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Orion Achieves Positive Operating Income and Continued Growth in Revenue and Profitability in Q3 2026; Reiterates Increase in FY 2026 Expectation and Establishment of FY 2027 Outlook

MANITOWOC, Wisc., Feb. 05, 2026 (GLOBE NEWSWIRE) -- Orion Energy Systems, Inc. (NASDAQ: OESX) (Orion Lighting), a provider of energy-efficient LED lighting, electric vehicle (EV) charging stations and maintenance services solutions, today reported results for its fiscal 2026 third quarter (Q3’26) ended December 31, 2025.

Orion’s Q3’26 revenue was $21.1M vs. $19.6M in Q3’25, while Q3’26 Gross Profit Percentage was 30.9% vs. 29.4% in Q3’25. The Company achieved positive operating income in Q3’26 and adjusted EBITDA of 3.6% — marking its fifth consecutive quarter of positive adjusted EBITDA — compared to an operating loss of $1.2 million and positive adjusted EBITDA of 0.2% in Q3’25.

Additionally, Orion reiterated its January 20 announcement of its increase in the Company’s FY 2026 revenue outlook to a range of between $84 million and $86 million — up from its previous outlook of approximately $84 million. The Company also reiterated its establishment of FY 2027 outlook of $95 million - $97 million of revenue and positive adjusted EBITDA for the full year.

Orion is scheduled to discuss these results in an investor call today at 10:00 a.m. ET (details below).

Webcast and Call Details
Date / Time:     Thursday, February 5th at 10:00 a.m. ET
Live Call Registration:     https://register-conf.media-server.com/register/BI63bbb3933201416d81cb80366383d9a3
Live call participants must pre-register using the URL above to receive the dial-in information. Anyone can re-register if they lose the dial-in or PIN #.
Webcast & Replay:     https://edge.media-server.com/mmc/p/aufdmr86

Q3 Financial Performance

Q3 Financial Summary   Prior Three Quarters
$ in millions except per share figures Q3’26 Q3’25 Change   Q2'26 Q1’26 Q4'25
LED Lighting Revenue $12.1 $13.2 -8%   $10.7 $12.9 $10.9
EV Charging Revenue $4.7 $2.4 96%   $4.8 $2.7 $5.8
Maintenance Revenue $4.4 $3.9 13%   $4.5 $4.0 $4.1
Total Revenue $21.1 $19.6 +$1.5   $19.9 $19.6 $20.9
Gross Profit $6.5 $5.8 +$0.7   $6.2 $5.9 $5.7
Gross Profit % 30.9% 29.4% +150 bps   31.0% 30.1% 27.5%
Net Income (Loss)(1)(2) $0.2 $(1.5) +$1.7   $(0.6) $(1.2) $(2.9)
Net Income (Loss) per share(1)(2) $0.04 $(0.46) +$0.50   $(0.17) $(0.37) $(0.88)
Adjusted EBITDA(3) $0.8 $0.0 +$0.8   $0.5 $0.2 $0.2
(1) Voltrek earnout expenses were $0.3M in Q1'25, $0.6M in Q2’25, $0.5M in Q3’25 and $0.5M in Q4’25 and $0.0M in Q1’26, Q2'26, and Q3'26.
(2) Q1’25 and Q2’25 also included $0.4M and $0.3M, respectively, of maintenance division restructuring costs. Q1’26 had $0.6M of executive sign-on bonus and severance expenses.
(3) Adjusted EBITDA reconciliation provided below.
 

Commentary from CEO Sally Washlow

“I am delighted to report my second full quarter as CEO of Orion, and it’s especially gratifying to report this particular quarter.

“Our announcement a couple of weeks ago — increasing our growth and profitability outlook for FY 2026 and setting up-and-to-the-right expectations for FY 2027 — was a significant milestone for this company. It was a quantitative illustration that the disciplined right-sizing and intensified focus on profitable growth in our current fiscal year is already showing results in this same fiscal year.

“The hallmarks of Q3 were continued improvements in growth, profitability and market expansion. We expect this trend to continue in Q4 — and in the forthcoming fiscal year.

“Q3 featured numerous customer wins, engagement extensions and project expansions, including:

“We were awarded a $14M-$15M contract for exterior lighting by our largest customer. This award was on the heels of the three-year renewal earlier in the quarter of Orion as the maintenance provider by this Fortune 100 enterprise customer. The value of the contract is estimated to be between $42 million and $45 million. The partnership involves the maintenance of LED lighting systems at approximately 2,050 locations nationwide. The additional work was earned by Orion’s multi-year success in organizing, managing and communicating large-scale projects involving multiple vendors across the United States.  . Orion’s proactive maintenance program and prompt response to maintenance requests has ensured minimal disruptions to store operations and provides a seamless lighting experience for this major retailer’s customers. The three-year renewal takes effect in March of 2026, upon expiration of Orion’s existing three-year engagement with this retail giant. Orion expects to be assigned  more work by the customer on a frequent basis.

“This large customer wasn’t the only one awarding us multi-million-dollar/multi-year engagements in Q3. Our October 28 news release announced $4.7M in Lighting engagements including a multi-year initiative with another industry leader. One engagement marks the start of a multi-year upgrade and new-construction effort by the enterprise customer for numerous facilities in the United States.

— The EV Charging segment experienced strong performance in Q3, buoyed by fleet installations.

— In Maintenance, the large retailer’s $42M-$45M multi-year preventative-maintenance renewal demonstrated how critical ongoing managed services are to a close, continuous and expanding relationship with our enterprise customers. Its recurring revenue also continuously strengthens a predictive attribute for Orion’s business as a whole.

“In Operations, we continued to maintain Gross Margin of about 31% as we logged positive adjusted EBITDA for the fifth quarter in a row.

“As we pointed out in our previous earnings announcement, there are tailwinds in all of our addressable markets. And we are demonstrating that we are not just riding those tailwinds. We are beginning to generate them.”  

Financial Results

Orion reported Q3’26 revenue of $21.1M compared to $19.6M in Q3’25, based on the following segment performance:

  • LED lighting revenue decreased approximately 8% to $12.1M compared to $13.2M in Q3’25, reflecting decreased sales activity in the ESCO channel and turnkey business partially offset by growth in the distribution channel. Orion’s expanded project pipeline as well as efforts to drive growth in all of its lighting channels are expected to contribute to higher FY’26 LED lighting revenue compared to FY’25
  • Maintenance services revenue increased 13% to $4.4M in Q3’26 from $3.9M in Q3’25, reflecting the benefit of new customer contracts as well as the expansion of certain existing customer relationships.
  • EV charging solutions revenue was $4.7M compared to $2.4M in Q3’25, reflecting the variability in timing of larger projects.
  • Orion’s Q3’26 gross profit percentage was 30.9% versus 29.4% in Q3’25 primarily due to pricing and cost improvements across all three segments.

Total operating expenses declined to $6.1M in Q3’26 from $7.0M in Q3’25, reflecting ongoing efforts to reduce infrastructure and personnel expenses.

Primarily reflecting stronger gross margin and lower operating expenses, Orion’s Q3’26 net income improved to $0.2M, or $0.04 per share, versus a net loss of ($1.5M), or ($0.46) per share, in Q3’25. Orion’s adjusted EBITDA improved significantly to $0.8M in Q3’26 compared to $0.0M in Q3’25, reflecting the benefit of the company’s financial discipline.

Balance Sheet and Cash Flow

Orion has generated $0.4M of cash from operating activities through Q3’26 vs. $1.3M in FY’25 principally due to significantly improved bottom line results in the current period, offset by working capital changes. Orion has also paid down $1.3M on its revolving credit facility in FY’26, bringing outstanding borrowings on its revolving credit facility to $5.75M.

Orion ended the quarter with current assets of $32.8M, including $4.7M of cash, $13.2M of accounts receivable, $3.6M of revenue earned but not billed, and $9.9M of inventories. Net of current liabilities, working capital was $8.6M at December 31, 2025, vs. $8.0M at September 30, 2025. Orion’s financial liquidity was $11.8M as compared to $13.0M at year-end FY’25.

About Orion Energy Systems
Orion provides energy efficiency and clean tech solutions, including LED lighting and controls, electrical vehicle (EV) charging solutions, and maintenance services. Orion specializes in turnkey design-through-installation solutions for large national customers as well as projects through ESCO and distribution partners, with a commitment to helping customers achieve their business and environmental goals with healthy, safe, and sustainable solutions that reduce their carbon footprint and enhance business performance.

Orion is committed to operating responsibly throughout all areas of our organization. Learn more about our sustainability and governance priorities, goals and progress on our website at www.orionlighting.com.

Non-GAAP Measures
In addition to the GAAP results included in this presentation, Orion has also included the non-GAAP measures, EBITDA (earnings before interest, taxes, depreciation and amortization), and Adjusted EBITDA (EBITDA adjusted for stock-based compensation, acquisition related costs, deferred financing costs, restructuring and severance costs, asset impairment and, earnout expenses). The Company has provided these non-GAAP measures to help investors better understand its core operating performance, enhance comparisons of core operating performance from period to period, and allow better comparisons of operating performance to its competitors. Among other things, management uses these non-GAAP measures to evaluate the performance of the business and believes these measurements enable it to make better period-to-period evaluations of the financial performance of core business operations. The non-GAAP measurements are intended only as a supplement to the comparable GAAP measurements and Orion compensates for the limitations inherent in the use of non-GAAP measurements by using GAAP measures in conjunction with the non-GAAP measurements. As a result, investors should consider these non-GAAP measurements in addition to, and not in substitution for or as superior to, measurements of financial performance prepared in accordance with generally accepted accounting principles.

Consistent with Regulation G under the U.S. federal securities laws, the non-GAAP measures in this press release have been reconciled to the nearest GAAP measures, and this reconciliation is located under the heading “Unaudited EBITDA Reconciliation” following the Unaudited Condensed Consolidated Statements of Cash Flows included in this press release.

Safe Harbor Statement
Certain matters discussed in this press release are "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements may generally be identified as such because the context of such statements will include words such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "will," "would" or words of similar import. Similarly, statements that describe our future outlook, plans, expectations, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties that could cause results to differ materially from those expected, including, but not limited to, the following: (i) our existing liquidity and capital resources may not be sufficient to allow us to fund or sustain our working capital requirements or pay our contractual or debt obligations; (ii) our payment of our remaining Voltrek acquisition earnout obligations may involve either payments in cash or our issuance of our common stock, which could materially affect our liquidity and/or result in significant dilution to our shareholders; (iii) the amount of our remaining Voltrek acquisition earnout is subject to resolution by an independent accounting firm, and such finally determined earnout amount may exceed our current accrued liability for such earnout amount and could materially affect our liquidity; (iv) we may need to raise additional equity capital or subordinated or convertible debt to provide us with additional liquidity and capital resources to help fund our operations, pay our senior debt obligations and pay our remaining Voltrek earnout obligations; (v) over the past several years, we have incurred substantial net losses and negative cash flow, and if these trends continue, our liquidity and financial condition will be further materially adversely affected; (vi) we are experiencing ongoing increasing pressures to reduce the selling price of our lighting products and incur the related negative impact on our gross margins, driven largely by the ongoing increase in competition from foreign competitors; (vii) if we are unable to comply with NASDAQ’s minimum bid price requirement, including by effecting a reverse stock split, prior to September 15, 2025, our common stock may be delisted from NASDAQ; (viii) a reverse stock split may result in decreased trading volume and liquidity for our shares; (ix) our ability to achieve our budgeted fiscal 2026 revenue expectations, and related public fiscal 2026 revenue guidance, will have a significant impact on our cash flow and stock price and ability to fund our operations and satisfy our debt obligations; (x) government tariffs and other actions have adversely affected, and may continue to adversely affect, our business, resulting in increased costs and reduced gross margins; (xi) the reduction or elimination of incentives from the United States government for investments in electric vehicle (“EV”) charging infrastructure may reduce demand for public EV charging products, in addition to reducing overall demand for EVs; (xii) we do not have major sources of recurring revenue, and we depend upon a limited number of customers in any given period to generate a substantial portion of our revenue. The reduction of revenue from our most significant customer over the past several fiscal years has had, and the potential future loss of other significant customers or a major customer would likely have, a materially adverse effect on our results of operations, financial condition and cash flows; (xiii) the reduction or elimination of investments in, or incentives to adopt, light emitting diode (“LED”) lighting or the elimination of, or changes in, policies, incentives or rebates in certain states or countries that encourage the use of LEDs over some traditional lighting technologies, including due to federal funding restrictions in the United States, could cause the demand for our lighting products to slow; (xiv) we are currently implementing a new ERP system, which will involve substantial cost and potential disruption to our normal operations, and our inability to successfully manage the implementation of our new ERP system could adversely affect our ability to operate our business and otherwise negatively affect our financial reporting and the effectiveness of our internal control over financial reporting; (xv) a substantial portion of our revenues is derived from major project-based retrofit work that is awarded through a competitive bid process. It is generally difficult to predict the timing of projects that will be awarded, which can impact our ability to achieve our expected financial results; (xvi) our continued emphasis on indirect distribution channels to sell our products and services to supplement our direct distribution channels has had limited success to date; (xvii) goodwill and other intangibles acquired through acquisitions could be impacted by our continued net losses and low levels of liquidity, thus resulting in a potential valuation impairment; (xviii) our products use components and raw materials that may be subject to price fluctuations, shortages or interruptions of supply, particularly resulting from tariffs and other trade restrictions; (xix) we increasingly rely on third-party manufacturers for the manufacture and development of our products and product components; (xx) we are subject to the risk of a cybersecurity breach; (xxi) macroeconomic pressures in the markets in which we operate may adversely affect our financial results; (xxii) adverse conditions in the global economy have negatively impacted, and could in the future negatively impact, our customers, suppliers and business; (xxiii) the success of our LED lighting retrofit solutions depends, in part, on our ability to claim market share away from our competitors; and (xxiv) the other risks described in our filings with the Securities and Exchange Commission. Shareholders, potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements made herein are made only as of the date of this press release and we undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. More detailed information about factors that may affect our performance may be found in our filings with the Securities and Exchange Commission, which are available at http://www.sec.gov or at http://investor.oriones.com in the Investor Relations section of our website.

Engage with Us
X@OrionLighting and @OrionLightingIR
StockTwits: @OESX_IR

   
 Investor Relations Contacts  
Per Brodin, CFO Robert Ferri
Orion Energy Systems, Inc.  Robert Ferri Partners
pbrodin@oesx.com (415) 575-1589 or ir@oesx.com


 
ORION ENERGY SYSTEMS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share amounts)
 
    Three Months Ended December 31,     Nine Months Ended December 31,  
    2025     2024     2025     2024  
Product revenue   $ 14,639     $ 14,308     $ 40,964     $ 39,442  
Service revenue     6,450       5,276       19,619       19,409  
Total revenue     21,089       19,584       60,583       58,851  
Cost of product revenue     9,780       9,347       27,379       26,809  
Cost of service revenue     4,802       4,483       14,619       17,541  
Total cost of revenue     14,582       13,830       41,998       44,350  
Gross profit     6,507       5,754       18,585       14,501  
Operating expenses:                        
General and administrative     3,385       3,857       11,487       12,970  
Sales and marketing     2,499       2,859       7,291       8,644  
Research and development     237       287       676       840  
Total operating expenses     6,121       7,003       19,454       22,454  
Income (loss) from operations     386       (1,249 )     (869 )     (7,953 )
Other income (expense):                        
Interest expense     (203 )     (255 )     (652 )     (800 )
Amortization of debt issue costs     (51 )     (49 )     (152 )     (155 )
Royalty income     46       45       49       61  
Interest income           1             1  
Total other expense     (208 )     (258 )     (755 )     (893 )
Income (loss) before income tax     178       (1,507 )     (1,624 )     (8,846 )
Income tax expense     18       1       41       44  
Net income (loss)   $ 160     $ (1,508 )   $ (1,665 )   $ (8,890 )
Basic net income (loss) per share   $ 0.05     $ (0.46 )   $ (0.48 )   $ (2.71 )
Weighted-average common shares outstanding     3,540,765       3,292,332       3,457,481       3,278,711  
Diluted net income (loss) per share   $ 0.04     $ (0.46 )   $ (0.48 )   $ (2.71 )
Weighted-average common shares and share
equivalents outstanding
    3,637,008       3,292,332       3,457,481       3,278,711  


 
ORION ENERGY SYSTEMS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share amounts)
 
    December 31, 2025     March 31, 2025  
Assets            
Cash and cash equivalents   $ 4,721     $ 5,972  
Accounts receivable, net     13,249       12,845  
Revenue earned but not billed     3,611       3,350  
Inventories, net     9,866       11,392  
Prepaid expenses and other current assets     1,356       1,939  
Total current assets     32,803       35,498  
Property and equipment, net     7,367       8,026  
Goodwill     1,484       1,484  
Other intangible assets, net     2,770       3,379  
Other long-term assets     3,827       4,076  
Total assets   $ 48,251     $ 52,463  
Liabilities and Shareholders’ Equity            
Accounts payable   $ 14,522     $ 13,272  
Accrued expenses and other     8,717       12,728  
Deferred revenue, current     190       491  
Current maturities of long-term debt     803       353  
Total current liabilities     24,232       26,844  
Revolving credit facility     5,750       7,000  
Long-term debt, less current maturities     3,291       2,971  
Deferred revenue, long-term     281       337  
Other long-term liabilities     2,858       3,427  
Total liabilities     36,412       40,579  
Commitments and contingencies            
Shareholders’ equity:            
Preferred stock, $0.01 par value: Shares authorized: 30,000,000 at
December 31, 2025 and March 31, 2025; no shares issued and outstanding at December 31, 2025 and March 31, 2025
           
Common stock, no par value: Shares authorized: 20,000,000 at
December 31, 2025 and March 31, 2025; shares issued: 4,314,582 at
December 31, 2025 and 4,247,023 at March 31, 2025; shares outstanding:
3,552,077 at December 31, 2025 and 3,298,389 at March 31, 2025
           
Additional paid-in capital     163,345       163,025  
Treasury stock, common shares: 762,505 at December 31, 2025 and 948,634 at March 31, 2025     (34,948 )     (36,248 )
Accumulated deficit     (116,558 )     (114,893 )
Total shareholders’ equity     11,839       11,884  
Total liabilities and shareholders’ equity   $ 48,251     $ 52,463  


 
ORION ENERGY SYSTEMS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
       
    Nine Months Ended December 31,  
    2025     2024  
Operating activities            
Net loss   $ (1,665 )   $ (8,890 )
Adjustments to reconcile net loss to net cash provided by
operating activities:
           
Depreciation     714       959  
Amortization of intangible assets     612       754  
Stock-based compensation     320       822  
Amortization of debt issue costs     152       155  
Gain on sale of property and equipment           91  
Provision for inventory reserves     339       115  
Provision for credit losses     45       65  
Other     2       197  
Changes in operating assets and liabilities:            
Accounts receivable     (449 )     1,723  
Revenue earned but not billed     (261 )     2,353  
Inventories     1,187       4,462  
Prepaid expenses and other assets     681       1,792  
Accounts payable     1,253       (4,938 )
Accrued expenses and other     (2,165 )     1,668  
Deferred revenue, current and long-term     (358 )     (30 )
Net cash provided by operating activities     407       1,298  
Investing activities            
Purchases of property and equipment     (58 )     (48 )
Additions to patents and licenses     (3 )     (7 )
Proceeds from sale of property and equipment           189  
Net cash (used in) provided by investing activities     (61 )     134  
Financing activities            
Payment of debt     (264 )     (116 )
Proceeds from debt           3,525  
Proceeds from revolving credit facility     1,250        
Payments of revolving credit facility     (2,500 )     (2,500 )
Issuance of treasury stock     300        
Costs incurred related to issuance of subordinated debt     (383 )      
Proceeds from employee equity exercises           1  
Net cash (used in) provided by financing activities     (1,597 )     910  
Net (decrease) increase in cash and cash equivalents     (1,251 )     2,342  
Cash and cash equivalents at beginning of period     5,972       5,155  
Cash and cash equivalents at end of period   $ 4,721     $ 7,497  
Supplemental cash flow information:            
Cash paid for interest   $ 639     $ 772  
Supplemental disclosure of non-cash investing and financing activities:            
Issuance of common stock to Final Frontier, LLC as partial payment of earnout obligation   $ 1,000     $  
Issuance of subordinated debt for earnout obligation   $ 1,388     $  


 
ORION ENERGY SYSTEMS, INC. AND SUBSIDIARIES
UNAUDITED EBITDA RECONCILIATION
(in thousands)
 
    Three Months Ended  
    December 31,
2025
    September 30,
2025
    June 30,
2025
    March 31,
2025
    December 31,
2024
 
Net income (loss)   $ 160     $ (581 )   $ (1,244 )   $ (2,912 )   $ (1,508 )
Interest     203       280       169       220       254  
Taxes     18       10       13       (1 )     1  
Depreciation     206       263       244       385       278  
Amortization of intangible assets     126       247       240       315       259  
Amortization of debt issue costs     51       50       51       51       49  
EBITDA     764       269       (527 )     (1,942 )     (667 )
Stock-based compensation     (3 )     157       166       335       180  
Deferred cost write-off for ATM                       385        
Sign-on bonus                 500              
Restructuring costs                             20  
Severance           25       66       948       20  
Impairment on assets                       20        
Earnout expenses                       480       479  
Adjusted EBITDA     761       451       205       226       32  

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