SunPower Inc 2025年季度报告

FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 28, 2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-40117 SUNPOWER INC.(Exact Name of Registrant as Specified in Its Charter) Securities registered pursuant to Section 12(b) of the Act: None Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange 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 daysYes☐No☒ Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theRegistrant 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 smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerNon-accelerated filer ☐Accelerated filer☒Smaller reporting companyEmerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying 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 ofthe Act).Yes☐No☒ As of December 18, 2025, 107,621,272 shares of common stock, par value $0.0001 per share, were issued and outstanding. SUNPOWER INC. AND SUBSIDIARIES TABLE OF CONTENTS PAGESSpecial Note Regarding Forward-Looking StatementsiiPART I. FINANCIAL INFORMATION1Item 1.Financial Statements1Unaudited Condensed Consolidated Balance Sheets1Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss2Unaudited Condensed Consolidated Statements Stockholders’ Deficit3Unaudited Condensed Consolidated Statements of Cash Flows5Notes to Unaudited Condensed Consolidated Financial Statements6Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations38Item 3.Quantitative and Qualitative Disclosures about Market Risk56Item 4.Controls and Procedures56PART II. OTHER INFORMATION59Item 1.Legal Proceedings59Item 1A.Risk Factors59Item 2.Unregistered Sales of Equity Securities and Use of Proceeds59Item 3.Defaults Upon Senior Securities59Item 4.Mine Safety Disclosures59Item 5.Other Information59Item 6.Exhibits60Signatures61 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS Certain statements in this Quarterly Report on Form 10-Q may constitute “forward-looking statements” for purposes of the federalsecurities laws. Our forward-looking statements include, but are not limited to, statements regarding our and our management team’sexpectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecastsor other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements.Thewords“anticipate,”“believe,”“continue,”“could,”“estimate,”“expect,”“intends,”“may,”“might,”“plan,”“possible,”“potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions may identify forward-looking statements, but theabsence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this Quarterly Report onForm 10-Q may include, for example and without limitation, statements about: ●our direct and indirect exposure to companies in the solar and renewable energy industries that are facing financial difficultiesand potential bankruptcies;●our ability to grow and manage growth profitably following the closing of the Business Combination and the acquisition ofthe SunPower Businesses;●disruptions in our supply chains and distribution channels, tariffs and trade barriers, export regulations, bank failures,geopolitical conflicts and other macroeconomic conditions on our business and operations, results of operations and financialposition;●our ability to leverage our acquisition under the asset purchase agreement with SunPower and other acquisitions, includingour ability to integrate acquired businesses, to fund and meet the liquidity needs of the acquired businesses, to retain keyemployees of the acquired businesses, to take advantage of growth opportunities and to realize the expected benefits of suchacquisitions;●the potential impact of changes to and deve