sheet is derived from those statements.

 

 

7

 

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates in the accompanying financial statements include the allowance for certain expected credit losses (CECL), valuation of inventory and standard cost allocations, depreciable lives of property and equipment, valuation of contingent consideration liability, valuation of intangible assets, estimates of loss contingencies, estimates of the valuation of lease liabilities and the related right of use assets, valuation of share-based costs, and the valuation allowance on deferred tax assets.

 

Recent Accounting Pronouncements

 

In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements” (“ASU 2023-06”), which amends the disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification (the “Codification”). The ASU was issued in response to the SEC’s disclosure update and simplification initiative issued in August 2018. The effective date for the amendments for each topic will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoptions prohibited.

  

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07 requiring enhanced segment disclosures. ASU 2023-07 requires disclosure of significant segment expenses regularly provided to the chief operating decision maker (“CODM”) included within segment operating profit or loss. Additionally, ASU 12 2023-07 requires a description of how the CODM utilizes segment operating profit or loss to assess segment performance. The requirements of ASU 2023-07 are effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company's annual reporting requirements will be effective for the year ending 2024 and interim reporting requirements will be effective beginning with the first quarter of fiscal 2025. Early adoption is permitted, and retrospective application is required for all periods presented. The Company is in the process of analyzing the impact of ASU 2023-07 on its related Condensed Consolidated Financial Statements.

 

In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). ASU 2023-09 requires disaggregated information about a company’s effective tax rate reconciliation and information on income taxes paid. This standard will be effective for Beam beginning with our annual financial statements for the fiscal year ending December 31, 2025. Early adoption is permitted. The Company is currently evaluating the impact that the updated standard will have on our consolidated financial statements.

 

Concentrations

 

Credit Risk

 

Financial instruments that potentially subject us to concentrations of credit risk consist of cash and accounts receivable.

 

The Company maintains its cash in banks and financial institutions that at times may exceed federally insured limits. The Company has not experienced any losses in such accounts from inception through September 30, 2024. As of September 30, 2024, approximately $4.1 million of the Company’s cash deposits were greater than the federally insured limits.

 

 

 

8

 

 

Major Customers

 

The Company continually assesses the financial strength of its customers. We are not aware of any material credit risks associated with our customers. 52% of our third quarter revenues were derived from pre-funded federal, state and local government programs, and the remaining 48% were derived from commercial customers that we believe have good credit or, alternatively, favorable payment terms which minimizes our credit risk with respect to such customers. For the three months ended September 30, 2024, no single customer accounted for more than 10% of total revenues and for the nine months ended September 30, 2024, one customer accounted for 18% of total revenues, with no other single customer accounting for more than 10% of total revenues. At September 30, 2024, accounts receivable from two customers accounted for 19% and 11% of total accounts receivable with no other single customer accounting for more than 10% of the accounts receivable balance. At December 31, 2023, accounts receivable from four customers accounted for 11%, 10%, 10% and 10% of total accounts receivable each with no other single customer accounting for more than 10% of the accounts receivable balance. For the three months ended September 30, 2023, the Company’s sales to federal, state and local governments represented 82% of revenues.

 

A summary of the allowance for credit losses for the nine months ending September 30, 2024 and December 31, 2023:

 

		September 30,				December 31,
(Dollars in thousands)		2024				2023
Allowance for credit losses:
Beginning of period		$	448			$	–
Net provision for credit losses			(7	)			448
(Charge-offs)/recoveries, net			(117	)			–
End of Period		$	324			$	448
Allowance for credit losses as a % of total Accounts Receivable			2.9%				2.8%

 

Fair Value Measurement

 

The Company follows the authoritative guidance that establishes a formal framework for measuring fair values of assets and liabilities in the consolidated financial statements that are already required by generally accepted accounting principles to be measured at fair value. The guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The transaction is based on a hypothetical transaction in the principal or most advantageous market considered from the perspective of the market participant that holds the asset or owes the liability.

 

The Company utilizes market data or assumptions that market participants who are independent, knowledgeable, and willing and able to transact would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated or generally unobservable. The Company attempts to utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs.

 

 

 

9

 

 

The Company is able to classify fair value balances based on the observability of those inputs. The guidance establishes a formal fair value hierarchy based on the inputs used to measure fair value. The hierarchy gives the highest priority to Level 1 measurements and the lowest priority to level 3 measurements, and accordingly, Level 1 measurement should be used whenever possible.

 

The hierarchy is broken down into three levels based on the reliability of inputs as follows:

 

Level 1 – Quoted prices in active markets for identical assets or liabilities or published net asset value for alternative investments with characteristics similar to a mutual fund.

 

Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

 

Level 3 – Unobservable inputs for the asset or liability.

 

The methods used may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while management believes its valuation methods are appropriate, the fair value of certain financial instruments could result in a difference fair value measurement at the reporting date. There were no changes in the Company’s valuation methodologies from the prior year.

 

For purpose of this disclosure, the carrying amounts for financial assets and liabilities such as cash and cash equivalents, accounts receivable – trade, other prepaid expenses and current assets, accounts payable and other current liabilities, all approximate fair value due to their short-term nature as of September 30, 2024. The Company had Level 3 liabilities as of September 30, 2024. There were no transfers between levels during the reporting period.

		Level 1				Level 2				Level 3
Contingent Consideration as of December 31, 2023		$	–			$	–			$	4,725
Additions			–				–				276
Change in fair value			–				–				(4,545	)
Contingent Consideration as of September 30, 2024		$	–			$	–			$	456

 

Significant Accounting Policies

 

During the nine months ended September 30, 2024, there were no changes to our significant accounting policies as described in our Annual Report on Form 10-K for the year ended December 31, 2023.

 

 

10

 

 

Net Earnings (Loss) Per Share

 

Basic net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of shares of common stock outstanding during the periods presented using the treasury stock method for options, restricted stocks and warrants. Diluted net income (loss) per share is computed By giving effect to all potential dilutive common share equivalents outstanding for the period. For periods in which Beam has reported net losses, diluted loss per share is the same as basic loss per share, as the effects of common stock equivalents outstanding and shares issuable upon conversion of convertible debt instruments are antidilutive and, therefore, excluded from the calculation of diluted loss per share.

 

Options to purchase 703,658 shares of common stock and warrants to purchase 200,000 shares of common stock were outstanding at September 30, 2024. Options to purchase 363,598 common shares and warrants to purchase 618,395 shares of common stock were outstanding at September 30, 2023.

 

The following table presents the calculation of basic and diluted loss per share:

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
		2024				2023				2024				2023
		(in thousands, except per share data)
Numerator:
Numerator for basic and diluted loss per share - net income (loss)		$	1,297			$	(3,629	)		$	(6,656	)		$	(10,990	)
Denominator:
Number of shares used in basic computation			14,702				13,936				14,558				13,939
Denominator for diluted loss per share - weighted-average number of shares of common stock outstanding			14,711				13,936				14,558				13,939
Loss per share
Basic		$	0.09			$	(0.26	)		$	(0.46	)		$	(0.79	)
Diluted		$	0.09			$	(0.26	)		$	(0.46	)		$	(0.79	)

 

Segments

 

The Company assesses its segment reporting based on how it internally manages and reports the results of its business to its chief operating decision maker. Management reviews financial results, manages the business and allocates resources on an aggregate basis. Therefore, financial results are reported in a single operating segment.

 

 

 

11

 

 

 

2.

LIQUIDITY

 

The Company had net losses of $6.7 million (which includes $0.4 million of non-cash expenses) and $11.0 million (which includes $3.0 million of non-cash expenses) and net cash used in operating activities of $3.1 million and $13.8 million for the nine months ended September 30, 2024 and 2023, respectively. At September 30, 2024, the Company had a cash balance of $4.9 million and working capital of $17.9 million. Based on the Company’s current operating plan and the available working capital that can be converted to cash (specifically the accounts receivable balance of approximately $11.3 million), the Company believes that it has the ability to fund its operations and meet contractual obligations for at least twelve months from the date of this report.

 

In 2022, the Company entered into a Common Stock Purchase Agreement and Registration Rights Agreement with B. Riley Principal Capital II, LLC under which the Company issued 281,157 shares for approximately $3.0 million. The facility was terminated on October 1, 2024.

 

The Company’s outstanding warrants generated $0.7 million and $0.3 million of proceeds during each of the nine months ended September 30, 2024 and 2023, respectively. Warrants to purchase 282,334 shares of common stock which were issued as part of our 2019 public offering expired on April 18, 2024. The Company has a warrant outstanding to purchase up to 200,000 shares of our common stock at an exercise price equal to $17.00 per share that expires in March 2028 and that could generate up to an additional $3.4 million of proceeds, conditioned upon the market price of our common stock and the warrant holder’s ability and decision to exercise them.

 

In March 2023, the Company entered into a supply chain line of credit agreement with OCI Group for up to $100 million to further support our working capital requirements. Subject to the terms of the agreement, OCI Group will make available to the Company funding based on amounts owed to the Company by its customers. To date, the Company has not borrowed against this line of credit.

 

Although the Company believes that it will become profitable in the next few years as our revenues grow, we improve our gross profit and we leverage our overhead costs, we expect to continue to incur losses for a period of time. If necessary, the Company may raise additional capital to finance its future operations through equity or debt financings. There is no guarantee that profitable operations will be achieved, or that additional capital or debt financing will be available on a timely basis, on favorable terms, or at all, and such funding, if raised, may not be sufficient to meet our obligations or enable us to continue to implement our long-term business strategy. In addition, obtaining additional funding or entering into other strategic transactions could result in significant dilution to our stockholders.

 

 

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3.	BUSINESS COMBINATIONS

 

Amiga DOO Kraljevo

 

On October 20, 2023, the Company acquired Amiga DOO Kraljevo (“Amiga”), pursuant to a Share Sale and Purchase Agreement dated October 6, 2023 (the “Purchase Agreement”) by and among the Company and the owners of Amiga (the “Sellers”). Pursuant to the terms of the Purchase Agreement, the Company acquired all the equity stock of Amiga from the Sellers in exchange for cash and common stock. With respect to the cash portion of the purchase price, the Company paid to the Sellers 4.6 million euros ($4.9 million) at closing and an additional 2.5 million euros ($2.7 million) was paid on January 2, 2024. With respect to the equity portion of the purchase price, the Company issued to the Sellers an aggregate of 451,807 shares of our common stock.

 

The Sellers are eligible to earn additional shares of the Company’s common stock if Amiga meets certain revenue milestones for the years ended December 31, 2024 and 2025 (the “Earnout Consideration”). The Earnout Consideration that Sellers are eligible to receive is equal to two times the amount of revenue of Amiga (“Amiga Net Revenue”) that is greater than specific revenue targets for each of the years ended December 31, 2024 and 2025. The Earnout Consideration will be paid in the Company’s stock for each annual target period and will be calculated based on the volume weighted average price of Beam’s common stock for the thirty trading days prior to the end of the applicable measurement period. In no event and under no circumstances will the Company issue to the Sellers an amount of the Company’s common stock that exceeds 19.99% of the total outstanding common stock of the Company immediately prior to the closing. An estimate of the fair value of the contingent consideration has been recorded in the opening balance sheet. On February 16, 2024, the Company and the Sellers entered into an amendment to the Purchase Agreement to remove the requirement that the Sellers shall be providing services to Amiga as a condition to receive the Earnout Consideration. During the nine months ended September 30, 2024, the Company recorded $4.5 million of income related to the fair value adjustment of the liability for Earnout Consideration.

  

Amiga, located in Serbia, is engaged in the manufacture and distribution of steel structures with integrated electronics, such as streetlights, cell towers, and ski lift towers. The acquisition of Amiga is assisting in introducing our products to Europe, increasing and diversifying our revenues, enhancing our manufacturing and engineering capabilities, accelerating the development of BeamSpot™ (formerly named EV Standard™) and other products both in Europe and the US, adding new customer segments in both Europe and the US, and we believe, increasing barriers to entry for future competition, and advancing Beam’s position as a leader in the green economy.

 

The acquisition was accounted for as a business combination in accordance with Accounting Standards Codification (ASC) 805, Business Combinations. Goodwill represents the premium the Company paid over net fair value of tangible and intangible assets acquired.

 

On November 7, 2023, Amiga changed its name to Beam Europe LLC.

 

Telcom

 

On August 30, 2024, the Company acquired Telcom d.o.o Beograd (“Telcom”), pursuant to a Share Sale and Purchase Agreement dated as of August 30, 2024 (the “Agreement”) with the owners (the “Sellers”) of Telcom. Telcom is a business located in Serbia and engaged in the manufacturing of telecommunications equipment. Beam acquired all of the equity stock of Telcom from the Sellers in exchange for cash and Beam common stock. The total purchase price was subject to adjustment based on the amount of cash held by Telcom at closing. Based on Telcom’s cash balance at closing equal to approximately EUR 220,298, Beam paid to the Sellers a purchase price equal to EUR 815,298 which was paid to the Sellers as follows: (i) EUR 430,000 cash and (ii) issued 82,506 shares of Beam common stock. At closing, Telcom had a positive working capital balance of approximately EUR 500,000 which consisted of (i) a cash balance equal to EUR 220,000, accounts receivables of approximately EUR 115,000, inventory of approximately EUR 275,000 and accounts payable of approximately EUR 110,000.

 

 

 

13

 

 

In addition to the above payments, the Sellers are eligible to earn up to EUR 250,000 (the “Earnout Cap”) in additional shares of Beam common stock if Telcom meets certain revenue milestones for fiscal years 2024 and 2025 (the “Earnout Consideration”). The Telcom Earnout Consideration that Sellers are eligible to receive for 2024 will be equal to the amount the net revenue of Telcom (“Telcom Net Revenue”) exceeds EUR 850,000 for 2024 up to the Earnout Cap. Provided that Sellers Earnout Consideration was less than the Earnout Cap, the Sellers will be eligible for additional Telcom Earnout Consideration in 2025 if (i) 2025 Telcom Net Revenue exceeds 2024 Telcom Net Revenue, and (ii) 2025 Telcom Net Revenue exceeds $850,000. The Telcom Earnout Consideration for 2025 will be calculated based on the amount the 2025 Net Revenue exceeds the 2024 Net Revenue subject to the Earnout Cap. In no event, will the Sellers Earnout Consideration for 2024 and 2025, in the aggregate, exceed the Earnout Cap. The Earnout Consideration for each period will be calculated based on the volume weighted average price of Beam’s common stock for the thirty trading days prior to the end of the applicable calendar year. In no event and under no circumstances will the Sellers receive from Beam or will Beam issue to the Sellers in connection with the transaction Beam’s common stock in an amount that exceeds 19.99% of the outstanding common stock of Beam immediately prior to closing.

 

The acquisition was accounted for as a business combination in accordance with Accounting Standards Codification (ASC) 805, Business Combinations. Goodwill represents the premium the Company paid over net fair value of tangible and intangible assets acquired.

 

The valuation of the Earnout Consideration was performed using a discounted cash flow analysis to determine the fair value of the contingent consideration, which includes estimates and assumptions such as forecasted revenues of Telcom, discount rates, and the milestone settlement value. As such valuation includes the use of unobservable inputs, it is considered to be a Level 3 measurement. The fair value of the Earnout Consideration will be reassessed on a quarterly basis with the change recorded to operating expenses. Change in the fair value of the Earnout Consideration during the nine months ended September 30, 2024 is as follows (in thousands):

Balance as of December 31, 2023		$	–
Acquisition of Telcom			276
Balance as of September 30, 2024		$	276

 

The following table summarizes the estimated fair value allocation of consideration exchanged for the estimated fair value of tangible assets acquired and liabilities assumed at the acquisition date. The estimated fair value for working capital is generally equivalent to the net book value of the acquired assets and liabilities on the acquisition date. Fair value assigned to property, plant and equipment is based on real estate appraisals, market value comparisons, or acquired net book value of recently acquired assets. The valuation of the contingent consideration is based on a discounted cash flow analysis using the Company’s forecasted results for the operations for the two years subject to revenue earn-out targets.

 

Consideration is comprised of the following (in thousands):

Cash		$	481
Common Stock			387
Earnout Consideration			276
Total Consideration		$	1,144

 

 

14

 

 

The following table shows the allocation of consideration to assets and liabilities at fair value (in thousands):

Assets Acquired
Cash and cash equivalents		$	244
Accounts Receivable			224
Inventory			296
Prepaid expenses			2
Property, plant and equipment			30
Goodwill			692
Total assets acquired		$	1,488
Liabilities Assumed
Accounts payable		$	266
Accrued Expenses			10
Other liabilities			68
Total liabilities assumed		$	344
Net assets acquired		$	1,144

 

The estimated fair values assigned to identifiable assets acquired and liabilities assumed are provisional pending the finalization of the working capital and purchase price allocation and are based on the information that was available as of the acquisition date to estimate the fair value of assets acquired and liabilities assumed. The Company believes that information provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed, but the Company is waiting for additional information necessary to finalize those fair values. Therefore, the provisional measurements of fair value reflected are subject to change and such changes could be significant. The Company expects to complete the allocation of purchase price as soon as practicable, but no later than one year after the acquisition date.

 

Pro Forma Unaudited Financial Information

 

The unaudited pro forma financial information summarizes the combined results of operations of Beam Global, Amiga and Telcom as if the companies had been combined as of the beginning of the nine months ended September 30, 2024 and 2023 (in thousands):

		September 30,				September 30,
		2024				2023
Revenues		$	41,440			$	51,969
Net Income (Loss)			(6,706	)			(11,426	)
Net Revenues		$	34,734			$	40,543

 

The pro forma financial information is presented for information purposes only and may not be indicative of the results of operations that would have been achieved had the acquisition been completed at the beginning of the nine months ended September 30, 2024 and 2023. In addition, the unaudited pro forma financial information is not a projection of future results of operations of the combined company, nor does it reflect the expected realization of any synergies or cost savings associated with the acquisition. The unaudited pro forma financial information includes adjustments to reflect the incremental amortization expense of the identifiable intangible assets and transaction costs.

 

The statement of operations, in the table above, for the nine months ended September 30, 2024 includes revenues of $0.5 million and loss from operations of $50 thousand from the acquired Telcom business. For the nine months ended September 30, 2023 includes revenues of $4.1 million and loss from operations of $0.4 million from the acquired Amiga business and revenues of $0.5 million and gain from operations of $5 thousand from the acquired Telcom business.

 

 

15

 

 

4.

INVENTORY

 

Inventory consists of the following (in thousands):

		September 30,				December 31,
		2024				2023
Finished goods		$	4,712			$	1,953
Work in process			2,775				2,006
Raw materials			5,227				7,974
Total inventory		$	12,714			$	11,933

 

5.	PROPERTY AND EQUIPMENT

 

Property and equipment consist of the following (in thousands):

		September 30,				December 31,
		2024				2023
Office furniture and equipment		$	227			$	227
Computer equipment and software			265				248
Land, buildings and leasehold improvements			8,098				7,935
Autos			746				616
Machinery and equipment			9,412				9,200
Total property and equipment			18,748				18,226
Less accumulated depreciation			(3,839	)			(1,713	)
Property and Equipment, net		$	14,909			$	16,513

 

Depreciation expense during the three months and nine months ended September 30, 2024 and September 30, 2023 was $0.7 million, $2.1 million, $0.1 million and $0.3 million, respectively.

 

6.	INTANGIBLE ASSETS

 

The intangible assets consist of the following (in thousands):

		December 31, 2023
		Gross Carrying Amount				Accumulated Amortization				Net Carrying Amount				Weighted-average Amortization Period (yrs)
Developed technology		$	8,074			$	(1,346	)		$	6,728			11
Trade name			1,756				(322	)			1,434			10
Customer relationships			444				(110	)			334			13
Backlog			185				(185	)			–			1
Patents			611				(57	)			554			20
Intangible assets		$	11,070			$	(2,020	)		$	9,050

 

 

16

 

 

		September 30, 2024
		Gross Carrying Amount				Accumulated Amortization				Net Carrying Amount				Weighted-average Amortization Period (yrs)
Developed technology		$	8,074			$	(1,896	)		$	6,178			11
Trade name			1,756				(454	)			1,302			10
Customer relationships			444				(146	)			298			13
Backlog			185				(185	)			–			1
Patents			565				(72	)			493			20
Intangible assets		$	11,024			$	(2,753	)		$	8,271

  

Amortization expense during the three and nine months ended September 30, 2024 and September 30, 2023 was $0.2 million, $0.7 million, $0.2 million and $0.8 million, respectively.

 

7.	ACCRUED EXPENSES

 

The major components of accrued expenses are summarized as follows (in thousands):

		September 30,				December 31,
		2024				2023
Accrued Expenses:
Accrued vacation		$	291			$	246
Accrued salaries and bonus			1,803				1,086
Vendor accruals			373				50
Accrued warranty			6				27
Other accrued expense			495				1,328
Total accrued expenses		$	2,968			$	2,737
Other Long-Term Liabilities:
Long-term deferred tax liability		$	1,716			$	1,698
Acquired long-term liability			3,372				3,787
Total long-term liabilities		$	5,088			$	5,485

  

Acquired long-term liability of $3.4 million consists of $3.3 million restructuring debt settlement from the acquisition of Amiga. The debt restructuring was entered into in 2021 for a nine-year term with six years and three months remaining at September 30, 2024. Payments are due quarterly as a percentage of the remaining balance due and carry no interest. $63 thousand consists of non-current liabilities related to the acquisition of Telcom.

 

8.	NOTE PAYABLE

 

In May 2023, the Company purchased two new trucks and financed the purchase through an auto loan. The loan has a term of 60 months, requires monthly payments of approximately $4 thousand, and bears interest at a rate of 7.55% per year. Payment on the loan began in July 2023, and the loan has a short-term balance of $40 thousand. In March 2024, the Company purchased a forklift and financed the purchase through an auto loan. The loan has a term of 60 months, requires monthly payments of approximately $661, and bears interest at a rate of 6.54% per year. Payment on the loan began in February 2024, and the loan has a short-term balance of $6 thousand. In April 2024, a second forklift was purchased and financed through an auto loan. The loan has a term of 60 months, requires monthly payments of approximately $1,661, and bears interest at a rate of 7.89% per year. Payment on the loan began in April 2024, and the loan has a short-term balance of $14 thousand.

 

 

17

 

 

9.	COMMITMENTS AND CONTINGENCIES

 

Legal Matters:

 

From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. As of September 30, 2024, after consulting with legal counsel, management believes there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of our operations.

 

Other Commitments:

 

The Company enters into various contracts or agreements in the normal course of business whereby such contracts or agreements may contain commitments. Since inception, the Company entered into agreements to act as a reseller for certain vendors; joint development contracts with third parties; referral agreements where the Company would pay a referral fee to the referrer for business generated; sales agent agreements whereby sales agents would receive a fee equal to a percentage of revenues generated by the agent; business development agreements and strategic alliance agreements where both parties agree to cooperate and provide business opportunities to each other and in some instances, provide for a right of first refusal with respect to certain projects of the other parties; agreements with vendors where the vendor may provide marketing, investor relations, public relations, software licenses, technical consulting or subcontractor services, vendor arrangements with non-binding minimum purchasing provisions, and financial advisory agreements where the financial advisor would receive a fee and/or commission for raising capital for the Company.

 

10.	INCOME TAXES

 

There was no Federal income tax expense for the nine months ended September 30, 2024 or 2023 due to the Company’s net losses. Income tax expense represents the minimum state taxes due. As a result of the Company’s history of incurring operating losses, a full valuation allowance has been established to offset all deferred tax assets as of September 30, 2024 and no benefit has been provided for the quarter-to-date loss. On a quarterly basis, the Company evaluates the positive and negative evidence to assess whether the more likely than not criteria have been satisfied in determining whether there will be further adjustments to the valuation allowance.

 

11.	STOCKHOLDERS’ EQUITY

 

Committed Equity Facility

 

In 2022, the Company entered into a Common Stock Purchase Agreement and Registration Rights Agreement with B. Riley Principal Capital II, LLC under which the Company issued 281,157 shares for approximately $3.0 million. As consideration for B. Riley’s commitment to purchase shares of the Company’s common stock, the Company issued B. Riley 10,484 shares of its common stock in both September 2022 and April 2023. The facility was terminated on October 1, 2024.

 

The Company issued 281,157 shares under the Purchase Agreement for $3.0 million in proceeds, of which $0.5 million was offset by the offering costs as of September 30, 2024.

 

Stock Options

 

Option activity for the nine months ended September 30, 2024 is as follows:

						Weighted
		Number of				Average
		Options				Exercise
		Outstanding				Price
Outstanding at December 31, 2023			481,858			$	10.41
Granted			292,000				5.58
Forfeited			(70,200	)			13.19
Outstanding at September 30, 2024			703,658			$	7.19

 

The stock options terminate ten (10) years from the date of grant or upon termination of employment.

 

18

 

 

The fair value of each option is estimated on the date of grant using the Black-Scholes option-pricing model using the assumptions in the table below and we assumed there would not be dividends paid during the life of the options granted during the nine months ended September 30, 2024 and 2023:

		Nine months ended September 30, 2024		Nine months ended September 30, 2023
Expected volatility		89.04% - 90.37%		90.2% - 94.5%
Expected term		6.5 - 7 Years		6.5 - 7 Years
Risk-free interest rate		3.67% - 4.25%		3.55% - 4.47%
Weighted-average FV		$4.45		$9.71

 

The Company’s stock option compensation expense was $0.2 million and $0.4 million for the three and nine months ended September 30, 2024, and $0.1 million and $0.3 million for the three and nine months ended September 30, 2023. There was $1.8 million of total unrecognized compensation costs related to outstanding stock options at September 30, 2024 which will be recognized over 4.0 years. Total intrinsic value of options outstanding and options exercisable were $18 thousand and $0.2 million, respectively, as of September 30, 2024. The number of shares of common stock underlying stock options vested and unvested as of September 30, 2024 were 355,034 and 348,624, respectively.

 

Restricted Stock Units

 

In November 2022, the Company granted 142,500 restricted stock units (“RSUs”) and up to 142,500 performance stock units (“PSU”) to its Chief Executive Officer (“CEO”). For the RSUs, 50% vested upon the grant date, 25% vested on February 1, 2024 and 25% will vest on February 1, 2025. The number of shares that will be earned under the PSUs will be determined based on the achievement of specific performance metrics during the three-year period ending December 31, 2024.

 

142,500 PSUs and 35,625 RSUs remain outstanding as of September 30, 2024, with weighted-average grant-date fair values of $13.05 each.

 

Stock compensation expense related to the RSUs and PSUs was $0.3 million and $0.9 million during the three and nine months ended September 30, 2024, with $0.5 million in unrecognized stock compensation expense remaining to be recognized over 5 months as of September 30, 2024.

 

Restricted Stock Awards

 

The Company issues restricted stock to its non-employee members of its board of directors as compensation for such members’ services. Such grants generally vest ratably over four quarters.

 

The Company also previously issued restricted stock awards to its CEO, for which generally 50% of the shares granted vest ratably over four quarters and the remaining 50% vest ratably over twelve quarters. The common stock related to these awards are issued to an escrow account on the date of grant and released to the grantee upon vesting. The fair value is determined based on the closing stock price of the Company’s common stock on the date granted and the related expense is recognized ratably over the vesting period.

 

A summary of activity of the restricted stock awards for the nine months ended September 30, 2024 is as follows:

			Nonvested Shares				Weighted- Average Grant- Date Fair Value
Nonvested at December 31, 2023			1,238			$	20.17
Granted			80,645				6.20
Vested			(56,374	)			6.43
Forfeited			(10,081	)			6.21
Nonvested at September 30, 2024			14,808			$	6.48

 

 

19

 

 

Stock compensation expense related to restricted stock awards was $0.4 million and $0.3 million during each of the nine months ended September 30, 2024 and 2023 respectively.

 

As of September 30, 2024, there were unvested shares of common stock representing $0.1 million of unrecognized restricted stock grant expense which will be recognized over 3 months.

 

Warrants

 

In 2023, the Company issued warrants to purchase up to 200,000 shares of the Company’s common stock at a price per share equal to $17.00 to a consultant for services to be provided over a five-year period. The warrants were immediately exercisable but are subject to repurchase by the Company until the required service is provided. The fair value of such warrants was $8.05 per share or $1.6 million on the date of grant using the Black-Scholes option-pricing model. This model incorporated certain assumptions for inputs including a risk-free market interest rate of 3.86%, an expected dividend yield of the underlying common stock of 0%, expected life of 2.5 years and expected volatility in the market value of the underlying common stock based on our historical volatility of 99.6%. The fair value of the warrants was recorded to prepaid expenses and other current assets to be recognized over the service period. During the nine months ended September 30, 2024, $0.2 million was recorded as expense and $1.1 million of cost has not been recognized and will be recognized over the next 3.5 years.

 

A summary of activity of warrants outstanding for the nine months ended September 30, 2024 is as follows:

		Number of Warrants				Weighted Average Exercise Price
Exercisable at December 31, 2023			610,745			$	9.80
Granted			–				–
Expired			(282,334	)			–
Exercised			(128,411	)			6.30
Outstanding at September 30, 2024			200,000			$	17.00
Exercisable at September 30, 2024			200,000			$	17.00

 

Exercisable warrants as of September 30, 2024 have a weighted average remaining contractual life of 3.5 years. The intrinsic value of the exercisable shares of the warrants at September 30, 2024 was $0.0. Warrants to purchase 282,334 shares of common stock at an exercise price equal to $6.30 which were issued in our 2019 public offering expired on April 18, 2024.

 

12.

REVENUES

 

For each of the identified periods, revenues are categorized as follows (in thousands):

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
		2024				2023				2024				2023
Product sales		$	10,668			$	15,781			$	38,219			$	45,696
Maintenance fees			32				23				85				57
Professional services			332				35				753				95
Shipping and handling			484				742				2,011				1,762
Discounts and allowances			(34	)			(95	)			(213	)			(285	)
Total revenues		$	11,482			$	16,486			$	40,855			$	47,325

 

Percentages of our revenues derived from customers located in California during the three months ended September 30, 2024 and 2023 were 21% and 14%, respectively. During the nine months ended September 30, 2024 and 2023, California customer revenues were 25% and 28%, respectively. Our international sales represented 20% and 8% of revenues in the nine months ended September 30, 2024 and 2023, respectively.

 

 

20

 

 

At September 30, 2024 and December 31, 2023, deferred revenue was $1.6 million and $1.2 million, respectively. These amounts consisted mainly of customer deposits in the amount of $1.0 million and $0.7 million for September 30, 2024 and December 31, 2023, respectively, and prepaid multi-year maintenance plans for previously sold products which account for $0.9 million and $0.5 million for September 30, 2024 and December 31, 2023, respectively, and pertain to services to be provided through 2031.

 

13.	SUBSEQUENT EVENTS

 

Management has evaluated events that have occurred subsequent to the date of these condensed consolidated financial statements and has determined that no such reportable subsequent events exist through date of filing. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

 

 

 

 

 

 

 

 

21

 

 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

References in this Report to “we,” “us,” “our,” the “Company” or “Beam” means Beam Global, a Nevada corporation, and its subsidiaries.

 

This report contains forward-looking statements that are based on current expectations, estimates, forecasts, and projections about us, the industry in which we operate and other matters, as well as management's beliefs and assumptions and other statements regarding matters that are not historical facts. These statements include, in particular, statements about our plans, strategies and prospects. For example, when we use words such as “projects,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “should,” “would,” “could,” “will,” “opportunity,” “potential” or “may,” and variations of such words or other words that convey uncertainty of future events or outcomes, we are making forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended.

 

These forward-looking statements are subject to numerous assumptions, risks and uncertainties that may cause the Company’s actual results to be materially different from any future results expressed or implied by the Company in those statements. The most important factors that could prevent the Company from achieving its stated goals include, but are not limited to, the following:

 

	(a)	volatility or decline of the Company’s stock price, or absence of stock price appreciation;
	(b)	fluctuation in quarterly results;
	(c)	failure of the Company to earn revenues or profits;
	(d)	inadequate capital to continue or expand its business, and the inability to raise additional capital or financing to implement its business plans;
	(e)	reductions in demand for the Company’s products and services, whether because of competition, general industry conditions, loss of tax incentives for solar power, technological obsolescence or other reasons;
	(f)	litigation with or legal claims and allegations by outside parties;
	(g)	insufficient revenues to cover operating costs, resulting in persistent losses;
	(h)	rapid and significant changes to costs of raw materials from government tariffs or other market factors;
	(i)	failure to realize the anticipated benefits of any acquisition or difficulties in integrating any acquisition with the Company and its operations;
	(j)	the preceding and other factors discussed in Part I, Item 1A, “Risk Factors,” and other reports we may file with the Securities and Exchange Commission from time to time; and
	(k)	the factors set forth in Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

 

New factors emerge from time to time, and it is not possible for us to predict which factors will arise. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Because factors referred to elsewhere in this report on Form 10-Q and in our Annual Report on Form 10-K for the year ended December 31, 2023 (sometimes referred to as the “2023 Form 10-K”) that we previously filed with the Securities and Exchange Commission, including without limitation the “Risk Factors” section in the 2023 Form 10-K, could cause actual results or outcomes to differ materially from those expressed in any forward-looking statements made by us, you should not place undue reliance on any forward-looking statements. Further, any forward-looking statement speaks only as of the date on which it is made, and except as may be required by applicable law, we undertake no obligation to release publicly the results of any revisions to these forward-looking statements or to reflect events or circumstances arising after the date of this report on Form 10-Q.

 

 

22

 

 

Overview

 

Beam Global develops, manufactures, and sells high-quality, renewably energized infrastructure products for electric vehicle charging infrastructure, energy storage, energy security, smart city infrastructure and disaster preparedness.

 

The Company has multiple product lines that incorporate our proprietary technology. Our off-grid EV charging and energy security products produce a unique alternative to grid-tied charging, having a built-in renewable energy source in the form of attached solar panels and/or light wind generator to produce power and battery storage to store the power. Versions of our charging infrastructure products are modified to support EVs, eMotorcycles, eBikes, desalination and auxiliary power. Our Smart Cities products combine structural elements with built in electronics, renewable energy generation and IoT capabilities. These products are scalable and attractively designed and include:

 

	-	EV ARC™ Electric Vehicle Autonomous Renewable Charger – a patented, rapidly deployed, infrastructure product that uses integrated solar power and battery storage to provide a mounting asset and a source of power for factory installed electric vehicle charging stations of any brand. The electronics are elevated to the underside of the sun-tracking solar array making the unit flood-proof up to nine and a half feet and allowing adequate space to park a vehicle on the engineered ballast and traction pad which gives the product stability and a certified wind rating of 160 miles per hour.
	-	Solar Tree® DCFC – Patented off-grid, renewably energized and rapidly deployed, single-column mounted smart generation and energy storage system with the capability to provide a 150kW DC fast charge to one or more electric vehicles or larger vehicles.
	-	EV ARC™ DCFC – DC Fast Charging system for charging EVs comprised of four interconnected EV ARC™ systems and a 24kW DC fast charger.
	-	BeamSpot™ – patent issued on December 31, 2019 and currently.in the process of initial installation. A streetlight, EV charging and emergency power product which uses an existing streetlight’s foundation and a combination of solar, wind, grid connection and onboard energy storage to provide curbside charging and emergency power.
	-	BeamBike™ - rapidly deployed, construction free, solar-powered charging system based on the patented EV ARC™ platform which generates and stores its own clean electricity, accessed through twelve integrated, weatherized 120 V outlets supporting any eBike charger. Supports 12 eBikes and is available with or without bundled eBike packages.
	-	BeamPatrol™ - Rapidly deployed and easily transported, the BeamPatrol™ station allows law enforcement and safety personnel to charge and quickly access nimble, quiet and responsive motorcycles without the need for any additional infrastructure or fuel. This innovative solution is ideal for law enforcement, customs and border patrol, the military, park services, air and seaport operations and any situation where the ability to rapidly gain access to an environment, without alerting targets of the operation, is required. BeamPatrol™ and the motorcycles it supports generate low to no maintenance or fuel costs and provide a highly reliable mobility solution while assisting in the carbon reduction efforts of the agencies that use the product. Available with, or without bundled eMotorcyles.
	-	BeamWell™ - based on the patented EV ARC™ system, is a self-sufficient, self-contained operational system for use in war zones and remote or disaster areas where only salt, brackish or dirty water is available because a reliable clean water supply is not available or has been interrupted. The BeamWell™ system provides three essential services to regions in crisis: it turns seawater into fresh water, which is then stored in an integrated 3000-liter tank that is replenished daily; it provides a source of electricity which can be used for medical or communications devices as well as cooking and lighting; and it charges four integrated and bundled Benzina Zero electric mopeds for the rapid distribution of food, water, medications or other vital resources, to those in need.
	-	Smart Cities Infrastructure products – Street lighting, street furniture, communications infrastructure products, energy infrastructure products, with electronics integration including renewable energy sources, battery storage, sensors and IoT integration.
	-	UAV ARC™ - patent issued on November 24, 2020 and currently under development. An off-grid, renewably energized and rapidly deployed product and network used to charge aerial drone (UAV) fleets.

 

 

23

 

 

We believe that there is a clear need for a rapidly deployable and highly scalable EV charging infrastructure, and that our products fulfill that requirement. Unlike grid-tied installations which require general and electrical contractors, engineers, consultants, digging trenches, permitting, pouring concrete, wiring, and ongoing utility bills, the EV ARC™ system can be deployed in minutes, not months, and is powered by renewable energy so there is no utility bill. We are agnostic as to the EV charging service equipment or provider and integrate the best of breed solutions based upon our customers’ requirements. For example, our EV ARC™ and Solar Tree® products have been deployed with Chargepoint, Blink, Enel X, Electrify America and other high quality EV charging solutions. We can make recommendations to customers, or we can comply with their specifications and/or existing charger networks. Our products replace the infrastructure required to support EV chargers, not the chargers themselves. We do not sell EV charging, rather we sell products which enable it.

 

We believe our chief differentiators for our electric vehicle charging and energy security infrastructure products are:

 

	·	our patented, renewable energy products dramatically reduce the cost, time and complexity of the installation and operation of EV charging infrastructure and outdoor media platforms when compared to traditional, utility grid tied alternatives;
	·	our proprietary and patented energy storage solutions;
	·	our first-to-market advantage with EV charging infrastructure products which are renewably energized, rapidly deployed and require no construction or electrical work on site;
	·	our products’ capability to operate during grid outages and to provide a source of EV charging and emergency power rather than becoming inoperable during times of emergency or other grid interruptions; and
	·	our ability to continuously create new and patentable marketable inventions by integrating our proprietary technology and parts, and other commonly available engineered components, which create a further barrier to entry for our competition;
	·	our international operations in two of the three largest automotive markets in the world today.

 

Beam AllCell™ designs, manufactures and sells custom, high-quality, bespoke lithium-ion energy storage solutions. Our world-class battery engineering team rigorously creates unique battery formats and shapes to the highest standards, delivering highly flexible solutions that maximize power in compact spaces.  Our patented PCC™ phase change material, manufactured in-house, provides passive thermal management solution and critical safety features against thermal runaway. Our proprietary Smart BMS, designed by the Company, further differentiates our products, ensuring superior customer satisfaction.  Our battery is ideal for applications requiring high energy density, high power, and safe, space efficient enclosures. Our batteries power drones, submersibles, medical devices, recreational products and micro-mobility solutions. The Company is integrating these advanced batteries and technologies into our new product designs under development.

 

On October 20, 2023, Beam acquired Amiga DOO Kraljevo (“Amiga” or “Beam Europe”), a business located in Serbia and engaged in the manufacture and distribution of steel structures with electronic integration, including (i) infrastructure products for public lighting; (ii) infrastructure products for mobile telephone, networks and transmission lines; (iii) infrastructure products for tram, trolleybus, and railways; (iv) infrastructure products for contact networks, masts, portals and semi-portals for road and railway signaling; (v) large steel lattice structures for specific purposes (e.g., stadiums, factories, power plants, etc.); and (vi) distribution and command electrical cabinets. Amiga has engineering, product development and manufacturing capabilities which are well suited to manufacture and sell Beam’s current and future products in the European market. As a large European manufacturer of streetlights, Amiga is well positioned to assist in the development of the EV-Standard^™ for both the European and US markets.

 

On August 30, 2024, Beam acquired Telcom d.o.o. Beograd (“Telcom”), a business located in Serbia and engaged in the manufacturing of power electronics and telecommunications equipment. Telcom engineers and manufacturers specialized power electronics includer invertors, charge controllers, power supplies and LED lighting. Telcom has electrical engineering, product development and manufacturing capabilities which Beam believes are ideally suited to improve the Company’s current and future products for the global market. Telcom has a well-respected and highly talented team of electrical engineers, focused on power electronics and the integration of renewables and energy storage.

 

 

24

 

 

Overall Business Outlook

 

Our revenues for the first nine months of 2024 were $40.9 million, a 14% decrease from $47.3 million for the first nine months in 2023. We believe that the decrease in revenue is a result of order timing, uncertainty in the U.S. government’s zero emission vehicle strategy related to the presidential election and evolving certification requirements for energy storage systems requiring updates to our EV ARC™ products which we believe will be completed in the first quarter of 2025. These matters have particularly impacted our larger federal customers and we do not believe that they signify any fundamental reduction in demand for our products. Our pipeline of prospective customer orders has increased during the same period, although we cannot be sure of when, or if, those prospective orders will turn into actual sales. As we have continued investment in our sales resources, in September of 2024, we hired a new Vice President of Sales in the U.S. and a new Director of Channel Partnerships in Europe to drive growth in commercial and government sectors. The Company believes there continues to be a high level of support for funding EV charging infrastructure from both commercial and government entities, including a number of federal grants available under the Inflation Reduction Act. In addition, certain of our commercial customers may benefit from the Federal Solar Investment Tax Credit and accelerated depreciation as allowed under Section 179 of the IRS code which, we believe, provides a competitive advantage for our products over traditionally installed EV charging infrastructure which is not eligible for these incentives. Given these available incentives, we have invested in a federal lobbyist, a federal business development resource and a government relations employee, who have helped to identify opportunities and increase awareness of our product and outreach with federal agencies. In addition, the General Services Administration (GSA) awarded Beam Global a federal blanket purchase agreement in April 2022 which provides federal agencies a streamlined procurement process for procuring EV ARC™ systems. In the nine months ended September 30, 2024, we recorded revenues of $28.4 million for federal customers, compared to $39.9 million for the same period in 2023. We expect to see uneven orders from quarter to quarter, especially with our federal customers, but over time we expect our revenues to grow. Our commercial, non-government, revenues increased as a percentage of our revenues from 11% to 31% from the first nine months of 2023 to the first nine months of 2024. Our geographic expansion into Europe and our additional business development activities in the Middle East and Africa are, we believe, also providing opportunities for growth which are not dependent on, or impacted by, shifts in US government and zero emission vehicle strategies. The new products we have brought to market offer values which are also not dependent upon US federal government investment.

 

We expect the electric vehicle market to continue to experience significant growth globally over the next decade, which will in turn increase demand for additional EV charging infrastructure. We believe we are positioned to benefit significantly from this growth.

 

We believe the Company’s acquisition of All Cell, a battery technology company, will increase our new customer opportunities. We now have the ability to value engineer bespoke battery solutions for our products. Beam All-Cell^™ batteries are ideally suited for applications where energy density, safety and bespoke enclosures require high power in small spaces. Drones, submersibles, recreational products and a host of micro mobility and electric vehicle products are already benefiting from our Beam All-Cell^™ highly differentiated products. With the continued growth of untethered electrification, we believe there is an opportunity for increased demand in these markets and others.

 

In October 2023, the Company acquired Amiga (now renamed Beam Europe), an established manufacturer of specialized steel structures and equipment, producing streetlights, communications and energy infrastructure whose manufacturing, engineering and sales teams service municipalities, states and commercial customers in 16 nations. The addition of Amiga has expanded Beam’s presence into the European, Middle Eastern and African markets and increased our production, engineering, sales and product development expertise. The EU has mandated a transition to zero emission vehicles by 2035 and they are heavily focused on green and sustainable energy. An increase in electric vehicles adoptions will increase the demand for charging infrastructure. We believe that our sustainably energized EV ARC^TM and BeamSpot™ products can play a major role in the provision of EV charging infrastructure in Europe.

 

On August 30, 2024, Beam acquired Telcom d.o.o. Beograd (“Telcom”), a business located in Serbia and engaged in the manufacturing of power electronics and telecommunications equipment. Telcom engineers and manufacturers specialized in power electronics including invertors, charge controllers, power supplies and LED lighting. Telcom has electrical engineering, product development and manufacturing capabilities which Beam believes are ideally suited to improve the Company’s current and future products for the global market. Telcom has a well-respected and highly talented team of electrical engineers, focused on power electronics and the integration of renewables and energy storage. Existing Telcom customers include the region’s largest telecommunications company as well as other corporate entities which we believe provide further opportunities for cross selling the other products in our portfolio.

 

 

25

 

 

Our energy security business is connected with the deployment of our EV charging and our Smart Cities infrastructure products and serves as an additional benefit and value proposition for our charging products which, along with their integrated emergency power panels, can continue to operate, charge EVs, and deliver emergency power during utility grid failures. The state-of-the-art storage batteries installed on our EV charging systems are immune to grid failures and provide another benefit for customers such as municipalities, counties, states, the federal government, hospitals, fire departments, large private enterprises with substantial facilities, and vehicle fleet operators.

 

We are in development on our newest patented products which include- BeamSpot™, UAV ARC™ and others, which we expect will continue to expand our product offerings leveraging the same proprietary technology as our current products and allow us to expand into new markets. Amiga is one of Europe’s largest manufacturers of streetlights and has a team of qualified structural, electrical and civil engineers who are experts in the field of development and deployment of street lighting. They are working with our engineers in San Diego and Broadview to continually improve the engineering and development of our new BeamSpot™ product. We believe that BeamSpot™ may become our largest selling product when available for sale. BeamSpot™ is currently in the process of being installed and we received our first order for that product within two months of it being launched.

 

Our gross margin improved as a percentage of sales, year over year, and was 10.7% in Q3 2024, up 9.0% from the gross margin reported in Q3 2023. Additionally, our cost of goods sold included non-cash intellectual property amortization of $0.7 million for the first nine months of 2024 and $0.8 million in 2023, related to the acquisition of All Cell in 2022. Excluding this non-cash expense results in a gross margin of 12.3% for the three months ended September 30, 2024, up from 2.8% for the same period ending September 30, 2023. We implemented engineering design changes to our EV ARC^TM in Q4 2023 that resulted in cost reductions to our bill of materials. Our gross margin improvements were achieved in spite of ongoing inflation and the high costs of many of our components, including steel, that began during the Covid pandemic. We expect to see our costs of goods sold continue to decrease over time. We are implementing lean manufacturing process improvements and making engineering changes to our products which we expect to result in cost reductions. We have observed that we are able to manufacture certain elements of our products in Serbia and ship them to the U.S. less expensively than we can manufacture them in the U.S.; largely because we are better equipped in Serbia and as a result can self-perform certain processes which we outsource in the U.S. We anticipate further reductions in direct costs as a result of having our Serbian operations support our U.S. manufacturing. Many of the components that we integrate into our products are manufactured by others. This is consistent with our strategy to take advantage of the investment by large and well-funded organizations in the improvement, and reducing costs, of various components and sub-assemblies which we integrate into our final product. We continue to identify components and sub-assemblies that may be more cost effective to outsource, which we believe may further reduce our costs, increase our gross margins, and significantly increase the potential output from our factory. We expect that the receipt of orders may be inconsistent quarter over quarter, however, we expect that in the long term, our revenues will grow as we expand our product offerings and geographic reach and because we expect to see a significant increase in the demand for electric vehicle charging infrastructure. As such we do not anticipate significant pricing pressure on our products. The increase in demand for electric vehicle charging infrastructure and, we believe, over the long term, our revenues, combined with the cost cutting measures described above, lead us to believe that we will continue to see improvement in our gross margins in the future. Beam Europe has the capability to perform several activities which we outsource in the US. We believe that in combination with a generally less expensive operating environment in Serbia, we will be able to produce our products in Europe less expensively than in the US, even as we continue to reduce our costs in the US.

 

Critical Accounting Estimates

 

The financial statements and related disclosures were prepared in accordance with U.S. generally accepted accounting principles which require us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates and assumptions on historical experience and on various other factors that we believe to be reasonable under the circumstances, and we continually evaluate our assumptions and modify as needed. To the extent there are material differences between our estimates and the actual results, our future results of operations will be affected. There have been no changes since year end, refer back to the Company’s Form 10-K for December 31, 2023.

 

 

 

26

 

 

Results of Operations

 

Comparison of Results of Operations for the Three Months Ended September 30, 2024 and 2023

 

Revenues. For the quarter ended September 30, 2024, our revenues, though they were the second highest third quarter revenues in our history, decreased 30% to $11.5 million compared to $16.5 million for the same period in 2023. Revenues to federal customers decreased by $7.5 million in Q2 2024 compared to the quarter ended September 30, 2023. During the first three months of 2024, revenues from California represented 21% of total revenues. We recorded revenues of $3.5 million as a result of our acquisition of Amiga and $67 thousand as a result of our acquisition of Telcom, demonstrating the positive contribution of our geographic expansions. Revenues derived from non-government commercial entities increased by 80% for the three months from 2023 to 2024 and were 11% of total revenues. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however, we believe that the diversification of our product offerings combined with our geographic expansions, recent hires and as EV adoption increases, our business will be less impacted by specific variations in order timing.

 

Gross Profit. For the quarter ended September 30, 2024, our gross profit was $1.2 million, or 10.7% of sales, compared to a gross profit of $0.8 million or 1.7% of sales for the same period in 2023. The margin improved by 9 percentage points, primarily because we have implemented cost improvements in late 2023 as a result of design changes to the EV ARC^TM as well as operational improvements and positive margins generated from the acquisition of Amiga. Additionally, 48.6% of ARC sales reflected the price increase implemented in 2024. Our gross profits included a negative impact of $0.8 million for non-cash depreciation and intangible amortization. Our gross margin net of non-cash items was 17.6%. We began to see some improvements in the reduction of material costs in late 2023, which we believe should continue to improve. Our engineering and operations teams continue to identify further cost reductions and efficiencies which, along with support from our Serbian facilities, we believe will improve our gross margins in future quarters.

 

Operating Expenses. Total operating expenses were a credit of $50 thousand, or (0.4%) of revenues, for the quarter ended September 30, 2024, compared to $4.0 million, or 24% of revenues, for the same quarter in the prior year. The $4.1 million decrease is mostly attributable to $6.1 million related to the non-cash change in fair value of contingent consideration for the Amiga acquisition, offset by non-cash warrants amortization increase of $0.2 million and stock compensation increase of $0.2 million, resulting in $1.7 million increase in operating expenses quarter over quarter mainly related to $1.2 million for operating expenses for Beam Europe, $0.3 million in customer service accommodation costs, $0.1 million related to facility expansion and $0.1 million mainly for consulting for government relations and engineering.

 

Comparison of Results of Operations for the Nine Months Ended September 30, 2024 and 2023

 

Revenues. For the nine months ending September 30, 2024 our revenues, while they were the second highest nine month revenues in our history and higher than any full year barring 2023, decreased 14% to $41.0 million compared to $47.3 million for the same period in 2023. Revenues to federal customers decreased by $11.5 million in 2024. During the first nine months of 2024, revenues from California represented 25% of total revenues. Revenues were diverse across federal, state and local governments, as well as enterprise and education sector customers. International customers comprised 20% of the revenues through September 30, 2024, and were primarily from Beam Europe. Revenues derived from non-government commercial entities increased by 136% for the nine months from 2023 to 2024 and were 30.5% of total revenues in 2024. For the nine months ended September 30, 2024, the Company’s sales to federal, state and local governments represented 69% of revenues. We continue to invest in sales employees, diversifying our product portfolio and expanding our geographic footprint to reduce our reliance on single large orders of our EV ARC™ product by federal agencies, although we believe that that opportunity still exists. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however we believe that as EV adoption increases and our new and existing products are brought to larger international audiences, our business will be less impacted by specific variations in order timing.

 

 

 

27

 

 

Gross Profit. For the nine months ended September 30, 2024, our gross profit was $5.1 million, or 12% of sales, compared to a gross profit of $0.8 million, or 2% of sales in the same period of 2023. The margin improved by 11 percentage points, compared to prior year. This is primarily a result of cost improvements developed during 2023 which are now being recognized and the positive margins we are generating from the acquisition of Amiga. Our gross profits were negatively impacted by $2.8 million for non-cash depreciation and intangible amortization. Our gross margin net of non-cash items was 18.3% in 2024 and 3.1% in 2023. We began to see some improvements on material pricing in 2023, which has continued to improve over time. We continue to make engineering changes and work with suppliers to improve our costs which, along with support from our Serbian facilities, we believe will continue to improve our gross profit over time.

 

Operating Expenses. Total operating expenses were $11.6 million, or 28% of revenues, for the nine months ended September 30, 2024, compared to $11.9 million, or 25% of revenues, for the same period in the prior year. When you remove the $4.5 million the non-cash decrease in fair value of contingent consideration for the Amiga acquisition in 2024 and $0.3 million increase in fair value of contingent consideration for the All Cell acquisition in 2023, the net change in fair value contingent consideration is $4.3 million offset by non-cash increases in warrants amortization expense $0.3 million, stock compensation $0.3 million, bad debt allowance $0.4 million resulting in $3.3 million increase in operating expenses. The increase is mainly related to $2.1 million for operating expenses for Beam Europe, $0.4 million for facility expansion, $0.3 million commissions due to earned at time of customer payment, $0.3 million in customer accommodation service costs and $0.2 million related to acquisition costs.

 

Liquidity and Capital Resources

 

At September 30, 2024, we had cash of $4.8 million, compared to cash of $10.4 million at December 31, 2023. We have historically met our cash needs through a combination of debt and equity financing. Our cash requirements are generally for operating activities.

 

Management believes the Company’s present cash flows will enable it to meet its obligations for twelve months from the date of these financial statements. Management will continue to assess its operational needs and seek additional financing as needed to fund its operations.

 

Our cash flows from operating, investing and financing activities, as reflected in the statements of cash flows, are summarized in the table below:

 

		September 30,
		2024				2023
Cash provided by (used in):
Net cash used in provided by operating activities		$	(3,052	)		$	(13,768	)
Net cash used in investing activities		$	(3,658	)		$	(881	)
Net cash provided by financing activities		$	1,218			$	27,726

 

For the nine months ended September 30, 2024, our cash used in operating activities was $3.1 million compared to cash used of $13.8 million for the nine months ended September 30, 2023. Net loss of $6.7 million for the nine months ended September 30, 2024 was decreased by ($1.2) million of non-cash expense items that included depreciation and amortization of $2.8 million, and employee stock-based compensation expense of $2.0 million offset by decreases of ($4.3) million for a change in fair value of contingent consideration liabilities and $0.1 million provision on credit losses. Cash used in operations included a $5.0 million decrease in accounts receivable as well as a $1.7 million decrease in accounts payable primarily for inventory, $0.6 million decrease in operating lease liability and $0.5 million decrease in long term liabilities offset by $0.4 million increase in inventory, $0.3 million increase in deferred revenue, and $0.2 million increase in accrued expenses.

 

For the nine months ended September 30, 2023, our cash used in operating activities was $13.8 million compared to $15.7 million for the nine months ended September 30, 2022. Net loss of $11.0 million for the nine months ended September 30, 2023 was increased by $3.2 million of non-cash expense items that included depreciation and amortization of $1.1 million, common stock issued for services for director compensation of $0.3 million, employee stock-based compensation expense of $1.3 million, change in the fair value of contingent consideration liabilities of $0.3 million and $0.3 million for stock compensation for non-employees. Further, cash used in operations included a $10.5 million increase in accounts receivable due to the increase in revenues and the timing of customer payments, a $1.1 million increase in inventory and $0.6 million decrease in deferred revenue for customer deposits. Cash generated from operations included a $4.3 million increase in accounts payable primarily for inventory, $1.4 million increase in accrued expenses, and $0.5 million decrease in prepaid expenses and other current assets. 

 

Cash used in investing activities in the nine months ended September 30, 2024 included $2.7 million reduction of deferred consideration for a cash payment for the Amiga acquisition, $0.5 million used for the Telcom acquisition and $0.4 million for the purchase of equipment compared to $0.8 million purchased in the same period in the prior year, primarily transportation equipment, a sleeving machine and an automated welder used in our battery manufacturing and $0.1 million for patent costs.

 

 

28

 

 

For the nine months ended September 30, 2024, cash generated by our financing activities included $0.8 million for the exercise of warrants and $0.5 million in proceeds from public offering issuance of common stock compared to  $25.4 million in proceeds from the public offering issuance of common stock, net of offering expenses, $2.1 million for shares sold through the Company’s equity facility, $0.2 million for repayment of note payable and $0.1 million from the exercise of warrants for the same period in the prior year.

  

Current assets were $31.1 million on September 30, 2024, a decrease of $9.6 million at December 31, 2023, primarily due to decreases of $4.6 million in accounts receivable, $5.5 million in cash, $0.3 million in prepaid expenses and other current assets, offset by an increase of $0.8 million in inventory, $0.8 million in operating lease costs for Right of Use assets and $0.8 million in Goodwill related to the Telcom acquisition. Current liabilities decreased to $13.3 million at September 30, 2024 from $16.9 million at December 31, 2023, primarily due to a $2.7 million decrease in the fair value of contingent consideration liabilities and $1.4 million decrease in accounts payable offset by $0.2 million in operating lease liabilities and. As a result, our working capital decreased to $17.9 million at September 30, 2024 compared to $23.8 million at December 31, 2023.

 

The Company has been focused on product development, geographic expansion and on marketing and sales efforts to increase our revenues. Revenues increased annually by 45% from 2020 to 2021, 144% from 2021 to 2022, and 206% from 2022 to 2023 demonstrating that this investment has been successful. Improvements to gross profitability have been made despite the recent inflationary period. As revenues increase in the future, we expect to continue to see our fixed overhead costs spread over more units, which will reduce the cost per unit. Our engineering and operations teams have made several design changes and process improvements in our product development and manufacturing operations which have helped to increase labor efficiency and reduce material costs. In addition, the Company increased pricing in Q3 of 2023 for the first time to cover some of the inflationary cost increases, which we are beginning to benefit from as new orders are received and are shipped. Our Serbian operations are also able to contribute to further cost reductions to produce our products both in Europe and the U.S.

 

On March 22, 2023, the Company entered into that certain Supply Chain Line of Credit with OCI Limited (“OCI”), whereby OCI may provide a supply chain line of credit in the amount of up to $100 million based on the amounts of approved accounts receivable of the Company (the “Credit Facility”). In order to request a drawdown on the Credit Facility, the Company is required to submit a transaction request to OCI which sets forth the terms of the applicable account receivables, including but not limited to the name of the party responsible for the applicable account receivables (the “Obligor”), the terms of repayment and the amount of such receivables. The Company has no obligation to submit a drawdown request and OCI is not obligated to accept any drawdown request from the Company. In the event OCI accepts a drawdown request of the Company and upon satisfaction of certain conditions required by OCI to issue the drawdown, OCI will disburse funds to the Company for such drawdown in an amount equal to the full value of the applicable account receivables assigned to OCI minus any transaction expenses incurred by OCI and the full amount of interest to be incurred for such receivables over the term of the drawdown. The Company will pay interest on any drawdown at the Secured Overnight Financing Rate +300 basis points. Upon the disbursement of funds to the Company for a drawdown, the Company will assign all rights to such account receivables of the Obligor to OCI. The Company will act as a collection agent on any account receivable assigned to OCI and agrees to establish a designated bank account for the purpose of collecting payment on any applicable account receivables that are assigned to OCI. In the event (i) the Company is in material breach of the Credit Facility, (ii) the Company or the Obligor is insolvent or is subject to reorganization or liquidation, or (iii) any dispute related to an agreement with an Obligor or non-payment by an Obligor, OCI has the right to exercise any contractual rights it may have against Obligor, increase the interest rate to the agreed upon default interest rate, and demand immediate repayment by the Company for the outstanding amounts owed under such account receivables. The Company has also agreed to indemnify OCI for any losses incurred by OCI in connection with the Credit Facility. Either party may terminate the Credit Facility at any time by providing fifteen (15) days prior written notice to the other party. To date, Beam Global has not drawn on this line of credit.

 

The Company may be required to raise capital until it achieves positive cash flow from its business, which is predicated on increasing sales volumes and the continuation of production cost reduction measures. In addition, we could pursue other equity or debt financing. The proceeds from these offerings are expected to provide working capital to fund business operations and the development of new products. Management cannot currently predict when or if it will achieve positive cash flow. There is no guarantee that profitable operations will be achieved, or that additional capital or debt financing will be available on a timely basis, on favorable terms, or at all, and such funding, if raised, may not be sufficient to meet our obligations or enable us to continue to implement our long-term business strategy. In addition, obtaining additional funding or entering into other strategic transactions could result in significant dilution to our stockholders.

 

 

29

 

 

Off-Balance Sheet Arrangements

 

We do not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources, that are material to investors.

  

Item 3. Quantitative and Qualitative Disclosures About Market Risk

 

Not Applicable

 

Item 4. Controls and Procedures

 

Evaluation of Disclosure Controls and Procedures

 

Our management is responsible for establishing and maintaining adequate internal controls over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. All internal control systems, no matter how well designed, have inherent limitations. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

 

During the period covered by this filing, we conducted an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our internal controls over financial reporting. Based upon our evaluation of our disclosure controls and procedures, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of September 30, 2024 due to the material weaknesses in our internal controls over financial reporting described below. In light of this fact, our management has performed additional analyses, reconciliations and other post-closing procedures and has concluded that, notwithstanding the material weaknesses in our internal control over financial reporting, the consolidated financial statements for the periods covered by and included in this Quarterly Report fairly present, in all material respects, our financial position, results of operations and cash flows for the periods presented in conformity with generally accepted accounting principles.

 

The following material weaknesses existed as of December 31, 2023:

 

Material weaknesses:

 

·

During Q4 2023, the Company implemented NetSuite ERP system to automate operations and accounting for the San Diego and Broadview locations. We did not implement program change management and user access controls to ensure that:

 

	a.	IT program and data changes affecting the Company’s financial IT applications & underlying accounting records are identified, tested, authorized, and implemented appropriately, and
	b.	Appropriate segregation of duties that would adequately restrict user access and ensure adequate review of transactions.

  

·

Because we are a small company, many employees have multiple job responsibilities, and during the implementation in Q4, access was allowed for employees to access necessary tasks. As we move forward into 2024, we will assign access to ensure the proper segregation of duties. Additionally, we need to ensure the employees are adequately trained and able to resolve issues timely. The Company needs to establish appropriate procedures for change management to ensure changes to the system are formally approved, properly restricted to appropriate personnel, and adequately tested.

 

 

30

 

 

	·	In our review, we noted that the Company did not implement adequate controls relating to documentation of the review and approval of reconciliations and other schedules prepared internally to be included or disclosed in the financial statements. Many of our reports and reconciliations are performed in Excel spreadsheets, and we did not adequately validate the segregation of duties between the preparer and the approver with a signature and time stamp. NetSuite has many robust internal control features that can be configured and utilized to ensure workflow approvals are adhered to and integrated into documentation.

 

Since these controls have a pervasive effect across the inventory transaction cycle, management has determined that these circumstances constitute a material weakness, based on the criteria established in the “Internal Integrated Framework” issued by COSO in 2013 and as a result, we did not maintain effective internal control over financial reporting as of September 30, 2024.

 

Changes in Internal Control Over Financial Reporting

 

The Company is continuing to actively work to remediate the material weaknesses described above, including the need for additional remediation steps and implementing additional measures to remediate the underlying causes that give rise to the material weaknesses. During the three months ended September 30, 2024, the Company has taken various actions to strengthen our internal control over financial reporting, including:

 

	·	Continue to review access in NetSuite ERP to ensure the proper segregation of duties and additional training courses to ensure the employees are trained and able to resolve issues timely.
	·	Managed processes related to ordering, counting, warehousing, valuing and transacting our inventory in NetSuite ERP.
	·	Increasing and monitoring the adequacy of staffing levels and expertise with the requisite technical knowledge and skills to support continued enhancement on the controls and procedures surrounding documentation of review and formalization of reconciliations, accounting policies and controls.
	·	Continue to manage a segregation of duties between the preparer and the approver of reconciliation and supporting schedules which included hiring additional staff.

 

The material weaknesses will be considered remediated when management concludes that, through testing, the applicable remedial controls are designed, implemented and operating effectively. As management continues to evaluate and improve disclosure controls and procedures and internal control over financial reporting, the Company may decide to take additional measures to address control deficiencies or determine to modify, or in appropriate circumstances not to complete, certain of the remediation measures identified.

 

 

31

 

 

PART II. OTHER INFORMATION

 

Item 1. Legal Proceedings

 

The Company may from time to time become party to actions, claims, suits, investigations or proceedings arising from the ordinary course of our business, including actions with respect to intellectual property claims, breach of contract claims, labor and employment claims and other matters. Any litigation could divert management time and attention from the Company, could involve significant amounts of legal fees and other fees and expenses, or could result in an adverse outcome having a material adverse effect on our financial condition, cash flows or results of operations. Actions, claims, suits, investigations and proceedings are inherently uncertain, and their results cannot be predicted with certainty. We are not currently involved in any legal proceedings that we believe are, individually or in the aggregate, material to our business, results of operations or financial condition. However, regardless of the outcome, litigation can have an adverse impact on us because of associated cost and diversion of management time.

 

Item 1A. Risk Factors

 

In addition to the other information set forth in this Form 10-Q, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023, which could materially affect our business, financial condition, liquidity or future results. The risks described in our Annual Report on Form 10-K are not the only risks facing our company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may materially adversely affect our business, financial condition, liquidity or future results.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

None.

 

Item 3. Defaults Upon Senior Securities

 

None.

 

Item 4. Mine Safety Disclosures

 

Not applicable.

 

Item 5. Other Information

 

The Company and Kathy McDermott, the Company’s former Chief Financial Officer, entered into a consulting agreement effective November 11, 2024, whereby Ms. McDermott will consult with the Company related to the Enterprise Resource Planning (ERP) implementation in Serbia. The Company will pay Ms. McDermott $225 per hour for her consulting services. The consulting agreement will terminate on December 31, 2024 and may be extended by mutual agreement of the Company and Ms. McDermott. Pursuant to the consulting agreement, the Company granted to Ms. McDermott common stock under the Company’s equity incentive plan issued for payment of Ms. McDermott’s bonus of $300,000 earned by her for her services as the Company’s former Chief Financial Officer.

 

During the quarter ended September 30, 2024, no director or officer adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K.

 

 

32

 

 

Item 6. Exhibits

 

Incorporated by Reference

Exhibit Number

Exhibit Description

Form

File No.

Exhibit

Filing Date

Filed Herewith

3.1

Articles of Incorporation

SB-2

333-147104

3.1

11/2/2007

3.2

Amendment to Articles of Incorporation dated December 23, 2016

S-1/A

333-226040

3.1.2

4/4/2019

3.3

Certificate of Change to Articles of Incorporation dated April 11, 2019

8-K

001-38868

3.1

4/18/2019

3.4

Certificate of Amendment to Articles of Incorporation dated September 14, 2020

8-K

000-53204

3.1

9/14/2020

3.5

Certificate of Amendment to Articles of Incorporation dated July 20, 2021

8-K

001-38868

3.1

7/20/2021

3.6

Bylaws of Registrant

SB-2

333-147104

3.2

11/2/2007

3.7

Amendment to Bylaws

8-K

000-53204

10.2

7/16/2014

10.1

Amended and Restated Lease Agreement dated February 1, 2024

8-K

000-53204

10.1

3/28/2024

10.2

Amendment to Share Sale and Purchase Agreement dated February 16, 2024

8-K

000-53204

10.1

2/16/2024

10.3*

Consulting agreement with Kathy McDermott

X

31.1

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act

X

31.2

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act

X

32.1

Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act

X

32.2

Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act

X

101.INS

Inline XBRL Instance Document

X

101.SCH

Inline XBRL Schema Document

X

101.CAL

Inline XBRL Calculation Linkbase Document

X

101.DEF

Inline XBRL Definition Linkbase Document

X

101.LAB

Inline XBRL Labels Linkbase Document

X

101.PRE

Inline XBRL Presentation Linkbase Document

X

104

The cover page to this Quarterly Report on Form 10-Q has been formatted in Inline XBRL

X

 

*Represents a compensatory plan or arrangement

 

 

33

 

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Dated: November 14, 2024	Beam Global
	By: /s/ Desmond Wheatley
	Desmond Wheatley, Chairman and Chief Executive Officer, (Principal Executive Officer)
	By: /s/ Lisa A. Potok
	Lisa A. Potok, Chief Financial Officer (Principal Financial/Accounting Officer)

 

 

 

 

 

 

 

34

 

Exhibit 10.3

 

BEAM GLOBAL

CONSULTING AGREEMENT

 

 

THIS CONSULTING AGREEMENT (the “Agreement”) is made effective as of November 11, 2024, (the “Effective Date”) by and between, Beam Global with principal place of business located at 5660 Eastgate Dr, San Diego, CA, 92121 (the “Client”) and Katherine McDermott located at 7428 Las Lunas, San Diego, CA 92127 (the “Consultant”). The Client and the Consultant are also hereinafter referred to as the "Party" or "Parties".

 

WHEREAS, Client is a supplier of clean technology solutions and desires to engage Consultant to provide the Services (as defined below); and

 

WHEREAS, Consultant has relevant expertise, contacts and knowledge of Client’s business and financial information and is available to provide professional financial services to support the Client.

 

NOW, THEREFORE, in consideration of the mutual covenants and promises contained in this Agreement, the Parties agree as follows:

 

 

1.

TERM AND SCOPE:

 

1.1

This Agreement shall commence upon the Effective Date and shall remain in full force through December 31, 2024. Provided that this Agreement has not been terminated pursuant to Section 7 or otherwise, the Initial Term may be extended based on agreement by both parties. The Initial Term and any subsequent renewals shall collectively be referred to as the “Term”.

 

1.2

Subject to the terms and conditions of this Agreement, the Client hereby retains Consultant as a consultant to the Client to provide financial services (the “Services”) and Consultant agrees, subject to the terms and conditions of this Agreement, to render such Services during the Term of this Agreement.  The Consultant shall always use its best efforts in providing such Services. The Consultant shall create and deliver any deliverables or work products associated with the Services in a format and at a time reasonably acceptable to the Client and consistent with the provision of the Services. The Consultant will report to Client’s CEO or CFO, or such other individual(s) or department(s) as may be designated by the Client from time to time.

 

1.3

Consultant shall provide Client, on a weekly basis, an update of activities, milestones, requirements and other information relevant to the furtherance of the Services. Consultant shall not approach organizations or entities or otherwise perform Services under this Agreement without the prior written permission of the Client.

 

1.4

The Consultant shall regularly report to the Client regarding its efforts on Client’s behalf.

 

1.5

The Consultant shall provide all of its own equipment, tools, and office space necessary to perform the Services under this Agreement. Client may provide limited resources including a laptop and access to the Company’s systems, if needed.

 

1.6

Throughout the Term of this Agreement, the Consultant agrees to devote its best efforts to performing the Services with diligence and care on behalf of the Client. The Parties each individually represent and acknowledge that the performance of the Services under this Agreement does not conflict with any duties or obligations that such Party may have to any third party and does not violate any other agreement to which such Party is already a party. Each Party shall indemnify and hold harmless the other Party, its employees, directors, agents and assigns against any claims, liability, loss, cost, actions or demands (including without limitation reasonable attorney fees) arising out of or relating to any conflict or violation of any third-party agreement by such Party.

 

 

 

1

 

 

1.7

The Parties each individually represent and warrant that any and all information, code, programs, processes, practices or techniques which such Party will describe, demonstrate, divulge, use, or in any other manner make known to the other Party during the performance of Services (collectively, the "Property") may be divulged and freely used by such divulging Party, without any obligation to, or violation of, any right of others, and without violation of any law or payment of any royalty.

 

1.8

Throughout the Term of this Agreement, the Consultant and its directors, officers, representatives, agents and employees shall comply with all federal, state, local, foreign and/or international laws and regulations applicable to the Consultant ’s business, including but not limited to any state and federal security laws and regulations, and its performance of its obligations under this Agreement.

 

 

2.

RELATIONSHIP OF THE PARTIES:

 

2.1

It is understood and agreed that Consultant will act under this Agreement as an independent contractor and that nothing in this Agreement or the nature of any services rendered in connection herewith shall be deemed to create an agency relationship between Consultant and the Client. Consultant has no authority to, and agrees not to, assume or create any obligation or liability, express or implied, on the Client’s behalf, or to bind the Client in any manner or to anything whatsoever. The Consultant represents and warrants that it will not make any warranties or representations regarding the Client or Client’s products or services except as expressly stated in this Agreement or as otherwise may be authorized in writing by Client from time to time.

 

2.2

Payments made to Consultant hereunder may be subject to applicable federal, state, and local tax withholding laws. The Client makes no representations regarding the tax implications of the compensation provided for in this Agreement. The Client advises Consultant to consult with a tax professional and/or its attorney regarding such implications and the Consultant’s responsibilities regarding fulfillment of its taxation obligations. Consultant specifically acknowledges and agrees that: (i) Consultant shall be liable for all taxes assessed by any federal, state, or local authorities with respect to the compensation provided herein; and (ii) that to the extent required by law the Client is authorized to withhold such taxes from compensation due Consultant hereunder.

 

 

3.

COMPENSATION, INVOICING AND PAYMENT:

 

3.1

In consideration for the Services to be provided by Consultant to Client, Consultant will bill for services on an hourly basis at a rate of $225 per hour. Consultant will submit invoices on a bi-weekly basis. Payment shall be made within 15 days. In addition to the above cash compensation, in connection with entering into this Agreement, Client agrees to issue Consultant shares of Client’s common stock in an amount equal to $300,000 which will be payable as follows: commencing on Monday, November 11, 2024 such number of shares of Client’s common stock in an amount equal to by $300,000 divided by the closing price of Client’s common stock on the preceding trading day. Consultant agrees and acknowledges that the shares of common stock being issued to Consultant are in lieu of a cash bonus of $300,000 that was payable to Consultant in 2024.

3.2

Aside from that compensation specifically described in this Section 3, no other compensation of any kind shall be due or payable to Consultant by the Client for any Services rendered hereunder.

 

 

 

 

 

 

2

 

 

 

4.

CONFIDENTIALITY; INSIDER TRADING:

 

Client and Consultant are parties to a certain Mutual Confidentiality Agreement dated December 29, 2023 attached hereto as Exhibit “B” (the “Confidentiality Agreement”). The terms and provisions of such Confidentiality Agreement are hereby incorporated by reference as if fully set forth herein. Notwithstanding anything to the contrary contained in the Confidentiality Agreement, the Consultant will not publish, disclose to third parties, utilize for the Consultant’s own benefit, or otherwise make use of any of the Client’s (or Client’s customers) trade secrets or other confidential information concerning the Client or its customers, except with the prior written consent of the Client (and/or Client’s customer, as applicable). For purposes of this Agreement, “Confidential Information” shall have the meaning prescribed in the Confidentiality Agreement and shall include, without limitation, any financial or accounting information regarding the business of the Client that has not been publicly reported or released, including information regarding revenues, anticipated revenues, expenses and costs, profit margins and cash flow, information regarding the Client’s customers, the Client’s business plans and strategies, forecasts and projections, pricing information, customer proposals and contracts, employee information and any other information developed, in the possession of or owned by the Client that the Client does not disclose publicly.

 

Consultant acknowledges that it is aware that the United States securities laws prohibit any person who has material, non-public information concerning Client from purchasing or selling securities of Client or from communicating such information to any other person under circumstances in which it is reasonably foreseeable that such person is likely to purchase or sell such securities. Consultant agrees that it will not violate any provisions of this paragraph or the United States securities laws or the analogous laws of any state or foreign government.

 

 

5.

INTELLECTUAL PROPERTY AND WORK PRODUCT:

 

5.1

All work performed by the Consultant for the Client under this Agreement is in the nature of “work for hire”. Consultant expressly agrees that all data, electronic or paper documents, models, programs, methods, inventions, innovations, reports or other work product of any kind and all works based upon, derived from, or incorporating the foregoing which have been, or will be, prepared by the Consultant within the scope of the consulting services provided hereunder, including any contribution (whether individual or collaborative) to such materials created by the Consultant in the course of providing the Services (collectively “Innovations”) shall be deemed “works for hire” and shall be the sole and exclusive property of the Client. “Innovations” shall also include any work product incorporating, utilizing or based-upon any of the Client’s confidential information. The Consultant hereby irrevocably assigns and/or agrees to irrevocably assign to the Client, its successors and assigns, any and all of its right, title and interest in and to any and all Innovations and to any copyright, trademark, patent applications or Letters Patent thereon developed for and during the performance of the Services for the Client. The Consultant agrees to execute whatever documents may be reasonably necessary at the Client’s request, and without further compensation, in order to assign the rights in any such Innovations to the Client. Notwithstanding the foregoing and those confidentiality requirements set forth above, nothing in this clause shall affect the Consultant’s rights to any data, electronic or paper documents, models, programs, methods, inventions, innovations, reports or other work product, independently developed by the Consultant while not engaged in or for the performance of the Services, whether during, before or after the term of this agreement.

 

5.2

The Consultant agrees to promptly turn over to the Client, immediately upon the expiration or termination of this Agreement, all notes, reports, data and other work product containing Confidential Information of the Client or the Client’s customers and/or produced in connection with any work performed under this Agreement (and all copies thereof), whether in paper or electronic form that the Consultant has in its possession upon the written request of the Client. Following termination or expiration of this Agreement, Consultant shall neither make nor retain any copies (whether in paper, electronic or other format) of any property or work product belonging to the Client or containing Confidential Information relating to the Client or Client’s customers. Each Party’s property and contacts before the signing of this Agreement shall remain their property and contacts after the expiration or termination of this Agreement. Any property and/or contacts jointly developed during the course of this Agreement shall be the sole and exclusive property of the Client.

 

 

 

 

3

 

 

6.

NON-SOLICITATION, NON-DEFAMATION:

 

Consultant agrees that while this Agreement is in effect and for a period of two years thereafter, Consultant will not for itself or any third party, directly or indirectly divert or attempt to divert from the Client (or any affiliate of it that might be formed) any business of any kind in which the Client is engaged including, without limitation, the solicitation of or interference with any of Client’s customers, clients, vendors, contractors or employees to terminate its business relationship with Client. During the term of this Agreement and for one (1) year thereafter, Consultant will not encourage or solicit any employee, independent contractor or contractor of the Client (or any of its affiliates) to leave Client for any reason. The Parties agree that they will not make or disseminate any defamatory comments or communications about the other Party.

 

 

7.

TERMINATION:

 

7.1

Client may terminate this Agreement at any time in the event of a breach of this Agreement by Consultant by providing at least ten (10) calendar day’s written notice to Consultant.

 

7.2

In the event of termination, neither Party shall be discharged for any antecedent obligations or liabilities to the other Party under this Agreement, unless otherwise agreed in writing. On and after termination or expiration of this Agreement, whether pursuant to the provisions of this Section 7, Section 1.1 or otherwise, Consultant shall immediately cease performance of all Services and inform Client of any and all contacts and/or other relevant data, information or processes that Consultant was pursuing at the time of termination or expiration.

 

 

8.

GENERAL PROVISIONS:

 

8.1

This Agreement shall be governed by the laws of the State of California without regard to conflicts of laws principles. Each party irrevocably consents to the personal jurisdiction of federal and state courts located in San Diego, California, as applicable, for any matter arising out of or relating to this Agreement. No provision in this Agreement is to be interpreted against such party because that party drafted such provision. In the event of any action or proceeding arising out of the subject matter hereof, the prevailing party shall be entitled to recover from the other party its reasonable attorney's fees and costs.

 

8.2

If any provision of this Agreement is held by a court of law to be illegal, invalid or unenforceable, (a) that provision shall be deemed amended to achieve as nearly as possible the same economic effect as the original provision, and (b) the legality, validity enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby.

 

8.3

The parties acknowledge and agree that the performance of the Services hereunder by the Consultant constitutes personal services that may not be assigned or delegated to a third party without the written consent of the Client. The Consultant shall not subcontract or assign the performance of any portion of the Services without the Client’s prior written consent. Any purported subcontract or agreement not approved by the Client shall be void. The Consultant hereby agrees that the Client may assign this Agreement to its designated representatives or affiliates.

 

8.4

Waiver by the Parties of any default hereunder shall not be deemed a waiver of any other default. No provision of this Agreement shall be deemed waived, amended or modified by either party, unless such waiver, amendment or modification is in writing and signed by the authorized representative of each party.

 

 

 

 

4

 

 

8.5

The Parties acknowledge that because of the unique nature of any Innovations and the confidential information that may be revealed during the performance of the Services under this Agreement, the Client would suffer irreparable harm if the Consultant failed to comply with any of its obligations under Sections 5 through 7 of this Agreement, and monetary damages would be inadequate to fully compensate the harmed Party. The Parties shall, in addition to any other remedies available at law or in equity, be entitled to injunctive relief to enforce the terms of Sections 5 through 7 of this Agreement.

 

8.6

This Agreement, together with all Exhibits and other documents attached hereto, constitutes the entire agreement between the Parties relating to its subject matter and supersedes all prior or contemporaneous oral or written agreements concerning the subject matter hereof.

 

8.7

All notices, demands, requests, consents, approvals, and other communications required or permitted hereunder shall be in writing and, unless otherwise specified herein, shall be (i) personally served, (ii) deposited in the mail, registered or certified, return receipt requested, postage prepaid, (iii) delivered by reputable air courier service with charges prepaid, or (iv) transmitted by hand delivery or email, addressed as set forth below each Party’s signature or to such other address as such party shall have specified most recently by written notice. Any notice or other communication required or permitted to be given hereunder shall be deemed effective (a) upon hand delivery or delivery by email, with accurate confirmation generated by the transmitting email account, at the address or number designated below (if delivered on a business day during normal business hours where such notice is to be received), or the first business day following such delivery (if delivered other than on a business day during normal business hours where such notice is to be received) (b) on the second business day following the date of mailing by express courier service, fully prepaid, addressed to such address, or upon actual receipt of such mailing, whichever shall first occur or (c) if given by email, upon receipt by the sending party of an email from the receiving party confirming receipt

 

8.8

This Agreement may be executed in any number of counterparts and by the different signatories hereto on separate counterparts, each of which, when so executed, shall be deemed an original, but all such counterparts shall constitute but one and the same instrument. This Agreement may be executed by facsimile signature and delivered by electronic transmission.

 

NO PROMISES OR REPRESENTATIONS HAVE BEEN MADE TO INDUCE EITHER PARTY TO SIGN THIS AGREEMENT. THE PARTIES SIGN THIS AGREEMENT VOLUNTARILY AND FREELY.

 

 

IN WITNESS WHEREOF the parties hereto execute the Agreement on the date and year written below.

 

 

“CONSULTANT”		“CLIENT”
Katherine McDermott		Beam Global
7428 Las Lunas		5660 Eastgate Dr.
San Diego, CA 92127		San Diego, CA 92121
949-939-0615		858 799 4583

 

 

By:

/s/ Katherine McDermott

Date: 11/11/24

By:

Date:

 

Print Name: Katherine McDermott	Lisa A. Potok
	Chief Financial Officer

 

 

5

Exhibit 31.1

 

CERTIFICATION

 

I, Desmond Wheatley, certify that:

 

1.	I have reviewed this report on Form 10-Q of Beam Global;

 

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (of persons performing the equivalent functions):

 

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer’s internal control over financial reporting.

 

Date: November 14, 2024

 

	/s/ Desmond Wheatley
	Desmond Wheatley, Chief Executive Officer
	(Principal Executive Officer)

Exhibit 31.2

 

CERTIFICATION

 

I, Lisa A. Potok, certify that:

 

1.	I have reviewed this report on Form 10-Q of Beam Global;

 

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (of persons performing the equivalent functions):

 

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer’s internal control over financial reporting.

 

Date: November 14, 2024

 

	/s/ Lisa A. Potok
	Lisa A. Potok
	Chief Financial Officer
	(Principal Financial/Accounting Officer)

Exhibit 32.1

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report of Beam Global (the “Company”) on Form 10-Q for the period ending September 30, 2024 (the “Report”) I, Desmond Wheatley, Chief Executive Officer of the Company, certify, pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge and belief:

 

(1)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

/s/ Desmond Wheatley	Date: November 14, 2024
Desmond Wheatley
Chief Executive Officer
(Principal Executive Officer)

 

This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

Exhibit 32.2

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report of Beam Global (the “Company”) on Form 10-Q for the period ending September 30, 2024 (the “Report”) I, Lisa A. Potok, Chief Financial Officer (Principal Financial/Accounting Officer) of the Company, certify, pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge and belief:

 

(1)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

/s/ Lisa A. Potok	Date: November 14, 2024
Lisa A. Potok
Chief Financial Officer
(Principal Financial/Accounting Officer)

 

This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

Cover - shares	9 Months Ended
	Sep. 30, 2024	Nov. 12, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Entity File Number	001-38868
Entity Registrant Name	Beam Global
Entity Central Index Key	0001398805
Entity Tax Identification Number	26-1342810
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	5660 Eastgate Dr.
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92121
City Area Code	858
Local Phone Number	799-4583
Title of 12(b) Security	Common stock, $0.001 par value
Trading Symbol	BEEM
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		14,773,901

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets
Cash	$ 4,874	$ 10,393
Accounts receivable, net of allowance for credit losses of $324 and $448	11,343	15,943
Prepaid expenses and other current assets	2,187	2,453
Inventory, net	12,714	11,933
Total current assets	31,118	40,722
Property and equipment, net	14,909	16,513
Operating lease right of use assets	1,831	1,026
Goodwill	11,027	10,270
Intangible assets, net	8,271	9,050
Deposits	106	62
Total assets	67,262	77,643
Current liabilities
Accounts payable	8,349	9,732
Accrued expenses	2,968	2,737
Sales tax payable	233	209
Deferred revenue, current	787	828
Note payable, current	62	40
Deferred consideration, current	0	2,713
Operating lease liabilities, current	851	615
Total current liabilities	13,250	16,874
Deferred revenue, noncurrent	794	402
Note payable, noncurrent	215	160
Contingent consideration, noncurrent	456	4,725
Other liabilities, noncurrent	3,372	3,787
Deferred tax liabilities, noncurrent	1,716	1,698
Operating lease liabilities, noncurrent	1,035	455
Total liabilities	20,838	28,101
Stockholders' equity
Preferred stock, $0.001 par value, 10,000,000 authorized, none outstanding as of September 30, 2024 and December 31, 2023.	0	0
Common stock, $0.001 par value, 350,000,000 shares authorized, 14,773,901 and 14,398,243 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively.	15	14
Additional paid-in-capital	145,553	142,265
Accumulated deficit	(100,017)	(93,361)
Accumulated Other Comprehensive Income (AOCI)	873	624
Total stockholders' equity	46,424	49,542
Total liabilities and stockholders' equity	$ 67,262	$ 77,643

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable, net of allowance for credit losses	$ 324	$ 448
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	350,000,000	350,000,000
Common stock, shares issued	14,773,901	14,398,243
Common stock, shares outstanding	14,773,901	14,398,243

Condensed Consolidated Statement of Operations and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Revenues	$ 11,482	$ 16,486	$ 40,855	$ 47,325
Cost of revenues	10,251	16,203	35,789	46,536
Gross profit	1,231	283	5,066	789
Operating expenses	(51)	4,037	11,623	11,925
Income/Loss from operations	1,282	(3,754)	(6,557)	(11,136)
Other income (expense)
Interest income	58	136	167	161
Other (expense) income	(33)	(7)	(238)	4
Interest expense	(10)	(4)	(28)	(6)
Other income	15	125	(99)	159
Income/Loss before income tax expense	1,297	(3,629)	(6,656)	(10,977)
Income tax expense	0	0	0	13
Net Income/Loss	1,297	(3,629)	(6,656)	(10,990)
Net foreign currency translation adjustments	673	0	249	0
Total Comprehensive Income/Loss	$ 1,970	$ (3,629)	$ (6,407)	$ (10,990)
Net loss per share - basic	$ 0.09	$ (0.26)	$ (0.46)	$ (0.79)
Net loss per share - diluted	$ 0.09	$ (0.26)	$ (0.46)	$ (0.79)
Weighted average shares outstanding - basic	14,702	13,936	14,558	13,939
Weighted average shares outstanding - diluted	14,711	13,936	14,558	13,939

Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	AOCI Attributable to Parent [Member]	Total
Beginning balance, value at Dec. 31, 2022	$ 10	$ 100,498	$ (77,301)	$ 0	$ 23,207
Beginning balance, shares at Dec. 31, 2022	10,178
Stock issued for director services - vested		76			76
Stock issued for director services - vested, shares	6
Stock issued to (released from) escrow account - unvested	$ 0	0	0	0	0
Stock issued to (released from) escrow account - unvested, shares	(6)
Stock-based compensation to consultants		1,704			1,704
Stock-based compensation to consultants, shares	6
Employee stock-based compensation expense		438			438
Warrants exercised for cash		100			100
Warrants exercised for cash, shares	16
Sale of stock under Committed Equity Facility		158			158
Sale of stock under Committed Equity Facility, shares	38
Net loss			(3,831)		(3,831)
Ending balance, value at Mar. 31, 2023	$ 10	102,974	(81,132)	0	21,852
Ending balance, shares at Mar. 31, 2023	10,238
Beginning balance, value at Dec. 31, 2022	$ 10	100,498	(77,301)	0	23,207
Beginning balance, shares at Dec. 31, 2022	10,178
Net loss					(10,990)
Ending balance, value at Sep. 30, 2023	$ 14	138,507	(88,291)	0	50,230
Ending balance, shares at Sep. 30, 2023	13,937
Beginning balance, value at Mar. 31, 2023	$ 10	102,974	(81,132)	0	21,852
Beginning balance, shares at Mar. 31, 2023	10,238
Stock issued for director services - vested		148			148
Stock issued for director services - vested, shares	12
Stock issued to (released from) escrow account - unvested	$ 0	0	0	0	0
Stock issued to (released from) escrow account - unvested, shares	6
Settlement of earnout related to acquisition	$ 1	7,050			7,051
Settlement of earnout related to acquisition, shares	447
Employee stock-based compensation expense		427			427
Proceeds from issuance of common stock, pursuant to public offering	$ 3	25,421			25,424
Proceeds from issuance of common stock, pursuant to public offering, shares	3,063
Warrants exercised for cash		26			26
Warrants exercised for cash, shares	4
Sale of stock under Committed Equity Facility		1,956			1,956
Sale of stock under Committed Equity Facility, shares	171
Net loss			(3,530)		(3,530)
Ending balance, value at Jun. 30, 2023	$ 14	138,002	(84,662)	0	53,354
Ending balance, shares at Jun. 30, 2023	13,941
Stock issued for director services - vested		77			77
Stock issued for director services - vested, shares	6
Stock issued to (released from) escrow account - unvested	$ 0	0	0	0	0
Stock issued to (released from) escrow account - unvested, shares	(12)
Employee stock-based compensation expense		424			424
Warrants exercised for cash		11			11
Warrants exercised for cash, shares	2
Expenses to maintain Committed Equity Facility		(7)			(7)
Net loss			(3,629)		(3,629)
Ending balance, value at Sep. 30, 2023	$ 14	138,507	(88,291)	0	50,230
Ending balance, shares at Sep. 30, 2023	13,937
Beginning balance, value at Dec. 31, 2023	$ 14	142,265	(93,361)	625	49,542
Stock issued for director services - vested		6			6
Stock issued for director services - vested, shares	0
Stock issued to (released from) escrow account - unvested	$ 0	0	0	0	0
Stock issued to (released from) escrow account - unvested, shares	(0)
Employee stock-based compensation expense		468			468
Warrants exercised for cash		252			252
Warrants exercised for cash, shares	40
Impact of foreign currency translation				(329)	(329)
Net loss			(3,037)		(3,037)
Ending balance, value at Mar. 31, 2024	$ 14	142,991	(96,398)	296	46,902
Ending balance, shares at Mar. 31, 2024	14,438
Beginning balance, value at Dec. 31, 2023	$ 14	142,265	(93,361)	625	49,542
Net loss					(6,656)
Ending balance, value at Sep. 30, 2024	$ 14	145,553	(100,017)	873	46,424
Ending balance, shares at Sep. 30, 2024	14,774
Beginning balance, value at Mar. 31, 2024	$ 14	142,991	(96,398)	296	46,902
Beginning balance, shares at Mar. 31, 2024	14,438
Stock issued for director services - vested		6			6
Stock issued for director services - vested, shares	0
Stock issued to (released from) escrow account - unvested	$ 0	0	0	0	0
Stock issued to (released from) escrow account - unvested, shares	(0)
Employee stock-based compensation expense		446			446
Warrants exercised for cash		558			558
Warrants exercised for cash, shares	88
Impact of foreign currency translation				(95)	(95)
Sale of stock under Committed Equity Facility		496			496
Sale of stock under Committed Equity Facility, shares	82
Net loss			(4,916)		(4,916)
Ending balance, value at Jun. 30, 2024	$ 14	144,497	(101,314)	201	43,397
Ending balance, shares at Jun. 30, 2024	14,608
Stock issued for director services - vested		350			350
Stock issued for director services - vested, shares	56
Stock issued to (released from) escrow account - unvested	$ 0	0	0	0	0
Stock issued to (released from) escrow account - unvested, shares	98
Employee stock-based compensation expense		483			483
Stock option exercise and restricted stock unit vestings (cashless)		(164)			(164)
Stock option exercise and restricted stock unit vestings (cashless), shares	12
Proceeds from issuance of common stock, pursuant to public offering	$ 1				1
Impact of foreign currency translation				673	673
Stock issued for acquisition and expenses		387			387
Net loss			1,297		1,297
Ending balance, value at Sep. 30, 2024	$ 14	$ 145,553	$ (100,017)	$ 873	$ 46,424
Ending balance, shares at Sep. 30, 2024	14,774

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended				9 Months Ended		12 Months Ended
	Sep. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Operating Activities:
Net income (loss)	$ 1,297	$ (3,037)	$ (3,629)	$ (3,831)	$ (6,656)	$ (10,990)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization					2,815	1,054
Provision on credit losses					(124)	0
Common stock issued for services					0	301
Change in fair value of contingent consideration liabilities					(4,269)	260
Employee stock-based compensation					2,001	1,289
Disposal of property and equipment					65	0
Amortization of operating lease right of use asset					616	0
Abandoned patent costs					75	0
Stock Compensation expense for non-employees					0	264
(Increase) decrease in:
Accounts receivable					4,997	(10,463)
Prepaid expenses and other current assets					39	479
Inventory					(352)	(1,149)
Deposits					(44)	0
Increase (decrease) in:
Accounts payable					(1,691)	4,341
Accrued expenses					219	1,390
Operating lease liability					(605)	0
Sales tax payable					23	59
Deferred revenue					348	(603)
Other long term liabilities					(509)	0
Net cash used in operating activities					(3,052)	(13,768)
Investing Activities:
Acquisition, net of cash acquired					(513)	0
Purchase of property and equipment					(431)	(787)
Payment of Deferred Consideration					(2,714)	0
Funding of patent costs					0	(94)
Net cash used in investing activities					(3,658)	(881)
Financing Activities:
Proceeds from sale of common stock under committed equity facility, net of offering costs					496	2,107
Taxes paid related to net share settlement of equity awards					(164)	0
Proceeds from warrant exercises					810	137
Borrowings of note payable					76	209
Payments of equity offering costs					0	(151)
Proceeds from issuance of common stock, pursuant to public offering					0	25,424
Net cash provided by financing activities					1,218	27,726
Effect of exchange rate changes					(27)	0
Net (decrease) increase in cash					(5,518)	13,077
Cash at beginning of period		$ 10,393		$ 1,681	10,393	1,681	$ 1,681
Cash at end of period	$ 4,874		$ 14,758		4,874	14,758	$ 10,393
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest					28	6
Cash paid for taxes					0	13
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Fair value of common stock issued as consideration for business combination					387	7,051
Purchase of property and equipment by incurring debt					0	209
Purchase of property and equipment by incurring current liabilities					431	0
Right-of-use assets obtained in exchange for lease liabilities					1,421	0
Issuance of stock for Committed Equity Line					0	140
Warrants issued for services to non-employee					0	1,609
Shares issued for services to non-employee					$ 0	$ 95

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure [Table]
Net Income (Loss)	$ 1,297	$ (4,916)	$ (3,037)	$ (3,629)	$ (3,530)	$ (3,831)	$ (6,656)	$ (10,990)

Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Insider Trading Arrangements [Line Items]
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	1. NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES   Nature of Operations   References in this Report to “we,” “us,” “our,” the “Company” or “Beam” means Beam Global, a Nevada corporation, and its subsidiaries.   Beam is a sustainable technology innovation company based in San Diego, California; Broadview, Illinois; Belgrade and Kraljevo, Serbia. We develop, design, engineer, manufacture and sell high-quality, renewably energized infrastructure products for electric vehicle (“EV”) charging, energy security and disaster preparedness. We also manufacture highly energy-dense battery solutions in safe, compact and unique form-factors. Additionally, we manufacture street lighting, communications and energy infrastructure products. Beam’s products enable vital and highly valuable energy production in locations where it is either too expensive or too impactful to connect to the utility grid, or where the requirements for electrical power are so important that grid failures, like blackouts, are intolerable. Beam’s energy storage products provide high energy density in a safe, compact and bespoke form-factors, which we believe are ideal for the rapidly growing mobile and stationary equipment product market which often requires electrical energy without being connected to the electrical grid.   Beam’s products and proprietary technology solutions target the following markets:     · electric vehicle (EV) charging infrastructure;         · energy storage solutions;         · energy security and disaster preparedness;           · mobile and stationary equipment;         · transportation infrastructure products; and             · power electronics and telecommunications equipment   Basis of Presentation   The interim unaudited condensed consolidated financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial statements and are in the form prescribed by the Securities and Exchange Commission in instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In management’s opinion, all adjustments (consisting of normal recurring adjustments and reclassifications) necessary to present fairly our results of operations and cash flows for the three months and nine months ending September 30, 2024 and 2023, and our financial position as of September 30, 2024, have been made. The results of operations for such interim periods are not necessarily indicative of the operating results to be expected for the full year.   Certain information and disclosures normally included in the notes to the annual financial statements have been condensed or omitted from these interim financial statements. Accordingly, these interim unaudited condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto for the year ended December 31, 2023. The December 31, 2023 balance sheet is derived from those statements.   Use of Estimates   The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates in the accompanying financial statements include the allowance for certain expected credit losses (CECL), valuation of inventory and standard cost allocations, depreciable lives of property and equipment, valuation of contingent consideration liability, valuation of intangible assets, estimates of loss contingencies, estimates of the valuation of lease liabilities and the related right of use assets, valuation of share-based costs, and the valuation allowance on deferred tax assets.   Recent Accounting Pronouncements   In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements” (“ASU 2023-06”), which amends the disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification (the “Codification”). The ASU was issued in response to the SEC’s disclosure update and simplification initiative issued in August 2018. The effective date for the amendments for each topic will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoptions prohibited.    In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07 requiring enhanced segment disclosures. ASU 2023-07 requires disclosure of significant segment expenses regularly provided to the chief operating decision maker (“CODM”) included within segment operating profit or loss. Additionally, ASU 12 2023-07 requires a description of how the CODM utilizes segment operating profit or loss to assess segment performance. The requirements of ASU 2023-07 are effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company's annual reporting requirements will be effective for the year ending 2024 and interim reporting requirements will be effective beginning with the first quarter of fiscal 2025. Early adoption is permitted, and retrospective application is required for all periods presented. The Company is in the process of analyzing the impact of ASU 2023-07 on its related Condensed Consolidated Financial Statements.   In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). ASU 2023-09 requires disaggregated information about a company’s effective tax rate reconciliation and information on income taxes paid. This standard will be effective for Beam beginning with our annual financial statements for the fiscal year ending December 31, 2025. Early adoption is permitted. The Company is currently evaluating the impact that the updated standard will have on our consolidated financial statements.   Concentrations   Credit Risk   Financial instruments that potentially subject us to concentrations of credit risk consist of cash and accounts receivable.   The Company maintains its cash in banks and financial institutions that at times may exceed federally insured limits. The Company has not experienced any losses in such accounts from inception through September 30, 2024. As of September 30, 2024, approximately $4.1 million of the Company’s cash deposits were greater than the federally insured limits.   Major Customers   The Company continually assesses the financial strength of its customers. We are not aware of any material credit risks associated with our customers. 52% of our third quarter revenues were derived from pre-funded federal, state and local government programs, and the remaining 48% were derived from commercial customers that we believe have good credit or, alternatively, favorable payment terms which minimizes our credit risk with respect to such customers. For the three months ended September 30, 2024, no single customer accounted for more than 10% of total revenues and for the nine months ended September 30, 2024, one customer accounted for 18% of total revenues, with no other single customer accounting for more than 10% of total revenues. At September 30, 2024, accounts receivable from two customers accounted for 19% and 11% of total accounts receivable with no other single customer accounting for more than 10% of the accounts receivable balance. At December 31, 2023, accounts receivable from four customers accounted for 11%, 10%, 10% and 10% of total accounts receivable each with no other single customer accounting for more than 10% of the accounts receivable balance. For the three months ended September 30, 2023, the Company’s sales to federal, state and local governments represented 82% of revenues.   A summary of the allowance for credit losses for the nine months ending September 30, 2024 and December 31, 2023:     September 30,   December 31, (Dollars in thousands)   2024   2023 Allowance for credit losses:                 Beginning of period   $ 448     $ –   Net provision for credit losses     (7 )     448   (Charge-offs)/recoveries, net     (117 )     –   End of Period   $ 324     $ 448                     Allowance for credit losses as a % of total Accounts Receivable     2.9%       2.8%     Fair Value Measurement   The Company follows the authoritative guidance that establishes a formal framework for measuring fair values of assets and liabilities in the consolidated financial statements that are already required by generally accepted accounting principles to be measured at fair value. The guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The transaction is based on a hypothetical transaction in the principal or most advantageous market considered from the perspective of the market participant that holds the asset or owes the liability.   The Company utilizes market data or assumptions that market participants who are independent, knowledgeable, and willing and able to transact would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated or generally unobservable. The Company attempts to utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs.   The Company is able to classify fair value balances based on the observability of those inputs. The guidance establishes a formal fair value hierarchy based on the inputs used to measure fair value. The hierarchy gives the highest priority to Level 1 measurements and the lowest priority to level 3 measurements, and accordingly, Level 1 measurement should be used whenever possible.   The hierarchy is broken down into three levels based on the reliability of inputs as follows:   Level 1 – Quoted prices in active markets for identical assets or liabilities or published net asset value for alternative investments with characteristics similar to a mutual fund.   Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.   Level 3 – Unobservable inputs for the asset or liability.   The methods used may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while management believes its valuation methods are appropriate, the fair value of certain financial instruments could result in a difference fair value measurement at the reporting date. There were no changes in the Company’s valuation methodologies from the prior year.   For purpose of this disclosure, the carrying amounts for financial assets and liabilities such as cash and cash equivalents, accounts receivable – trade, other prepaid expenses and current assets, accounts payable and other current liabilities, all approximate fair value due to their short-term nature as of September 30, 2024. The Company had Level 3 liabilities as of September 30, 2024. There were no transfers between levels during the reporting period.                       Level 1     Level 2     Level 3   Contingent Consideration as of December 31, 2023   $ –     $ –     $ 4,725   Additions     –       –       276   Change in fair value     –       –       (4,545 ) Contingent Consideration as of September 30, 2024   $ –     $ –     $ 456     Significant Accounting Policies   During the nine months ended September 30, 2024, there were no changes to our significant accounting policies as described in our Annual Report on Form 10-K for the year ended December 31, 2023.   Net Earnings (Loss) Per Share   Basic net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of shares of common stock outstanding during the periods presented using the treasury stock method for options, restricted stocks and warrants. Diluted net income (loss) per share is computed By giving effect to all potential dilutive common share equivalents outstanding for the period. For periods in which Beam has reported net losses, diluted loss per share is the same as basic loss per share, as the effects of common stock equivalents outstanding and shares issuable upon conversion of convertible debt instruments are antidilutive and, therefore, excluded from the calculation of diluted loss per share.   Options to purchase 703,658 shares of common stock and warrants to purchase 200,000 shares of common stock were outstanding at September 30, 2024. Options to purchase 363,598 common shares and warrants to purchase 618,395 shares of common stock were outstanding at September 30, 2023.   The following table presents the calculation of basic and diluted loss per share:                     Three Months Ended   Nine Months Ended     September 30,   September 30,     2024   2023   2024   2023     (in thousands, except per share data) Numerator:                 Numerator for basic and diluted loss per share - net income (loss)   $ 1,297     $ (3,629 )   $ (6,656 )   $ (10,990 ) Denominator:                                 Number of shares used in basic computation     14,702       13,936       14,558       13,939   Denominator for diluted loss per share - weighted-average number of shares of common stock outstanding     14,711       13,936       14,558       13,939   Loss per share                                 Basic   $ 0.09     $ (0.26 )   $ (0.46 )   $ (0.79 ) Diluted   $ 0.09     $ (0.26 )   $ (0.46 )   $ (0.79 )   Segments   The Company assesses its segment reporting based on how it internally manages and reports the results of its business to its chief operating decision maker. Management reviews financial results, manages the business and allocates resources on an aggregate basis. Therefore, financial results are reported in a single operating segment.

LIQUIDITY	9 Months Ended
	Sep. 30, 2024
Liquidity
LIQUIDITY	2. LIQUIDITY   The Company had net losses of $6.7 million (which includes $0.4 million of non-cash expenses) and $11.0 million (which includes $3.0 million of non-cash expenses) and net cash used in operating activities of $3.1 million and $13.8 million for the nine months ended September 30, 2024 and 2023, respectively. At September 30, 2024, the Company had a cash balance of $4.9 million and working capital of $17.9 million. Based on the Company’s current operating plan and the available working capital that can be converted to cash (specifically the accounts receivable balance of approximately $11.3 million), the Company believes that it has the ability to fund its operations and meet contractual obligations for at least twelve months from the date of this report.   In 2022, the Company entered into a Common Stock Purchase Agreement and Registration Rights Agreement with B. Riley Principal Capital II, LLC under which the Company issued 281,157 shares for approximately $3.0 million. The facility was terminated on October 1, 2024.   The Company’s outstanding warrants generated $0.7 million and $0.3 million of proceeds during each of the nine months ended September 30, 2024 and 2023, respectively. Warrants to purchase 282,334 shares of common stock which were issued as part of our 2019 public offering expired on April 18, 2024. The Company has a warrant outstanding to purchase up to 200,000 shares of our common stock at an exercise price equal to $17.00 per share that expires in March 2028 and that could generate up to an additional $3.4 million of proceeds, conditioned upon the market price of our common stock and the warrant holder’s ability and decision to exercise them.   In March 2023, the Company entered into a supply chain line of credit agreement with OCI Group for up to $100 million to further support our working capital requirements. Subject to the terms of the agreement, OCI Group will make available to the Company funding based on amounts owed to the Company by its customers. To date, the Company has not borrowed against this line of credit.   Although the Company believes that it will become profitable in the next few years as our revenues grow, we improve our gross profit and we leverage our overhead costs, we expect to continue to incur losses for a period of time. If necessary, the Company may raise additional capital to finance its future operations through equity or debt financings. There is no guarantee that profitable operations will be achieved, or that additional capital or debt financing will be available on a timely basis, on favorable terms, or at all, and such funding, if raised, may not be sufficient to meet our obligations or enable us to continue to implement our long-term business strategy. In addition, obtaining additional funding or entering into other strategic transactions could result in significant dilution to our stockholders.

BUSINESS COMBINATIONS	9 Months Ended
	Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
BUSINESS COMBINATIONS	3. BUSINESS COMBINATIONS   Amiga DOO Kraljevo   On October 20, 2023, the Company acquired Amiga DOO Kraljevo (“Amiga”), pursuant to a Share Sale and Purchase Agreement dated October 6, 2023 (the “Purchase Agreement”) by and among the Company and the owners of Amiga (the “Sellers”). Pursuant to the terms of the Purchase Agreement, the Company acquired all the equity stock of Amiga from the Sellers in exchange for cash and common stock. With respect to the cash portion of the purchase price, the Company paid to the Sellers 4.6 million euros ($4.9 million) at closing and an additional 2.5 million euros ($2.7 million) was paid on January 2, 2024. With respect to the equity portion of the purchase price, the Company issued to the Sellers an aggregate of 451,807 shares of our common stock.   The Sellers are eligible to earn additional shares of the Company’s common stock if Amiga meets certain revenue milestones for the years ended December 31, 2024 and 2025 (the “Earnout Consideration”). The Earnout Consideration that Sellers are eligible to receive is equal to two times the amount of revenue of Amiga (“Amiga Net Revenue”) that is greater than specific revenue targets for each of the years ended December 31, 2024 and 2025. The Earnout Consideration will be paid in the Company’s stock for each annual target period and will be calculated based on the volume weighted average price of Beam’s common stock for the thirty trading days prior to the end of the applicable measurement period. In no event and under no circumstances will the Company issue to the Sellers an amount of the Company’s common stock that exceeds 19.99% of the total outstanding common stock of the Company immediately prior to the closing. An estimate of the fair value of the contingent consideration has been recorded in the opening balance sheet. On February 16, 2024, the Company and the Sellers entered into an amendment to the Purchase Agreement to remove the requirement that the Sellers shall be providing services to Amiga as a condition to receive the Earnout Consideration. During the nine months ended September 30, 2024, the Company recorded $4.5 million of income related to the fair value adjustment of the liability for Earnout Consideration.    Amiga, located in Serbia, is engaged in the manufacture and distribution of steel structures with integrated electronics, such as streetlights, cell towers, and ski lift towers. The acquisition of Amiga is assisting in introducing our products to Europe, increasing and diversifying our revenues, enhancing our manufacturing and engineering capabilities, accelerating the development of BeamSpot™ (formerly named EV Standard™) and other products both in Europe and the US, adding new customer segments in both Europe and the US, and we believe, increasing barriers to entry for future competition, and advancing Beam’s position as a leader in the green economy.   The acquisition was accounted for as a business combination in accordance with Accounting Standards Codification (ASC) 805, Business Combinations. Goodwill represents the premium the Company paid over net fair value of tangible and intangible assets acquired.   On November 7, 2023, Amiga changed its name to Beam Europe LLC.   Telcom   On August 30, 2024, the Company acquired Telcom d.o.o Beograd (“Telcom”), pursuant to a Share Sale and Purchase Agreement dated as of August 30, 2024 (the “Agreement”) with the owners (the “Sellers”) of Telcom. Telcom is a business located in Serbia and engaged in the manufacturing of telecommunications equipment. Beam acquired all of the equity stock of Telcom from the Sellers in exchange for cash and Beam common stock. The total purchase price was subject to adjustment based on the amount of cash held by Telcom at closing. Based on Telcom’s cash balance at closing equal to approximately EUR 220,298, Beam paid to the Sellers a purchase price equal to EUR 815,298 which was paid to the Sellers as follows: (i) EUR 430,000 cash and (ii) issued 82,506 shares of Beam common stock. At closing, Telcom had a positive working capital balance of approximately EUR 500,000 which consisted of (i) a cash balance equal to EUR 220,000, accounts receivables of approximately EUR 115,000, inventory of approximately EUR 275,000 and accounts payable of approximately EUR 110,000.   In addition to the above payments, the Sellers are eligible to earn up to EUR 250,000 (the “Earnout Cap”) in additional shares of Beam common stock if Telcom meets certain revenue milestones for fiscal years 2024 and 2025 (the “Earnout Consideration”). The Telcom Earnout Consideration that Sellers are eligible to receive for 2024 will be equal to the amount the net revenue of Telcom (“Telcom Net Revenue”) exceeds EUR 850,000 for 2024 up to the Earnout Cap. Provided that Sellers Earnout Consideration was less than the Earnout Cap, the Sellers will be eligible for additional Telcom Earnout Consideration in 2025 if (i) 2025 Telcom Net Revenue exceeds 2024 Telcom Net Revenue, and (ii) 2025 Telcom Net Revenue exceeds $850,000. The Telcom Earnout Consideration for 2025 will be calculated based on the amount the 2025 Net Revenue exceeds the 2024 Net Revenue subject to the Earnout Cap. In no event, will the Sellers Earnout Consideration for 2024 and 2025, in the aggregate, exceed the Earnout Cap. The Earnout Consideration for each period will be calculated based on the volume weighted average price of Beam’s common stock for the thirty trading days prior to the end of the applicable calendar year. In no event and under no circumstances will the Sellers receive from Beam or will Beam issue to the Sellers in connection with the transaction Beam’s common stock in an amount that exceeds 19.99% of the outstanding common stock of Beam immediately prior to closing.   The acquisition was accounted for as a business combination in accordance with Accounting Standards Codification (ASC) 805, Business Combinations. Goodwill represents the premium the Company paid over net fair value of tangible and intangible assets acquired.   The valuation of the Earnout Consideration was performed using a discounted cash flow analysis to determine the fair value of the contingent consideration, which includes estimates and assumptions such as forecasted revenues of Telcom, discount rates, and the milestone settlement value. As such valuation includes the use of unobservable inputs, it is considered to be a Level 3 measurement. The fair value of the Earnout Consideration will be reassessed on a quarterly basis with the change recorded to operating expenses. Change in the fair value of the Earnout Consideration during the nine months ended September 30, 2024 is as follows (in thousands):       Balance as of December 31, 2023   $ –   Acquisition of Telcom     276   Balance as of September 30, 2024   $ 276     The following table summarizes the estimated fair value allocation of consideration exchanged for the estimated fair value of tangible assets acquired and liabilities assumed at the acquisition date. The estimated fair value for working capital is generally equivalent to the net book value of the acquired assets and liabilities on the acquisition date. Fair value assigned to property, plant and equipment is based on real estate appraisals, market value comparisons, or acquired net book value of recently acquired assets. The valuation of the contingent consideration is based on a discounted cash flow analysis using the Company’s forecasted results for the operations for the two years subject to revenue earn-out targets.   Consideration is comprised of the following (in thousands):       Cash   $ 481   Common Stock     387   Earnout Consideration     276   Total Consideration   $ 1,144     The following table shows the allocation of consideration to assets and liabilities at fair value (in thousands):       Assets Acquired       Cash and cash equivalents   $ 244   Accounts Receivable     224   Inventory     296   Prepaid expenses     2   Property, plant and equipment     30   Goodwill     692   Total assets acquired   $ 1,488             Liabilities Assumed         Accounts payable   $ 266   Accrued Expenses     10   Other liabilities     68   Total liabilities assumed   $ 344             Net assets acquired   $ 1,144     The estimated fair values assigned to identifiable assets acquired and liabilities assumed are provisional pending the finalization of the working capital and purchase price allocation and are based on the information that was available as of the acquisition date to estimate the fair value of assets acquired and liabilities assumed. The Company believes that information provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed, but the Company is waiting for additional information necessary to finalize those fair values. Therefore, the provisional measurements of fair value reflected are subject to change and such changes could be significant. The Company expects to complete the allocation of purchase price as soon as practicable, but no later than one year after the acquisition date.   Pro Forma Unaudited Financial Information   The unaudited pro forma financial information summarizes the combined results of operations of Beam Global, Amiga and Telcom as if the companies had been combined as of the beginning of the nine months ended September 30, 2024 and 2023 (in thousands):                     September 30,     September 30,       2024     2023   Revenues   $ 41,440     $ 51,969   Net Income (Loss)     (6,706 )     (11,426 ) Net Revenues   $ 34,734     $ 40,543     The pro forma financial information is presented for information purposes only and may not be indicative of the results of operations that would have been achieved had the acquisition been completed at the beginning of the nine months ended September 30, 2024 and 2023. In addition, the unaudited pro forma financial information is not a projection of future results of operations of the combined company, nor does it reflect the expected realization of any synergies or cost savings associated with the acquisition. The unaudited pro forma financial information includes adjustments to reflect the incremental amortization expense of the identifiable intangible assets and transaction costs.   The statement of operations, in the table above, for the nine months ended September 30, 2024 includes revenues of $0.5 million and loss from operations of $50 thousand from the acquired Telcom business. For the nine months ended September 30, 2023 includes revenues of $4.1 million and loss from operations of $0.4 million from the acquired Amiga business and revenues of $0.5 million and gain from operations of $5 thousand from the acquired Telcom business.

INVENTORY	9 Months Ended
	Sep. 30, 2024
Inventory Disclosure [Abstract]
INVENTORY	4. INVENTORY   Inventory consists of the following (in thousands):                     September 30,     December 31,       2024     2023   Finished goods   $ 4,712     $ 1,953   Work in process     2,775       2,006   Raw materials     5,227       7,974   Total inventory   $ 12,714     $ 11,933

PROPERTY AND EQUIPMENT	9 Months Ended
	Sep. 30, 2024
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT	5. PROPERTY AND EQUIPMENT   Property and equipment consist of the following (in thousands):                     September 30,     December 31,       2024     2023   Office furniture and equipment   $ 227     $ 227   Computer equipment and software     265       248   Land, buildings and leasehold improvements     8,098       7,935   Autos     746       616   Machinery and equipment     9,412       9,200   Total property and equipment     18,748       18,226   Less accumulated depreciation     (3,839 )     (1,713 ) Property and Equipment, net   $ 14,909     $ 16,513     Depreciation expense during the three months and nine months ended September 30, 2024 and September 30, 2023 was $0.7 million, $2.1 million, $0.1 million and $0.3 million, respectively.

INTANGIBLE ASSETS	9 Months Ended
	Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS	6. INTANGIBLE ASSETS   The intangible assets consist of the following (in thousands):                                 December 31, 2023     Gross Carrying Amount     Accumulated Amortization     Net Carrying Amount     Weighted-average Amortization Period (yrs) Developed technology   $ 8,074     $ (1,346 )   $ 6,728     11 Trade name     1,756       (322 )     1,434     10 Customer relationships     444       (110 )     334     13 Backlog     185       (185 )     –     1 Patents     611       (57 )     554     20 Intangible assets   $ 11,070     $ (2,020 )   $ 9,050             September 30, 2024     Gross Carrying Amount     Accumulated Amortization     Net Carrying Amount     Weighted-average Amortization Period (yrs) Developed technology   $ 8,074     $ (1,896 )   $ 6,178     11 Trade name     1,756       (454 )     1,302     10 Customer relationships     444       (146 )     298     13 Backlog     185       (185 )     –     1 Patents     565       (72 )     493     20 Intangible assets   $ 11,024     $ (2,753 )   $ 8,271          Amortization expense during the three and nine months ended September 30, 2024 and September 30, 2023 was $0.2 million, $0.7 million, $0.2 million and $0.8 million, respectively.

ACCRUED EXPENSES	9 Months Ended
	Sep. 30, 2024
Payables and Accruals [Abstract]
ACCRUED EXPENSES	7. ACCRUED EXPENSES   The major components of accrued expenses are summarized as follows (in thousands):                     September 30,     December 31,       2024     2023                 Accrued Expenses:             Accrued vacation   $ 291     $ 246   Accrued salaries and bonus     1,803       1,086   Vendor accruals     373       50   Accrued warranty     6       27   Other accrued expense     495       1,328   Total accrued expenses   $ 2,968     $ 2,737                     Other Long-Term Liabilities:                 Long-term deferred tax liability   $ 1,716     $ 1,698   Acquired long-term liability     3,372       3,787   Total long-term liabilities   $ 5,088     $ 5,485      Acquired long-term liability of $3.4 million consists of $3.3 million restructuring debt settlement from the acquisition of Amiga. The debt restructuring was entered into in 2021 for a nine-year term with six years and three months remaining at September 30, 2024. Payments are due quarterly as a percentage of the remaining balance due and carry no interest. $63 thousand consists of non-current liabilities related to the acquisition of Telcom.

NOTE PAYABLE	9 Months Ended
	Sep. 30, 2024
Debt Disclosure [Abstract]
NOTE PAYABLE	8. NOTE PAYABLE   In May 2023, the Company purchased two new trucks and financed the purchase through an auto loan. The loan has a term of 60 months, requires monthly payments of approximately $4 thousand, and bears interest at a rate of 7.55% per year. Payment on the loan began in July 2023, and the loan has a short-term balance of $40 thousand. In March 2024, the Company purchased a forklift and financed the purchase through an auto loan. The loan has a term of 60 months, requires monthly payments of approximately $661, and bears interest at a rate of 6.54% per year. Payment on the loan began in February 2024, and the loan has a short-term balance of $6 thousand. In April 2024, a second forklift was purchased and financed through an auto loan. The loan has a term of 60 months, requires monthly payments of approximately $1,661, and bears interest at a rate of 7.89% per year. Payment on the loan began in April 2024, and the loan has a short-term balance of $14 thousand.

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	9. COMMITMENTS AND CONTINGENCIES   Legal Matters:   From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. As of September 30, 2024, after consulting with legal counsel, management believes there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of our operations.   Other Commitments:   The Company enters into various contracts or agreements in the normal course of business whereby such contracts or agreements may contain commitments. Since inception, the Company entered into agreements to act as a reseller for certain vendors; joint development contracts with third parties; referral agreements where the Company would pay a referral fee to the referrer for business generated; sales agent agreements whereby sales agents would receive a fee equal to a percentage of revenues generated by the agent; business development agreements and strategic alliance agreements where both parties agree to cooperate and provide business opportunities to each other and in some instances, provide for a right of first refusal with respect to certain projects of the other parties; agreements with vendors where the vendor may provide marketing, investor relations, public relations, software licenses, technical consulting or subcontractor services, vendor arrangements with non-binding minimum purchasing provisions, and financial advisory agreements where the financial advisor would receive a fee and/or commission for raising capital for the Company.

INCOME TAXES	9 Months Ended
	Sep. 30, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	10. INCOME TAXES   There was no Federal income tax expense for the nine months ended September 30, 2024 or 2023 due to the Company’s net losses. Income tax expense represents the minimum state taxes due. As a result of the Company’s history of incurring operating losses, a full valuation allowance has been established to offset all deferred tax assets as of September 30, 2024 and no benefit has been provided for the quarter-to-date loss. On a quarterly basis, the Company evaluates the positive and negative evidence to assess whether the more likely than not criteria have been satisfied in determining whether there will be further adjustments to the valuation allowance.

STOCKHOLDERS’ EQUITY	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
STOCKHOLDERS’ EQUITY	11. STOCKHOLDERS’ EQUITY   Committed Equity Facility   In 2022, the Company entered into a Common Stock Purchase Agreement and Registration Rights Agreement with B. Riley Principal Capital II, LLC under which the Company issued 281,157 shares for approximately $3.0 million. As consideration for B. Riley’s commitment to purchase shares of the Company’s common stock, the Company issued B. Riley 10,484 shares of its common stock in both September 2022 and April 2023. The facility was terminated on October 1, 2024.   The Company issued 281,157 shares under the Purchase Agreement for $3.0 million in proceeds, of which $0.5 million was offset by the offering costs as of September 30, 2024.   Stock Options   Option activity for the nine months ended September 30, 2024 is as follows:                           Weighted       Number of     Average       Options     Exercise       Outstanding     Price   Outstanding at December 31, 2023     481,858     $ 10.41   Granted     292,000       5.58   Forfeited     (70,200 )     13.19   Outstanding at September 30, 2024     703,658     $ 7.19     The stock options terminate ten (10) years from the date of grant or upon termination of employment. The fair value of each option is estimated on the date of grant using the Black-Scholes option-pricing model using the assumptions in the table below and we assumed there would not be dividends paid during the life of the options granted during the nine months ended September 30, 2024 and 2023:             Nine months ended September 30, 2024   Nine months ended September 30, 2023 Expected volatility   89.04% - 90.37%   90.2% - 94.5% Expected term   6.5 - 7 Years   6.5 - 7 Years Risk-free interest rate   3.67% - 4.25%   3.55% - 4.47% Weighted-average FV   $4.45   $9.71   The Company’s stock option compensation expense was $0.2 million and $0.4 million for the three and nine months ended September 30, 2024, and $0.1 million and $0.3 million for the three and nine months ended September 30, 2023. There was $1.8 million of total unrecognized compensation costs related to outstanding stock options at September 30, 2024 which will be recognized over 4.0 years. Total intrinsic value of options outstanding and options exercisable were $18 thousand and $0.2 million, respectively, as of September 30, 2024. The number of shares of common stock underlying stock options vested and unvested as of September 30, 2024 were 355,034 and 348,624, respectively.   Restricted Stock Units   In November 2022, the Company granted 142,500 restricted stock units (“RSUs”) and up to 142,500 performance stock units (“PSU”) to its Chief Executive Officer (“CEO”). For the RSUs, 50% vested upon the grant date, 25% vested on February 1, 2024 and 25% will vest on February 1, 2025. The number of shares that will be earned under the PSUs will be determined based on the achievement of specific performance metrics during the three-year period ending December 31, 2024.   142,500 PSUs and 35,625 RSUs remain outstanding as of September 30, 2024, with weighted-average grant-date fair values of $13.05 each.   Stock compensation expense related to the RSUs and PSUs was $0.3 million and $0.9 million during the three and nine months ended September 30, 2024, with $0.5 million in unrecognized stock compensation expense remaining to be recognized over 5 months as of September 30, 2024.   Restricted Stock Awards   The Company issues restricted stock to its non-employee members of its board of directors as compensation for such members’ services. Such grants generally vest ratably over four quarters.   The Company also previously issued restricted stock awards to its CEO, for which generally 50% of the shares granted vest ratably over four quarters and the remaining 50% vest ratably over twelve quarters. The common stock related to these awards are issued to an escrow account on the date of grant and released to the grantee upon vesting. The fair value is determined based on the closing stock price of the Company’s common stock on the date granted and the related expense is recognized ratably over the vesting period.   A summary of activity of the restricted stock awards for the nine months ended September 30, 2024 is as follows:                       Nonvested Shares       Weighted- Average Grant- Date Fair Value   Nonvested at December 31, 2023     1,238     $ 20.17   Granted     80,645       6.20   Vested     (56,374 )     6.43   Forfeited     (10,081 )     6.21   Nonvested at September 30, 2024     14,808     $ 6.48     Stock compensation expense related to restricted stock awards was $0.4 million and $0.3 million during each of the nine months ended September 30, 2024 and 2023 respectively.   As of September 30, 2024, there were unvested shares of common stock representing $0.1 million of unrecognized restricted stock grant expense which will be recognized over 3 months.   Warrants   In 2023, the Company issued warrants to purchase up to 200,000 shares of the Company’s common stock at a price per share equal to $17.00 to a consultant for services to be provided over a five-year period. The warrants were immediately exercisable but are subject to repurchase by the Company until the required service is provided. The fair value of such warrants was $8.05 per share or $1.6 million on the date of grant using the Black-Scholes option-pricing model. This model incorporated certain assumptions for inputs including a risk-free market interest rate of 3.86%, an expected dividend yield of the underlying common stock of 0%, expected life of 2.5 years and expected volatility in the market value of the underlying common stock based on our historical volatility of 99.6%. The fair value of the warrants was recorded to prepaid expenses and other current assets to be recognized over the service period. During the nine months ended September 30, 2024, $0.2 million was recorded as expense and $1.1 million of cost has not been recognized and will be recognized over the next 3.5 years.   A summary of activity of warrants outstanding for the nine months ended September 30, 2024 is as follows:                     Number of Warrants     Weighted Average Exercise Price   Exercisable at December 31, 2023     610,745     $ 9.80   Granted     –       –   Expired     (282,334 )     –   Exercised     (128,411 )     6.30   Outstanding at September 30, 2024     200,000     $ 17.00   Exercisable at September 30, 2024     200,000     $ 17.00     Exercisable warrants as of September 30, 2024 have a weighted average remaining contractual life of 3.5 years. The intrinsic value of the exercisable shares of the warrants at September 30, 2024 was $0.0. Warrants to purchase 282,334 shares of common stock at an exercise price equal to $6.30 which were issued in our 2019 public offering expired on April 18, 2024.

REVENUES	9 Months Ended
	Sep. 30, 2024
Revenue from Contract with Customer [Abstract]
REVENUES	12. REVENUES   For each of the identified periods, revenues are categorized as follows (in thousands):                                     Three Months Ended     Nine Months Ended       September 30,     September 30,       2024     2023     2024     2023   Product sales   $ 10,668     $ 15,781     $ 38,219     $ 45,696   Maintenance fees     32       23       85       57   Professional services     332       35       753       95   Shipping and handling     484       742       2,011       1,762   Discounts and allowances     (34 )     (95 )     (213 )     (285 ) Total revenues   $ 11,482     $ 16,486     $ 40,855     $ 47,325     Percentages of our revenues derived from customers located in California during the three months ended September 30, 2024 and 2023 were 21% and 14%, respectively. During the nine months ended September 30, 2024 and 2023, California customer revenues were 25% and 28%, respectively. Our international sales represented 20% and 8% of revenues in the nine months ended September 30, 2024 and 2023, respectively.   At September 30, 2024 and December 31, 2023, deferred revenue was $1.6 million and $1.2 million, respectively. These amounts consisted mainly of customer deposits in the amount of $1.0 million and $0.7 million for September 30, 2024 and December 31, 2023, respectively, and prepaid multi-year maintenance plans for previously sold products which account for $0.9 million and $0.5 million for September 30, 2024 and December 31, 2023, respectively, and pertain to services to be provided through 2031.

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	13. SUBSEQUENT EVENTS   Management has evaluated events that have occurred subsequent to the date of these condensed consolidated financial statements and has determined that no such reportable subsequent events exist through date of filing. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Operations	Nature of Operations   References in this Report to “we,” “us,” “our,” the “Company” or “Beam” means Beam Global, a Nevada corporation, and its subsidiaries.   Beam is a sustainable technology innovation company based in San Diego, California; Broadview, Illinois; Belgrade and Kraljevo, Serbia. We develop, design, engineer, manufacture and sell high-quality, renewably energized infrastructure products for electric vehicle (“EV”) charging, energy security and disaster preparedness. We also manufacture highly energy-dense battery solutions in safe, compact and unique form-factors. Additionally, we manufacture street lighting, communications and energy infrastructure products. Beam’s products enable vital and highly valuable energy production in locations where it is either too expensive or too impactful to connect to the utility grid, or where the requirements for electrical power are so important that grid failures, like blackouts, are intolerable. Beam’s energy storage products provide high energy density in a safe, compact and bespoke form-factors, which we believe are ideal for the rapidly growing mobile and stationary equipment product market which often requires electrical energy without being connected to the electrical grid.   Beam’s products and proprietary technology solutions target the following markets:     · electric vehicle (EV) charging infrastructure;         · energy storage solutions;         · energy security and disaster preparedness;           · mobile and stationary equipment;         · transportation infrastructure products; and             · power electronics and telecommunications equipment
Basis of Presentation	Basis of Presentation   The interim unaudited condensed consolidated financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial statements and are in the form prescribed by the Securities and Exchange Commission in instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In management’s opinion, all adjustments (consisting of normal recurring adjustments and reclassifications) necessary to present fairly our results of operations and cash flows for the three months and nine months ending September 30, 2024 and 2023, and our financial position as of September 30, 2024, have been made. The results of operations for such interim periods are not necessarily indicative of the operating results to be expected for the full year.   Certain information and disclosures normally included in the notes to the annual financial statements have been condensed or omitted from these interim financial statements. Accordingly, these interim unaudited condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto for the year ended December 31, 2023. The December 31, 2023 balance sheet is derived from those statements.
Use of Estimates	Use of Estimates   The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates in the accompanying financial statements include the allowance for certain expected credit losses (CECL), valuation of inventory and standard cost allocations, depreciable lives of property and equipment, valuation of contingent consideration liability, valuation of intangible assets, estimates of loss contingencies, estimates of the valuation of lease liabilities and the related right of use assets, valuation of share-based costs, and the valuation allowance on deferred tax assets.
Recent Accounting Pronouncements	Recent Accounting Pronouncements   In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements” (“ASU 2023-06”), which amends the disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification (the “Codification”). The ASU was issued in response to the SEC’s disclosure update and simplification initiative issued in August 2018. The effective date for the amendments for each topic will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoptions prohibited.    In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07 requiring enhanced segment disclosures. ASU 2023-07 requires disclosure of significant segment expenses regularly provided to the chief operating decision maker (“CODM”) included within segment operating profit or loss. Additionally, ASU 12 2023-07 requires a description of how the CODM utilizes segment operating profit or loss to assess segment performance. The requirements of ASU 2023-07 are effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company's annual reporting requirements will be effective for the year ending 2024 and interim reporting requirements will be effective beginning with the first quarter of fiscal 2025. Early adoption is permitted, and retrospective application is required for all periods presented. The Company is in the process of analyzing the impact of ASU 2023-07 on its related Condensed Consolidated Financial Statements.   In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). ASU 2023-09 requires disaggregated information about a company’s effective tax rate reconciliation and information on income taxes paid. This standard will be effective for Beam beginning with our annual financial statements for the fiscal year ending December 31, 2025. Early adoption is permitted. The Company is currently evaluating the impact that the updated standard will have on our consolidated financial statements.
Concentrations	Concentrations   Credit Risk   Financial instruments that potentially subject us to concentrations of credit risk consist of cash and accounts receivable.   The Company maintains its cash in banks and financial institutions that at times may exceed federally insured limits. The Company has not experienced any losses in such accounts from inception through September 30, 2024. As of September 30, 2024, approximately $4.1 million of the Company’s cash deposits were greater than the federally insured limits.   Major Customers   The Company continually assesses the financial strength of its customers. We are not aware of any material credit risks associated with our customers. 52% of our third quarter revenues were derived from pre-funded federal, state and local government programs, and the remaining 48% were derived from commercial customers that we believe have good credit or, alternatively, favorable payment terms which minimizes our credit risk with respect to such customers. For the three months ended September 30, 2024, no single customer accounted for more than 10% of total revenues and for the nine months ended September 30, 2024, one customer accounted for 18% of total revenues, with no other single customer accounting for more than 10% of total revenues. At September 30, 2024, accounts receivable from two customers accounted for 19% and 11% of total accounts receivable with no other single customer accounting for more than 10% of the accounts receivable balance. At December 31, 2023, accounts receivable from four customers accounted for 11%, 10%, 10% and 10% of total accounts receivable each with no other single customer accounting for more than 10% of the accounts receivable balance. For the three months ended September 30, 2023, the Company’s sales to federal, state and local governments represented 82% of revenues.   A summary of the allowance for credit losses for the nine months ending September 30, 2024 and December 31, 2023:     September 30,   December 31, (Dollars in thousands)   2024   2023 Allowance for credit losses:                 Beginning of period   $ 448     $ –   Net provision for credit losses     (7 )     448   (Charge-offs)/recoveries, net     (117 )     –   End of Period   $ 324     $ 448                     Allowance for credit losses as a % of total Accounts Receivable     2.9%       2.8%
Fair Value Measurement	Fair Value Measurement   The Company follows the authoritative guidance that establishes a formal framework for measuring fair values of assets and liabilities in the consolidated financial statements that are already required by generally accepted accounting principles to be measured at fair value. The guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The transaction is based on a hypothetical transaction in the principal or most advantageous market considered from the perspective of the market participant that holds the asset or owes the liability.   The Company utilizes market data or assumptions that market participants who are independent, knowledgeable, and willing and able to transact would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated or generally unobservable. The Company attempts to utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs.   The Company is able to classify fair value balances based on the observability of those inputs. The guidance establishes a formal fair value hierarchy based on the inputs used to measure fair value. The hierarchy gives the highest priority to Level 1 measurements and the lowest priority to level 3 measurements, and accordingly, Level 1 measurement should be used whenever possible.   The hierarchy is broken down into three levels based on the reliability of inputs as follows:   Level 1 – Quoted prices in active markets for identical assets or liabilities or published net asset value for alternative investments with characteristics similar to a mutual fund.   Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.   Level 3 – Unobservable inputs for the asset or liability.   The methods used may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while management believes its valuation methods are appropriate, the fair value of certain financial instruments could result in a difference fair value measurement at the reporting date. There were no changes in the Company’s valuation methodologies from the prior year.   For purpose of this disclosure, the carrying amounts for financial assets and liabilities such as cash and cash equivalents, accounts receivable – trade, other prepaid expenses and current assets, accounts payable and other current liabilities, all approximate fair value due to their short-term nature as of September 30, 2024. The Company had Level 3 liabilities as of September 30, 2024. There were no transfers between levels during the reporting period.                       Level 1     Level 2     Level 3   Contingent Consideration as of December 31, 2023   $ –     $ –     $ 4,725   Additions     –       –       276   Change in fair value     –       –       (4,545 ) Contingent Consideration as of September 30, 2024   $ –     $ –     $ 456
Significant Accounting Policies	Significant Accounting Policies   During the nine months ended September 30, 2024, there were no changes to our significant accounting policies as described in our Annual Report on Form 10-K for the year ended December 31, 2023.
Net Earnings (Loss) Per Share	Net Earnings (Loss) Per Share   Basic net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of shares of common stock outstanding during the periods presented using the treasury stock method for options, restricted stocks and warrants. Diluted net income (loss) per share is computed By giving effect to all potential dilutive common share equivalents outstanding for the period. For periods in which Beam has reported net losses, diluted loss per share is the same as basic loss per share, as the effects of common stock equivalents outstanding and shares issuable upon conversion of convertible debt instruments are antidilutive and, therefore, excluded from the calculation of diluted loss per share.   Options to purchase 703,658 shares of common stock and warrants to purchase 200,000 shares of common stock were outstanding at September 30, 2024. Options to purchase 363,598 common shares and warrants to purchase 618,395 shares of common stock were outstanding at September 30, 2023.   The following table presents the calculation of basic and diluted loss per share:                     Three Months Ended   Nine Months Ended     September 30,   September 30,     2024   2023   2024   2023     (in thousands, except per share data) Numerator:                 Numerator for basic and diluted loss per share - net income (loss)   $ 1,297     $ (3,629 )   $ (6,656 )   $ (10,990 ) Denominator:                                 Number of shares used in basic computation     14,702       13,936       14,558       13,939   Denominator for diluted loss per share - weighted-average number of shares of common stock outstanding     14,711       13,936       14,558       13,939   Loss per share                                 Basic   $ 0.09     $ (0.26 )   $ (0.46 )   $ (0.79 ) Diluted   $ 0.09     $ (0.26 )   $ (0.46 )   $ (0.79 )
Segments	Segments   The Company assesses its segment reporting based on how it internally manages and reports the results of its business to its chief operating decision maker. Management reviews financial results, manages the business and allocates resources on an aggregate basis. Therefore, financial results are reported in a single operating segment.

NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of allowance for credit losses	September 30,   December 31, (Dollars in thousands)   2024   2023 Allowance for credit losses:                 Beginning of period   $ 448     $ –   Net provision for credit losses     (7 )     448   (Charge-offs)/recoveries, net     (117 )     –   End of Period   $ 324     $ 448                     Allowance for credit losses as a % of total Accounts Receivable     2.9%       2.8%
Schedule of contingent consideration	Level 1     Level 2     Level 3   Contingent Consideration as of December 31, 2023   $ –     $ –     $ 4,725   Additions     –       –       276   Change in fair value     –       –       (4,545 ) Contingent Consideration as of September 30, 2024   $ –     $ –     $ 456
Calculation of earnings (loss) per share	Three Months Ended   Nine Months Ended     September 30,   September 30,     2024   2023   2024   2023     (in thousands, except per share data) Numerator:                 Numerator for basic and diluted loss per share - net income (loss)   $ 1,297     $ (3,629 )   $ (6,656 )   $ (10,990 ) Denominator:                                 Number of shares used in basic computation     14,702       13,936       14,558       13,939   Denominator for diluted loss per share - weighted-average number of shares of common stock outstanding     14,711       13,936       14,558       13,939   Loss per share                                 Basic   $ 0.09     $ (0.26 )   $ (0.46 )   $ (0.79 ) Diluted   $ 0.09     $ (0.26 )   $ (0.46 )   $ (0.79 )

BUSINESS COMBINATIONS (Tables)	9 Months Ended
	Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
Schedule of change in the fair value of earnout consideration - Telcom	Balance as of December 31, 2023   $ –   Acquisition of Telcom     276   Balance as of September 30, 2024   $ 276
Schedule of consideration comprised	Cash   $ 481   Common Stock     387   Earnout Consideration     276   Total Consideration   $ 1,144
Schedule of consideration to assets and liabilities	Assets Acquired       Cash and cash equivalents   $ 244   Accounts Receivable     224   Inventory     296   Prepaid expenses     2   Property, plant and equipment     30   Goodwill     692   Total assets acquired   $ 1,488             Liabilities Assumed         Accounts payable   $ 266   Accrued Expenses     10   Other liabilities     68   Total liabilities assumed   $ 344             Net assets acquired   $ 1,144
Schedule of pro forma financial information	September 30,     September 30,       2024     2023   Revenues   $ 41,440     $ 51,969   Net Income (Loss)     (6,706 )     (11,426 ) Net Revenues   $ 34,734     $ 40,543

INVENTORY (Tables)	9 Months Ended
	Sep. 30, 2024
Inventory Disclosure [Abstract]
Schedule of inventory	September 30,     December 31,       2024     2023   Finished goods   $ 4,712     $ 1,953   Work in process     2,775       2,006   Raw materials     5,227       7,974   Total inventory   $ 12,714     $ 11,933

PROPERTY AND EQUIPMENT (Tables)	9 Months Ended
	Sep. 30, 2024
Property, Plant and Equipment [Abstract]
Schedule of property and equipment	September 30,     December 31,       2024     2023   Office furniture and equipment   $ 227     $ 227   Computer equipment and software     265       248   Land, buildings and leasehold improvements     8,098       7,935   Autos     746       616   Machinery and equipment     9,412       9,200   Total property and equipment     18,748       18,226   Less accumulated depreciation     (3,839 )     (1,713 ) Property and Equipment, net   $ 14,909     $ 16,513

INTANGIBLE ASSETS (Tables)	9 Months Ended
	Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of intangible assets	December 31, 2023     Gross Carrying Amount     Accumulated Amortization     Net Carrying Amount     Weighted-average Amortization Period (yrs) Developed technology   $ 8,074     $ (1,346 )   $ 6,728     11 Trade name     1,756       (322 )     1,434     10 Customer relationships     444       (110 )     334     13 Backlog     185       (185 )     –     1 Patents     611       (57 )     554     20 Intangible assets   $ 11,070     $ (2,020 )   $ 9,050             September 30, 2024     Gross Carrying Amount     Accumulated Amortization     Net Carrying Amount     Weighted-average Amortization Period (yrs) Developed technology   $ 8,074     $ (1,896 )   $ 6,178     11 Trade name     1,756       (454 )     1,302     10 Customer relationships     444       (146 )     298     13 Backlog     185       (185 )     –     1 Patents     565       (72 )     493     20 Intangible assets   $ 11,024     $ (2,753 )   $ 8,271

ACCRUED EXPENSES (Tables)	9 Months Ended
	Sep. 30, 2024
Payables and Accruals [Abstract]
Schedule of major components of accrued expenses	September 30,     December 31,       2024     2023                 Accrued Expenses:             Accrued vacation   $ 291     $ 246   Accrued salaries and bonus     1,803       1,086   Vendor accruals     373       50   Accrued warranty     6       27   Other accrued expense     495       1,328   Total accrued expenses   $ 2,968     $ 2,737                     Other Long-Term Liabilities:                 Long-term deferred tax liability   $ 1,716     $ 1,698   Acquired long-term liability     3,372       3,787   Total long-term liabilities   $ 5,088     $ 5,485

STOCKHOLDERS’ EQUITY (Tables)	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
Schedule of option activity	Weighted       Number of     Average       Options     Exercise       Outstanding     Price   Outstanding at December 31, 2023     481,858     $ 10.41   Granted     292,000       5.58   Forfeited     (70,200 )     13.19   Outstanding at September 30, 2024     703,658     $ 7.19
Schedule of assumptions for options granted	Nine months ended September 30, 2024   Nine months ended September 30, 2023 Expected volatility   89.04% - 90.37%   90.2% - 94.5% Expected term   6.5 - 7 Years   6.5 - 7 Years Risk-free interest rate   3.67% - 4.25%   3.55% - 4.47% Weighted-average FV   $4.45   $9.71
Schedule of restricted stock awards	Nonvested Shares       Weighted- Average Grant- Date Fair Value   Nonvested at December 31, 2023     1,238     $ 20.17   Granted     80,645       6.20   Vested     (56,374 )     6.43   Forfeited     (10,081 )     6.21   Nonvested at September 30, 2024     14,808     $ 6.48
Schedule of activity of warrants outstanding	Number of Warrants     Weighted Average Exercise Price   Exercisable at December 31, 2023     610,745     $ 9.80   Granted     –       –   Expired     (282,334 )     –   Exercised     (128,411 )     6.30   Outstanding at September 30, 2024     200,000     $ 17.00   Exercisable at September 30, 2024     200,000     $ 17.00

REVENUES (Tables)	9 Months Ended
	Sep. 30, 2024
Revenue from Contract with Customer [Abstract]
Schedule of revenues	Three Months Ended     Nine Months Ended       September 30,     September 30,       2024     2023     2024     2023   Product sales   $ 10,668     $ 15,781     $ 38,219     $ 45,696   Maintenance fees     32       23       85       57   Professional services     332       35       753       95   Shipping and handling     484       742       2,011       1,762   Discounts and allowances     (34 )     (95 )     (213 )     (285 ) Total revenues   $ 11,482     $ 16,486     $ 40,855     $ 47,325

NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Credit losses) - USD ($) $ in Thousands	9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Offsetting Assets [Line Items]
Allowance for credit losses, ending balance	$ 324		$ 448
Provision for credit losses	$ (124)	$ 0
Allowance for credit losses as a % of accounts receivable	2.90%		2.80%
Net Provision For Credit Losses [Member]
Offsetting Assets [Line Items]
Provision for credit losses	$ (7)		$ 448
Charge Offs Recoveries [Member]
Offsetting Assets [Line Items]
Provision for credit losses	$ (117)		$ 0

NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Contingent consideration) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Fair Value, Inputs, Level 1 [Member]
Platform Operator, Crypto Asset [Line Items]
Contingent consideration fair value, Beginning balance	$ 0
Contingent consideration fair value, Additions	0
Contingent consideration fair value, Change in fair value	0
Contingent consideration fair value, Ending balance	0
Fair Value, Inputs, Level 2 [Member]
Platform Operator, Crypto Asset [Line Items]
Contingent consideration fair value, Beginning balance	0
Contingent consideration fair value, Additions	0
Contingent consideration fair value, Change in fair value	0
Contingent consideration fair value, Ending balance	0
Fair Value, Inputs, Level 3 [Member]
Platform Operator, Crypto Asset [Line Items]
Contingent consideration fair value, Beginning balance	4,725
Contingent consideration fair value, Additions	276
Contingent consideration fair value, Change in fair value	(4,545)
Contingent consideration fair value, Ending balance	$ 456

NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Earnings per share) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net loss	$ 1,297	$ (4,916)	$ (3,037)	$ (3,629)	$ (3,530)	$ (3,831)	$ (6,656)	$ (10,990)
Number of shares used in basic computation	14,702			13,936			14,558	13,939
Denominator for diluted loss per share - weighted-average number of shares of common stock outstanding	14,711			13,936			14,558	13,939
Loss per share, basic	$ 0.09			$ (0.26)			$ (0.46)	$ (0.79)
Loss per share, diluted	$ 0.09			$ (0.26)			$ (0.46)	$ (0.79)

NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended	9 Months Ended		12 Months Ended
	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Product Information [Line Items]
Uninsured cash		$ 4,100,000
Options [Member]
Product Information [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount		703,658	363,598
Warrant [Member]
Product Information [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount		200,000	618,395
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Federal State And Local Government [Member]
Product Information [Line Items]
Concentration Risk, Percentage	82.00%	52.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Commercial Customers [Member]
Product Information [Line Items]
Concentration Risk, Percentage		48.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Customer 1 [Member]
Product Information [Line Items]
Concentration Risk, Percentage		18.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer 1 [Member]
Product Information [Line Items]
Concentration Risk, Percentage		19.00%		11.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer 2 [Member]
Product Information [Line Items]
Concentration Risk, Percentage		11.00%		10.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer 3 [Member]
Product Information [Line Items]
Concentration Risk, Percentage				10.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer 4 [Member]
Product Information [Line Items]
Concentration Risk, Percentage				10.00%

LIQUIDITY (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended		12 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Net loss	$ 1,297	$ (4,916)	$ (3,037)	$ (3,629)	$ (3,530)	$ (3,831)	$ (6,656)	$ (10,990)
Non-cash expenses							400	3,000
Net Cash Provided by (Used in) Operating Activities							(3,052)	(13,768)
Cash balance	4,900						4,900
Working capital	17,900						17,900
Accounts receivable	$ 11,300						11,300
Proceeds from issuance of warrants							0	25,424
Warrants [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Proceeds from issuance of warrants							$ 700	$ 300
Warrants outstanding	200,000						200,000
Warrants exercise price	$ 17.00						$ 17.00
B Riley Capital [Member] | Common Stock Purchase Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock issued new, shares									281,157
Proceeds from sale of equity									$ 3,000

BUSINESS COMBINATION (Details - Change in the fair value of earnout consideration) - Telcom [Member] $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Business Acquisition [Line Items]
Fair value earnout consideration,Beginning balance	$ 0
Acquisition of Telcom	276
Fair value earnout consideration,Ending balance	$ 276

BUSINESS COMBINATION (Details - Consideration comprised) - Telcom [Member] $ in Thousands	Aug. 30, 2024 USD ($)
Business Acquisition [Line Items]
Cash	$ 481
Common stock	387
Earnout consideration	276
Consideration transferred	$ 1,144

BUSINESS COMBINATION (Details - Consideration to assets and liabilities) - USD ($) $ in Thousands	Sep. 30, 2024	Aug. 30, 2024	Dec. 31, 2023
Assets Acquired
Goodwill	$ 11,027		$ 10,270
Telcom [Member]
Assets Acquired
Cash and cash equivalents		$ 244
Accounts Receivable		224
Inventory		296
Prepaid expenses		2
Property, plant and equipment		30
Goodwill		692
Total assets acquired		1,488
Liabilities Assumed
Accounts payable		266
Accrued Expenses		10
Other liabilities		68
Total liabilities assumed		344
Net assets acquired		$ 1,144

BUSINESS COMBINATION (Details - Pro forma financial information) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
Revenues	$ 41,440	$ 51,969
Net Income (Loss)	(6,706)	(11,426)
Net Revenues	$ 34,734	$ 40,543

BUSINESS COMBINATIONS (Details Narrative) $ in Thousands			3 Months Ended		9 Months Ended
	Aug. 30, 2024 EUR (€) shares	Oct. 20, 2023 USD ($) shares	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Oct. 20, 2023 EUR (€)
Business Acquisition [Line Items]
Revenue related acquisitions			$ 11,482	$ 16,486	$ 40,855	$ 47,325
Amiga [Member]
Business Acquisition [Line Items]
Fair value adjustment of liability					4,500
Revenue related acquisitions					4,100
Loss from operation					400
Amiga [Member] | Tranche One [Member]
Business Acquisition [Line Items]
Purchase price		$ 4,900					€ 4,600,000
Aggregate shares of common stock | shares		451,807
Amiga [Member] | Tranche Two [Member]
Business Acquisition [Line Items]
Purchase price		$ 2,700					€ 2,500,000
Telcom [Member]
Business Acquisition [Line Items]
Purchase price | €	€ 815,298
Cash balance at closing | €	220,298
Cash | €	€ 430,000
Issued shares of common stock | shares	82,506
Business combination, working capital description	At closing, Telcom had a positive working capital balance of approximately EUR 500,000 which consisted of (i) a cash balance equal to EUR 220,000, accounts receivables of approximately EUR 115,000, inventory of approximately EUR 275,000 and accounts payable of approximately EUR 110,000.
Earnout Cap amount | €	€ 250,000
Net revenue | €	€ 850,000
Revenue related acquisitions					500	500
Loss from operation					$ 50	$ 5

INVENTORY (Details - Schedule of inventory) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Finished goods	$ 4,712	$ 1,953
Work in process	2,775	2,006
Raw materials	5,227	7,974
Total inventory	$ 12,714	$ 11,933

PROPERTY AND EQUIPMENT (Details - Schedule of property and equipment) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 18,748	$ 18,226
Less accumulated depreciation	(3,839)	(1,713)
Property and Equipment, net	14,909	16,513
Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment	227	227
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment	265	248
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment	8,098	7,935
Autos [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment	746	616
Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 9,412	$ 9,200

PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 0.7	$ 0.1	$ 2.1	$ 0.3

INTANGIBLE ASSETS (Details - Schedule of intangible assets) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	$ 11,024	$ 11,070
Accumulated amortization	(2,753)	(2,020)
Net carrying amount	8,271	9,050
Developed Technology Rights [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	8,074	8,074
Accumulated amortization	(1,896)	(1,346)
Net carrying amount	$ 6,178	$ 6,728
Weighted-average amortization period (yrs)	11 years	11 years
Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	$ 1,756	$ 1,756
Accumulated amortization	(454)	(322)
Net carrying amount	$ 1,302	$ 1,434
Weighted-average amortization period (yrs)	10 years	10 years
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	$ 444	$ 444
Accumulated amortization	(146)	(110)
Net carrying amount	$ 298	$ 334
Weighted-average amortization period (yrs)	13 years	13 years
Backlog [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	$ 185	$ 185
Accumulated amortization	(185)	(185)
Net carrying amount	$ 0	$ 0
Weighted-average amortization period (yrs)	1 year	1 year
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Gross carrying amount	$ 565	$ 611
Accumulated amortization	(72)	(57)
Net carrying amount	$ 493	$ 554
Weighted-average amortization period (yrs)	20 years	20 years

INTANGIBLE ASSETS (Details Narrative) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 0.2	$ 0.2	$ 0.7	$ 0.8

ACCRUED EXPENSES (Details - Components of accrued expenses) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Accrued Expenses:
Accrued vacation	$ 291	$ 246
Accrued salaries and bonus	1,803	1,086
Vendor accruals	373	50
Accrued warranty	6	27
Other accrued expense	495	1,328
Total accrued expenses	2,968	2,737
Other Long-Term Liabilities:
Long-term deferred tax liability	1,716	1,698
Acquired long-term liability	3,372	3,787
Total long-term liabilities	$ 5,088	$ 5,485

ACCRUED EXPENSES (Details Narrative) - USD ($) $ in Thousands	Sep. 30, 2024	Aug. 30, 2024	Dec. 31, 2023
Restructuring Cost and Reserve [Line Items]
Acquired long-term liability	$ 3,400
Long-term liability	3,372		$ 3,787
Amiga [Member]
Restructuring Cost and Reserve [Line Items]
Long-term liability	$ 3,300
Telcom [Member]
Restructuring Cost and Reserve [Line Items]
Non current liabilities		$ 63

NOTE PAYABLE (Details Narrative) - USD ($) $ in Thousands	1 Months Ended
	Apr. 30, 2024	Mar. 31, 2024	May 31, 2023
Two New Trucks [Member]
Debt periodic payment			$ 4
Interest rate			7.55%
Loan short-term balance			$ 40
Fork Lift [Member]
Debt periodic payment	$ 1,661	$ 661
Interest rate	7.89%	6.54%
Loan short-term balance	$ 14	$ 6
Monthly payments	monthly	monthly

STOCKHOLDERS' EQUITY (Details - Option activity) - Equity Option [Member]	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding, beginning | shares	481,858
Options outstanding, weighted average exercise price | $ / shares	$ 10.41
Options granted | shares	292,000
Options granted, weighted average exercise price | $ / shares	$ 5.58
Options forfeited | shares	(70,200)
Options forfeited, weighted average exercise price | $ / shares	$ 13.19
Options outstanding, ending | shares	703,658
Options outstanding, weighted average exercise price | $ / shares	$ 7.19

STOCKHOLDERS' EQUITY (Details - Assumptions for options granted) - Share-Based Payment Arrangement, Option [Member] - $ / shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value	$ 4.45	$ 9.71
Minimum [Member]
Expected volatility	89.04%	90.20%
Expected term	6 years 6 months	6 years 6 months
Risk-free interest rate	3.67%	3.55%
Maximum [Member]
Expected volatility	90.37%	94.50%
Expected term	7 years	7 years
Risk-free interest rate	4.25%	4.47%

STOCKHOLDERS' EQUITY (Details - Restricted stock award activity) - Restricted Stock [Member]	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Nonvested shares, Beginning balance | shares	1,238
Weighted-average grant-date fair value, Beginning balance | $ / shares	$ 20.17
Nonvested shares, Granted | shares	80,645
Weighted-average grant-date fair value, Granted | $ / shares	$ 6.20
Nonvested shares, Vested | shares	(56,374)
Weighted-average grant-date fair value, Vested | $ / shares	$ 6.43
Nonvested shares, Forfeited | shares	(10,081)
Weighted-average grant-date fair value, Forfeited | $ / shares	$ 6.21
Nonvested shares, Ending balance | shares	14,808
Weighted-average grant-date fair value, Ending balance | $ / shares	$ 6.48

STOCKHOLDERS' EQUITY (Details - Warrant activity) - Warrant [Member]	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Warrants Outstanding, Beginning | shares	610,745
Weighted Average Exercise Price Outstanding, Beginning | $ / shares	$ 9.80
Number of Warrants Granted | shares	0
Weighted Average Exercise Price Granted | $ / shares	$ 0
Number of Warrants Expired | shares	(282,334)
Weighted Average Exercise Price Expired | $ / shares	$ 0
Number of Warrants Exercised | shares	(128,411)
Weighted Average Exercise Price Exercised | $ / shares	$ 6.30
Number of Warrants Outstanding, Ending | shares	200,000
Weighted Average Exercise Price Outstanding, Ending | $ / shares	$ 17.00
Number of Warrants Exercisable | shares	200,000
Weighted Average Exercise Price Exercisable | $ / shares	$ 17.00

STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended			3 Months Ended		9 Months Ended		12 Months Ended
	Apr. 30, 2023	Nov. 30, 2022	Sep. 30, 2022	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2022	Dec. 31, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Proceeds from issuance of common stock						$ 496	$ 2,107
Stock based compensation						2,001	1,289
Equity Option [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock based compensation				$ 200	$ 100	400	300
Unrecognized compensation costs				1,800		$ 1,800
Remaining contractual term						4 years
Intrinsic value of options outstanding				18		$ 18
Intrinsic value of options exercisable				$ 200		$ 200
Options vested						355,034
Options unvested				348,624		348,624
Restricted Stock Units (RSUs) [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock units outstanding, RSUs						35,625
Weighted average grant date fair values						$ 13.05
Performance Stock Units [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock units outstanding, RSUs						142,500
RSUs And PSUs [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock based compensation				$ 300		$ 900
Remaining contractual term						5 months
Unrecognized restricted stock grant expense				$ 500		$ 500
Restricted Stock [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock based compensation						$ 400	$ 300
Remaining contractual term						3 months
Options unvested				14,808		14,808			1,238
Weighted average grant date fair values						$ 6.20
Unvested shares of common stock				$ 100		$ 100
Warrant [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Weighted average remaining contractual life						3 years 6 months
Intrinsic value exercisable shares warrants				$ 0		$ 0
Warrants purchase				282,334		282,334
Warrants exercised price, per share						$ 6.30
B Riley Purchase Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock issued new, shares	10,484		10,484			281,157
Proceeds from issuance of common stock						$ 3,000
Offering costs						$ 500
B Riley Capital [Member] | Common Stock Purchase Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock issued new, shares								281,157
Proceeds from sale of equity								$ 3,000
Chief Executive Officer [Member] | Restricted Stock Units (RSUs) [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Restricted stock units granted		142,500
Chief Executive Officer [Member] | Performance Stock Units [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Restricted stock units granted		142,500
Consultant [Member] | Investor Relations Services [Member] | Warrant [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Warrants issued, shares						200,000
Fair value of warrants issued						$ 1,600
Warrant expense						$ 200

REVENUES (Details - Categories of revenues) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue [Line Items]
Revenues	$ 11,482	$ 16,486	$ 40,855	$ 47,325
Discounts and allowances	(34)	(95)	(213)	(285)
Product [Member]
Disaggregation of Revenue [Line Items]
Revenues	10,668	15,781	38,219	45,696
Maintenance [Member]
Disaggregation of Revenue [Line Items]
Revenues	32	23	85	57
Professional Services [Member]
Disaggregation of Revenue [Line Items]
Revenues	332	35	753	95
Shipping and Handling [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 484	$ 742	$ 2,011	$ 1,762

REVENUES (Details Narrative) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Disaggregation of Revenue [Line Items]
Contract with customer liability	$ 1.6		$ 1.6		$ 1.2
Product Deposits [Member]
Disaggregation of Revenue [Line Items]
Contract with customer liability	1.0		1.0		0.7
Maintenance Fees [Member]
Disaggregation of Revenue [Line Items]
Contract with customer liability	$ 0.9		$ 0.9		$ 0.5
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | International Sales [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage			20.00%	8.00%
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | California Customers [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage	21.00%	14.00%	25.00%	28.00%

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