TruGolf (TRUG) Registration filing summary

Company overview and business model

• Designs, manufactures, and sells indoor golf simulators and software for residential and commercial use, with a 40-year history in golf technology and simulation.

• Offers a range of hardware (portable, professional, commercial, custom) and proprietary E6 Connect and E6 Apex software, also licensing software to third parties.

• Pursuing growth through franchising indoor golf venues, launching a Virtual Golf Association, and leveraging swing data analytics.

• Operates globally with a network of resellers and is expanding into EMEA and Asia via joint ventures and distributor partnerships.

• Employs 72 staff, conducts in-house R&D, and maintains two leased facilities in Utah for manufacturing and logistics.

Financial performance and metrics

• 2024 revenue was $21.86M, up 6% from 2023, with gross profit of $14.59M and a net loss of $8.8M.

• Q1 2025 revenue grew 8% year-over-year to $5.39M, but net loss widened to $2.67M.

• As of March 31, 2025, cash was $12.6M, with a working capital surplus of $29K; company expects continued operating losses and negative cash flow in the near term.

• Cost of revenues decreased in both 2024 and Q1 2025 due to lower inventory adjustments and shipping costs.

• Operating expenses increased in Q1 2025 due to higher contracted labor, marketing, and professional fees.

Use of proceeds and capital allocation

• Will not receive proceeds from the resale of shares by selling securityholders; proceeds from any cash exercise of warrants will be used for general corporate purposes.

• Entered into a $20M equity purchase facility in May 2025 to support liquidity and growth, subject to shareholder approval.

• Raised capital through PIPE convertible notes and converted $3.9M in notes payable into equity in April 2025.