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PRE-MKT · 04:35 ET
Market ClerkRecap
Mon Oct 26 · pre-market1 signal on Oct 2494 insider buys this week · $48.3MCIRO short report next: Oct 31The week ahead

CPSH

CPS TECHNOLOGIES CORP/DE/
NASDAQ · MATERIALS · POTTERY & RELATED PRODUCTS
3.51
−0.01 −0.28%
USD · close Oct 23

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MKT CAP $68.1MP/E —DIV YIELD —FCF YIELD -4.08%REV TTM $32.3M +25.6%NET INCOME −$36KNET CASH $15.3M52W 3.04 – 11.59SEC XBRL · TTM TO Invalid Date

How CPSH rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
0%
of sentences unchanged
Added
134
new sentences
Dropped
121
sentences removed
Length
+90
words, now 3,422

New in FY2025

  • An investment in our common stock involves significant risks.
  • The following risk factors should be read together with the other information included in this report, including our financial statements and related notes.
  • The risks described below may not be the only risks that we face.
  • Additional risks and uncertainties that we are unaware of, or that we currently consider immaterial, may also become important factors that could adversely affect our business, financial condition, results of operations, liquidity, or future prospects.
  • Many of these risks are beyond our control and could materially and adversely impact our business, financial condition, operating results, cash flow, and stock price.
  • Our customer base is highly concentrated, and any significant changes in ordering patterns, delays, or order cancellations could materially and adversely affect our business and results of operations.
  • In 2025, three customers accounted for approximately 64% of our revenue, compared to 58% in 2024.
  • While we maintain positive relationships with these customers, which we believe may support ongoing business sustainability, the loss of any large customer could be difficult to replace.
  • Our inability to replace significant customer business may have a material adverse effect on our financial condition and results of operations.
  • We expect that a relatively small number of customers will continue to account for a substantial portion of our business.
  • The composition of our customer base and the volume of sales to any single customer may vary significantly from quarter to quarter and year to year.
  • If any of our significant customers reduce, delay, or cancel orders, we may not be able to replace the lost business in a timely manner or at all, potentially materially affecting our financial results.
  • Additionally, major customers may seek, and occasionally receive, pricing, payment, or other commercial terms that are less favorable to us, which could negatively impact our competitive position and profitability.
  • Our lengthy and variable sales cycle makes it difficult to accurately forecast financial results.
  • The sales cycle for our products is often prolonged, ranging from several months to several years.
  • Prospective customers typically conduct extensive evaluations of our products relative to their existing solutions.
  • In many cases, customers must also redesign other components of their end products to fully realize the benefits of our offerings.
  • As a result, the extended sales cycle makes it difficult to predict the timing and volume of sales and increases the risk that customers may delay or cancel the launch of their end products, which could adversely affect demand for our products.
  • The duration of the sales cycle varies based on the size and complexity of the project and the level of evaluation required by the customer.
  • Fluctuations in foreign exchange rates could negatively affect our competitiveness against foreign-based competitors.
  • Several of our major competitors are located outside the United States.
  • Changes in the value of the U.S. dollar relative to these competitors’ local currencies can make our products more expensive for customers compared to competing products.
  • To maintain or grow our business, we may need to reduce product pricing, which could negatively impact profitability.
  • If we are unable or unwilling to adjust prices sufficiently, we could experience a reduction in overall revenue.
  • We rely on outside vendors for certain steps in our manufacturing process, and any inability or unwillingness of these vendors to provide services at a reasonable cost could negatively affect our business.
  • Some of our major customers require that we use only customer-approved vendors for specific manufacturing steps, typically plating, before the finished product can be shipped and revenue recognized.
  • In certain cases, these vendors are sole-sourced, meaning only one vendor is approved for that process.
  • If a sole-sourced vendor raises their prices, we may be unable to pass the increase on to our customer, which would erode our margins.
  • Even if we can pass along the increase, higher costs could reduce sales volumes if the customer shifts some purchases to lower-priced competitors.
  • Additionally, if a sole-sourced vendor cannot process our products quickly enough to meet customer demand, or is unable to process them at all, our expected revenue could be adversely impacted, even if we have sufficient internal production capacity.
  • Our success depends heavily on the contributions of key executives and employees, and we may be unable to retain them or recruit suitable replacements.
  • We rely on senior executives, key managers, and specialized personnel in engineering, research and development, sales, marketing, and manufacturing who are critical to our business.
  • Although some executives have employment agreements, none prevent them from leaving the Company.
  • Larger competitors may offer more attractive compensation, creating a risk of losing key personnel.
  • Losing such individuals, or failing to attract and train qualified employees, could negatively impact our engineering, product development, manufacturing, and sales efforts.
  • Our MMC business is niche, with few competitors located within the U.S., making it essential to develop key engineering and production talent internally.
  • Experienced employees can be difficult to replace, particularly skilled engineers with the qualifications necessary to support our growth strategy.
  • Our success depends on our ability to identify, hire, train, and retain qualified engineering personnel, including product development, materials, and manufacturing engineers who work with our sales force to qualify new opportunities, execute orders, and demonstrate our products.
  • Additionally, losing key personnel may increase operating expenses and require senior executives to focus on recruiting, while the integration of new personnel could temporarily disrupt ongoing operations.
  • The Company ’ s reliance on aging equipment and capital-intensive processes may require significant ongoing investment and expose it to operational and financial risks.

and 94 more.

Gone since FY2024

  • The risks set forth below may not be the only risk factors relating to the Company.
  • Any of these factors, many of which are beyond our control, could materially adversely affect our business, financial condition, operating results, cash flow and stock price.
  • We have a highly concentrated customer base so that changes in ordering patterns, delays or order cancellations could have a material adverse effect on our business and results of operations.
  • Three customers accounted for 58% of revenue in 2024 and 60% of revenue in 2023.
  • We believe that our relationships with these customers are positive and may provide us with ongoing continuous sustainability for years to come.
  • However, a large customer, if lost, would be difficult to replace, and our inability to do so may have a material adverse effect on our business and financial condition.
  • We expect that orders from a relatively limited number of customers will continue to account for a substantial portion of our business.
  • The mix and type of customers, and sales to any single customer, may vary significantly from quarter to quarter and from year to year.
  • If any of our significant customers do not place orders, or they substantially reduce, delay or cancel orders, we may not be able to replace the business in a timely manner or at all, which can have a material adverse effect on our results of operations and financial condition.
  • Major customers may also seek, and on occasion receive, pricing, payment or other commercial terms that are less favorable to us and can hurt our competitive position.
  • Our lengthy and variable sales cycle makes it difficult to predict our financial results.
  • The sales cycle for our products is often lengthy, ranging from several months to several years.
  • In many cases potential customers must evaluate the properties of our product against their current solution.
  • In many cases potential customers must redesign other components of the end product they are making to realize the full benefits of using our products.
  • The lengthy sales cycle makes forecasting the volume and timing of sales difficult and raises additional risks that customers may cancel or delay introduction of their end-products into the marketplace, thus affecting our demand.
  • The length of the sales cycle depends on the size and complexity of the project, and the depth of the evaluation of our products conducted by the customers.
  • Because a significant portion of our operating expenses is fixed, we may incur substantial expense before we earn associated revenue.
  • If customer cancellations occur, they could result in the loss of anticipated sales without allowing us sufficient time to reduce our operating expenses.
  • Fluctuations in foreign exchange rates can negatively impact our ability to compete against foreign based competitors.
  • Several of our major competitors are located outside of the United States.
  • The relative strength of the U.S. dollar compared to such competitors’ respective local currencies makes our products more expensive to our customers relative to our competitors’ prices.
  • Such circumstances could result in a reduction in product pricing (and profitability) in order to maintain or grow our current levels of business.
  • If we are unable or unwilling to reduce pricing of our products to the level necessary to maintain current business levels, we could see an overall reduction in revenue.
  • Our dependence on outside vendors to perform particular steps in our manufacturing process could negatively impact us should those vendors be unable or unwilling to provide such service at a reasonable cost.
  • Several of our major customers require that we use only vendors approved by them for certain steps, typically plating, of our manufacturing process before the finished product can be shipped to the customer and recognized as revenue.
  • In some cases these vendors are sole sourced, i.e., one vendor is the only vendor approved for that process.
  • If that vendor raises their price to us, we may not be able to pass that increase on to our customer, eroding our margins.
  • If we are able to pass along these increases, that could negatively impact our sales volumes if our customer shifts some of their purchases to a lower priced competitor.
  • If a sole sourced vendor is unable to process our product fast enough to meet our customer’s demand, or if they do not process our product at all, our expected revenue could be negatively affected despite our ability to produce enough to meet that demand.
  • Our success is highly dependent on managerial contributions of key individuals and we may be unable to retain these individuals or recruit others.
  • We depend on our senior executives and certain key managers as well as engineering, research and development, sales, marketing and manufacturing personnel, who are critical to our business.
  • While we have employment agreements with certain executives, none of these agreements would prevent any such person from leaving the Company.
  • Furthermore, larger competitors may be able to offer more generous compensation packages to our executives and key employees, and therefore we risk losing key personnel to those competitors.
  • If we were to lose the services of any of our key personnel, or if we fail to attract and train qualified personnel, our engineering, product development, manufacturing and sales efforts could be slowed.
  • In particular, we have, from time to time, experienced difficulty in hiring and retaining skilled engineers with appropriate qualifications to support our growth strategy.
  • Our success depends on our ability to identify, hire, train and retain qualified engineering personnel.
  • Specifically, we need to continue to attract and retain product development, materials and manufacturing engineers to work with our direct sales force to technically qualify and perform on new sales opportunities and orders, and to demonstrate our products.
  • We may also incur increased operating expenses and be required to divert the attention of our senior executives to search for replacements.
  • The integration of any new personnel could disrupt our ongoing operations.
  • Business or economic disruptions or global health concerns could seriously harm our business.

and 81 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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