UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): |
(Exact name of Registrant as Specified in Its Charter)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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.
Item 2.02 Results of Operations and Financial Condition.
On March 13, 2024, FTC Solar, Inc. (the "Company") issued a press release regarding its financial results for the fourth quarter ended December 31, 2023. A copy of the Company's press release is furnished herewith as Exhibit 99.1.
The information furnished in this Current Report under this Item 2.02 and the exhibit furnished herewith shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
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Description |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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FTC SOLAR, INC. |
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Date: |
March 13, 2024 |
By: |
/s/ Cathy Behnen |
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Cathy Behnen, |
Exhibit 99.1
FTC Solar Announces Fourth Quarter 2023 Financial Results
Fourth Quarter Highlights and Recent Developments
AUSTIN, Texas — March 13, 2024– FTC Solar, Inc. (Nasdaq: FTCI), a leading provider of solar tracker systems, software and engineering services, today announced financial results for the fourth quarter ended December 31, 2023.
Fourth Quarter Results
“The company's fourth-quarter results were in line with our targets,” said Shaker Sadasivam, Chairman of the Board of FTC Solar. “Along with those results, the company is making good progress advancing key initiatives that will support the company’s future growth and profitability. These include:
“As it relates to our CEO succession plan, we have begun searching for our next CEO and have seen great interest. The Board is focusing the processes on highly qualified candidates both within the industry and adjacent industries to identify a CEO capable of leading the company for a long tenure. We have a shortlist of excellent candidates and will plan to name a successor at the appropriate time when the process has concluded.”
Approximately $213 million has been added to backlog1 since November 8, with total backlog now standing at approximately $1.7 billion.
Summary Financial Performance: Q4 2023 compared to Q4 2022
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U.S. GAAP |
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Non-GAAP |
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Three months ended December 31, |
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(in thousands, except per share data) |
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2023 |
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2022 |
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2023 |
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2022 |
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Revenue |
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$ |
23,201 |
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$ |
26,220 |
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$ |
23,201 |
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$ |
26,220 |
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Gross margin percentage |
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3.0 |
% |
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(7.3 |
%) |
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4.8 |
% |
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(3.4 |
%) |
Total operating expenses |
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$ |
12,428 |
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$ |
17,947 |
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$ |
10,848 |
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$ |
9,971 |
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Loss from operations(a) |
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$ |
(11,736 |
) |
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$ |
(19,861 |
) |
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$ |
(10,050 |
) |
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$ |
(10,976 |
) |
Net loss |
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$ |
(11,177 |
) |
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$ |
(20,501 |
) |
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$ |
(9,657 |
) |
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$ |
(11,499 |
) |
Diluted loss per share |
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$ |
(0.09 |
) |
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$ |
(0.20 |
) |
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$ |
(0.08 |
) |
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$ |
(0.11 |
) |
(a) Adjusted EBITDA for Non-GAAP
Total fourth-quarter revenue was $23.2 million, coming in at the mid-point of our target range. This revenue level represents a decrease of 24.1% compared to the prior quarter, on both lower product and logistics volumes. Compared to the year-earlier quarter, revenue decreased 11.5%, driven by lower logistics volumes.
GAAP gross profit was $0.7 million, or 3.0% of revenue, compared to gross profit of $3.4 million, or 11.1% of revenue, in the prior quarter. Non-GAAP gross profit was $1.1 million or 4.8% of revenue. The result for this quarter compares to a non-GAAP gross loss of $0.9 million in the prior-year period, with the difference driven primarily by significantly improved product direct margins and lower warranty, retrofit and other indirect costs.
GAAP operating expenses were $12.4 million. On a non-GAAP basis, excluding stock-based compensation and certain other costs, operating expenses were $10.8 million. This result compares to operating expenses of $10.0 million in the year-ago quarter.
GAAP net loss was $11.2 million or $0.09 per share, compared to a loss of $16.9 million or $0.14 per share in the prior quarter and a net loss of $20.5 million or $0.20 per share in the year-ago quarter. Adjusted EBITDA loss, which excludes approximately $1.1 million, including stock-based compensation expense and other non-cash items, was $10.1 million, compared to losses of $9.7 million in the prior quarter and $11.0 million in the year-ago quarter.
Outlook
We expect first quarter 2024 revenue to be down from the fourth quarter and represent the trough in revenue for the year. Beyond the first quarter, we expect to see continued sequential revenue growth for the remainder of the year, with revenue being weighted toward the second half of the year. We expect to approximate breakeven on an Adjusted EBITDA basis in the third quarter and be profitable in the fourth quarter.
(in millions) |
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4Q'23 |
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4Q'23 |
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1Q'24 |
Revenue |
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$18.0 – $28.0 |
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$23.2 |
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$10.0 – $15.0 |
Non-GAAP Gross Profit |
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$(1.3) – $2.0 |
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$1.1 |
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$(3.8) – $(1.8) |
Non-GAAP Gross Margin |
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(7%) – 7% |
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4.8% |
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(38%) – (12%) |
Non-GAAP operating expenses |
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$10 – $11 |
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$10.8 |
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$8.0 – $8.9 |
Non-GAAP adjusted EBITDA |
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$(13.0) – $(2.5) |
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$(10.1) |
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$(12.6) – $(9.8) |
Fourth Quarter 2023 Earnings Conference Call
FTC Solar’s senior management will host a conference call for members of the investment community at 5:00 p.m. E.T. today, during which the company will discuss its fourth quarter results, its outlook and other business items. This call will be webcast and can be accessed within the Investor Relations section of FTC Solar's website at investor.ftcsolar.com. A replay of the conference call will also be available on the website for 30 days following the webcast.
About FTC Solar Inc.
Founded in 2017 by a group of renewable energy industry veterans, FTC Solar is a leading provider of solar tracker systems, technology, software, and engineering services. Solar trackers significantly increase energy production at solar power installations by dynamically optimizing solar panel orientation to the sun. FTC Solar’s innovative tracker designs provide compelling performance and reliability, with an industry-leading installation cost-per-watt advantage.
Footnotes
1. The term ‘backlog’ or ‘contracted and awarded’ refers to the combination of our executed contracts and awarded orders, which are orders that have been documented and signed through a contract, where we are in the process of documenting a contract but for which a contract has not yet been signed, or that have been awarded in writing or verbally with a mutual understanding that the order will be contracted in the future. In the case of certain projects, including those that are scheduled for delivery on later dates, we have not locked in binding pricing with customers, and we instead use estimated average selling price to calculate the revenue included in our contracted and awarded orders for such projects. Actual revenue for these projects could differ once contracts with binding pricing are executed, and there is also a risk that a contract may never be executed for an awarded but uncontracted project, or that a contract may be executed for an awarded but uncontracted project at a date that is later than anticipated, or that a contract once executed may be subsequently amended, supplemented, rescinded, cancelled or breached, including in a manner that impacts the timing and amounts of payments due thereunder, thus reducing anticipated revenues. Please refer to our SEC filings, including our Form 10-K, for more information on our contracted and awarded orders, including risk factors.
Forward-Looking Statements
This press release contains forward looking statements. These statements are not historical facts but rather are based on our current expectations and projections regarding our business, operations and other factors relating thereto. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates” and similar expressions are used to identify these forward-looking statements. These statements are only predictions and as such are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. You should not rely on our forward-looking statements as predictions of future events, as actual results may differ materially from those in the forward-looking statements because of several factors, including those described in more detail above and in our filings with the U.S. Securities and Exchange Commission, including the section entitled “Risk Factors” contained therein. FTC Solar undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events or changes in its expectations, except as required by law.
FTC Solar Investor Contact:
Bill Michalek
Vice President, Investor Relations
FTC Solar
T: (737) 241-8618
E: IR@FTCSolar.com
# # #
FTC Solar, Inc.
Condensed Consolidated Statements of Comprehensive Loss
(unaudited)
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Three months ended December 31, |
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Year ended December 31, |
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(in thousands, except shares and per share data) |
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2023 |
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2022 |
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2023 |
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2022 |
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Revenue: |
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Product |
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$ |
20,945 |
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$ |
20,083 |
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$ |
101,872 |
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$ |
63,760 |
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Service |
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2,256 |
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6,137 |
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25,130 |
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59,306 |
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Total revenue |
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23,201 |
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26,220 |
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127,002 |
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123,066 |
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Cost of revenue: |
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Product |
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19,620 |
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21,966 |
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93,314 |
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84,766 |
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Service |
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2,889 |
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6,168 |
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25,381 |
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65,528 |
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Total cost of revenue |
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22,509 |
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28,134 |
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118,695 |
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150,294 |
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Gross profit (loss) |
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692 |
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(1,914 |
) |
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8,307 |
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(27,228 |
) |
Operating expenses |
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Research and development |
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1,450 |
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2,411 |
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7,166 |
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9,949 |
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Selling and marketing |
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4,924 |
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1,766 |
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14,811 |
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8,659 |
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General and administrative |
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6,054 |
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13,770 |
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37,107 |
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53,736 |
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Total operating expenses |
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12,428 |
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17,947 |
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59,084 |
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72,344 |
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Loss from operations |
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(11,736 |
) |
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(19,861 |
) |
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(50,777 |
) |
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(99,572 |
) |
Interest expense, net |
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(59 |
) |
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(96 |
) |
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(253 |
) |
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(978 |
) |
Gain from disposal of investment in unconsolidated subsidiary |
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421 |
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— |
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1,319 |
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1,745 |
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Other income (expense), net |
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8 |
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(124 |
) |
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(257 |
) |
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(373 |
) |
Loss from unconsolidated subsidiary |
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(324 |
) |
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— |
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(660 |
) |
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— |
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Loss before income taxes |
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(11,690 |
) |
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(20,081 |
) |
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(50,628 |
) |
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(99,178 |
) |
(Provision for) benefit from income taxes |
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513 |
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(420 |
) |
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338 |
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(435 |
) |
Net loss |
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(11,177 |
) |
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(20,501 |
) |
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(50,290 |
) |
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(99,613 |
) |
Other comprehensive income (loss): |
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Foreign currency translation adjustments |
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219 |
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289 |
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(232 |
) |
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(68 |
) |
Comprehensive loss |
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$ |
(10,958 |
) |
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$ |
(20,212 |
) |
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$ |
(50,522 |
) |
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$ |
(99,681 |
) |
Net loss per share: |
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||||
Basic and diluted |
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$ |
(0.09 |
) |
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$ |
(0.20 |
) |
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$ |
(0.44 |
) |
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$ |
(0.98 |
) |
Weighted-average common shares outstanding: |
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Basic and diluted |
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125,107,426 |
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103,869,160 |
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115,546,150 |
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101,408,263 |
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FTC Solar, Inc.
Condensed Consolidated Balance Sheets
(unaudited)
(in thousands, except shares and per share data) |
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December 31, 2023 |
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December 31, 2022 |
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ASSETS |
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Current assets |
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Cash and cash equivalents |
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$ |
25,235 |
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$ |
44,385 |
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Accounts receivable, net |
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65,279 |
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49,052 |
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Inventories |
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3,905 |
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14,949 |
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Prepaid and other current assets |
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14,089 |
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|
10,304 |
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Total current assets |
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108,508 |
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|
118,690 |
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Operating lease right-of-use assets |
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1,819 |
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1,154 |
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Property and equipment, net |
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1,823 |
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|
1,702 |
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Intangible assets, net |
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|
542 |
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|
1,113 |
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Goodwill |
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|
7,353 |
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|
7,538 |
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Equity method investment |
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|
240 |
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|
— |
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Other assets |
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|
2,785 |
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|
4,201 |
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Total assets |
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$ |
123,070 |
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$ |
134,398 |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current liabilities |
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Accounts payable |
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$ |
7,979 |
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$ |
15,801 |
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Accrued expenses |
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34,848 |
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|
23,896 |
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Income taxes payable |
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|
88 |
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|
443 |
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Deferred revenue |
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3,612 |
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|
11,316 |
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Other current liabilities |
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|
8,138 |
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|
8,884 |
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Total current liabilities |
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54,665 |
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|
60,340 |
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Operating lease liability, net of current portion |
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|
1,124 |
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|
786 |
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Other non-current liabilities |
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|
4,810 |
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|
6,822 |
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Total liabilities |
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60,599 |
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|
67,948 |
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Commitments and contingencies |
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Stockholders’ equity |
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Preferred stock par value of $0.0001 per share, 10,000,000 shares authorized; none issued as of December 31, 2023 and December 31, 2022 |
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— |
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— |
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Common stock par value of $0.0001 per share, 850,000,000 shares authorized; 125,445,325 and 105,032,588 shares issued and outstanding as of December 31, 2023 and December 31, 2022 |
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13 |
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|
11 |
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Treasury stock, at cost; 10,762,566 shares as of December 31, 2023 and December 31, 2022 |
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— |
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— |
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Additional paid-in capital |
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361,886 |
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|
315,345 |
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Accumulated other comprehensive loss |
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(293 |
) |
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(61 |
) |
Accumulated deficit |
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(299,135 |
) |
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(248,845 |
) |
Total stockholders’ equity |
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|
62,471 |
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|
66,450 |
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Total liabilities and stockholders’ equity |
|
$ |
123,070 |
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$ |
134,398 |
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FTC Solar, Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited)
|
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Year ended December 31, |
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(in thousands) |
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2023 |
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2022 |
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Cash flows from operating activities |
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Net loss |
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$ |
(50,290 |
) |
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$ |
(99,613 |
) |
Adjustments to reconcile net loss to cash used in operating activities: |
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Stock-based compensation |
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|
8,295 |
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|
20,303 |
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Depreciation and amortization |
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|
1,375 |
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|
900 |
|
(Gain) loss from sale of property and equipment |
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(2 |
) |
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|
183 |
|
Amortization of debt issue costs |
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|
709 |
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|
|
703 |
|
Provision for litigation settlement |
|
|
— |
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|
|
4,493 |
|
Provision for obsolete and slow-moving inventory |
|
|
706 |
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|
|
1,813 |
|
Loss from unconsolidated subsidiary |
|
|
660 |
|
|
|
— |
|
Gain from disposal of investment in unconsolidated subsidiary |
|
|
(1,319 |
) |
|
|
(1,745 |
) |
Gain on extinguishment of debt |
|
|
— |
|
|
|
— |
|
Warranty and remediation provisions |
|
|
4,310 |
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|
8,228 |
|
Warranty recoverable from manufacturer |
|
|
90 |
|
|
|
(302 |
) |
Credit losses and bad debt expense |
|
|
7,373 |
|
|
|
1,159 |
|
Deferred income taxes |
|
|
138 |
|
|
|
(135 |
) |
Lease expense and other |
|
|
996 |
|
|
|
705 |
|
Impact on cash from changes in operating assets and liabilities: |
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|
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|
|
|
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Accounts receivable |
|
|
(23,600 |
) |
|
|
57,337 |
|
Inventories |
|
|
10,338 |
|
|
|
(7,902 |
) |
Prepaid and other current assets |
|
|
(3,681 |
) |
|
|
7,189 |
|
Other assets |
|
|
383 |
|
|
|
(1,019 |
) |
Accounts payable |
|
|
(7,960 |
) |
|
|
(22,940 |
) |
Accruals and other current liabilities |
|
|
10,582 |
|
|
|
(32,670 |
) |
Deferred revenue |
|
|
(7,704 |
) |
|
|
9,895 |
|
Other non-current liabilities |
|
|
(3,083 |
) |
|
|
(599 |
) |
Lease payments and other, net |
|
|
(972 |
) |
|
|
(493 |
) |
Net cash used in operations |
|
|
(52,656 |
) |
|
|
(54,510 |
) |
Cash flows from investing activities: |
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|
|
|
|
|
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Purchases of property and equipment |
|
|
(816 |
) |
|
|
(985 |
) |
Proceeds from sale of property and equipment |
|
|
— |
|
|
|
86 |
|
Equity method investment in Alpha Steel |
|
|
(900 |
) |
|
|
— |
|
Acquisitions, net of cash acquired |
|
|
— |
|
|
|
(5,093 |
) |
Proceeds from disposal of investment in unconsolidated subsidiary |
|
|
1,319 |
|
|
|
1,745 |
|
Net cash provided by (used in) investing activities |
|
|
(397 |
) |
|
|
(4,247 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
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Sale of common stock |
|
|
34,007 |
|
|
|
— |
|
Stock offering costs paid |
|
|
(283 |
) |
|
|
— |
|
Proceeds from stock option exercises |
|
|
226 |
|
|
|
903 |
|
Net cash provided by financing activities |
|
|
33,950 |
|
|
|
903 |
|
Effect of exchange rate changes on cash and cash equivalents |
|
|
(47 |
) |
|
|
54 |
|
Decrease in cash and cash equivalents |
|
|
(19,150 |
) |
|
|
(57,800 |
) |
Cash and cash equivalents at beginning of period |
|
|
44,385 |
|
|
|
102,185 |
|
Cash and cash equivalents at end of period |
|
$ |
25,235 |
|
|
$ |
44,385 |
|
Notes to Reconciliations of Non-GAAP Financial Measures to Nearest Comparable GAAP Measures
We present Non-GAAP gross profit (loss), Non-GAAP operating expense, Adjusted EBITDA, Adjusted Net Loss and Adjusted EPS as supplemental measures of our performance. We define Adjusted EBITDA as net loss plus (i) provision for (benefit from) income taxes, (ii) interest expense, net (iii) depreciation expense, (iv) amortization of intangibles, (v) stock-based compensation, and (vi) non-routine legal fees, severance and certain other costs (credits). We also deduct the contingent gains from the disposal of our investment in an unconsolidated subsidiary from net loss in arriving at Adjusted EBITDA. We define Adjusted Net Loss as net loss plus (i) amortization of debt issue costs and intangibles, (ii) stock-based compensation, (iii) non-routine legal fees, severance and certain other costs (credits), and (iv) the income tax expense (benefit) of those adjustments, if any. We also deduct the contingent gains from the disposal of our investment in an unconsolidated subsidiary from net loss in arriving at Adjusted Net Loss. Adjusted EPS is defined as Adjusted Net Loss on a per share basis using our weighted average diluted shares outstanding.
Non-GAAP gross profit (loss), Non-GAAP operating expense, Adjusted EBITDA, Adjusted Net Loss and Adjusted EPS are intended as supplemental measures of performance that are neither required by, nor presented in accordance with, U.S. generally accepted accounting principles (“GAAP”). We present these non-GAAP measures, many of which are commonly used by investors and analysts, because we believe they assist those investors and analysts in comparing our performance across reporting periods on an ongoing basis by excluding items that we do not believe are indicative of our core operating performance. In addition, we use Adjusted EBITDA, Adjusted Net Loss and Adjusted EPS to evaluate the effectiveness of our business strategies.
Non-GAAP gross profit (loss), Non-GAAP operating expense, Adjusted EBITDA, Adjusted Net Loss and Adjusted EPS should not be considered in isolation or as substitutes for performance measures calculated in accordance with GAAP, and you should not rely on any single financial measure to evaluate our business. These Non-GAAP financial measures, when presented, are reconciled to the most closely applicable GAAP measure as disclosed below.
The following table reconciles Non-GAAP gross profit (loss) to the most closely related GAAP measure for the three and twelve months ended December 31, 2023 and 2022, respectively:
|
|
Three months ended December 31, |
|
|
Year ended December 31, |
|
||||||||||
(in thousands, except percentages) |
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
U.S. GAAP revenue |
|
$ |
23,201 |
|
|
$ |
26,220 |
|
|
$ |
127,002 |
|
|
$ |
123,066 |
|
U.S. GAAP gross profit (loss) |
|
$ |
692 |
|
|
$ |
(1,914 |
) |
|
$ |
8,307 |
|
|
$ |
(27,228 |
) |
Depreciation expense |
|
|
139 |
|
|
|
117 |
|
|
|
478 |
|
|
|
389 |
|
Stock-based compensation |
|
|
283 |
|
|
|
771 |
|
|
|
1,596 |
|
|
|
3,292 |
|
Severance |
|
|
— |
|
|
|
145 |
|
|
|
252 |
|
|
|
145 |
|
Other costs |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
102 |
|
Non-GAAP gross profit (loss) |
|
$ |
1,114 |
|
|
$ |
(881 |
) |
|
$ |
10,633 |
|
|
$ |
(23,300 |
) |
Non-GAAP gross margin percentage |
|
|
4.8 |
% |
|
|
(3.4 |
%) |
|
|
8.4 |
% |
|
|
(18.9 |
%) |
The following table reconciles Non-GAAP operating expenses to the most closely related GAAP measure for the three and twelve months ended December 31, 2023 and 2022, respectively:
|
|
Three months ended December 31, |
|
|
Year ended December 31, |
|
||||||||||
(in thousands) |
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
U.S. GAAP operating expenses |
|
$ |
12,428 |
|
|
$ |
17,947 |
|
|
$ |
59,084 |
|
|
$ |
72,344 |
|
Depreciation expense |
|
|
(99 |
) |
|
|
(67 |
) |
|
|
(355 |
) |
|
|
(242 |
) |
Amortization expense |
|
|
(133 |
) |
|
|
(134 |
) |
|
|
(542 |
) |
|
|
(269 |
) |
Stock-based compensation |
|
|
1,032 |
|
|
|
(4,277 |
) |
|
|
(6,699 |
) |
|
|
(17,011 |
) |
Non-routine legal fees |
|
|
(33 |
) |
|
|
(2,753 |
) |
|
|
(214 |
) |
|
|
(8,495 |
) |
Severance |
|
|
(2,347 |
) |
|
|
(296 |
) |
|
|
(4,170 |
) |
|
|
(1,333 |
) |
Other (costs) credits |
|
|
— |
|
|
|
(449 |
) |
|
|
(3,241 |
) |
|
|
(2,251 |
) |
Non-GAAP operating expenses |
|
$ |
10,848 |
|
|
$ |
9,971 |
|
|
$ |
43,863 |
|
|
$ |
42,743 |
|
The following table reconciles Non-GAAP Adjusted EBITDA to the related GAAP measure of loss from operations for the three and twelve months ended December 31, 2023 and 2022, respectively:
|
|
Three months ended December 31, |
|
|
Year ended December 31, |
|
||||||||||
(in thousands) |
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
U.S. GAAP loss from operations |
|
$ |
(11,736 |
) |
|
$ |
(19,861 |
) |
|
$ |
(50,777 |
) |
|
$ |
(99,572 |
) |
Depreciation expense |
|
|
238 |
|
|
|
184 |
|
|
|
833 |
|
|
|
631 |
|
Amortization expense |
|
|
133 |
|
|
|
134 |
|
|
|
542 |
|
|
|
269 |
|
Stock-based compensation |
|
|
(749 |
) |
|
|
5,048 |
|
|
|
8,295 |
|
|
|
20,303 |
|
Non-routine legal fees |
|
|
33 |
|
|
|
2,753 |
|
|
|
214 |
|
|
|
8,495 |
|
Severance |
|
|
2,347 |
|
|
|
441 |
|
|
|
4,422 |
|
|
|
1,478 |
|
Other costs |
|
|
— |
|
|
|
449 |
|
|
|
3,241 |
|
|
|
2,353 |
|
Other income (expense), net |
|
|
8 |
|
|
|
(124 |
) |
|
|
(257 |
) |
|
|
(373 |
) |
Loss from unconsolidated subsidiary |
|
|
(324 |
) |
|
|
— |
|
|
|
(660 |
) |
|
|
— |
|
Adjusted EBITDA |
|
$ |
(10,050 |
) |
|
$ |
(10,976 |
) |
|
$ |
(34,147 |
) |
|
$ |
(66,416 |
) |
The following table reconciles Non-GAAP Adjusted EBITDA and Adjusted Net Loss to the related GAAP measure of net loss for the three months ended December 31, 2023 and 2022, respectively:
|
|
Three months ended December 31, |
|
|||||||||||||
|
|
2023 |
|
|
2022 |
|
||||||||||
(in thousands, except shares and per share data) |
|
Adjusted EBITDA |
|
|
Adjusted Net Loss |
|
|
Adjusted EBITDA |
|
|
Adjusted Net Loss |
|
||||
Net loss per U.S. GAAP |
|
$ |
(11,177 |
) |
|
$ |
(11,177 |
) |
|
$ |
(20,501 |
) |
|
$ |
(20,501 |
) |
Reconciling items - |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Provision for (benefit from) income taxes |
|
|
(513 |
) |
|
|
— |
|
|
|
420 |
|
|
|
— |
|
Interest expense, net |
|
|
59 |
|
|
|
— |
|
|
|
96 |
|
|
|
— |
|
Amortization of debt issue costs in interest expense |
|
|
— |
|
|
|
177 |
|
|
|
— |
|
|
|
177 |
|
Depreciation expense |
|
|
238 |
|
|
|
— |
|
|
|
184 |
|
|
|
— |
|
Amortization of intangibles |
|
|
133 |
|
|
|
133 |
|
|
|
134 |
|
|
|
134 |
|
Stock-based compensation |
|
|
(749 |
) |
|
|
(749 |
) |
|
|
5,048 |
|
|
|
5,048 |
|
Gain from disposal of investment in unconsolidated subsidiary(a) |
|
|
(421 |
) |
|
|
(421 |
) |
|
|
— |
|
|
|
— |
|
Non-routine legal fees(b) |
|
|
33 |
|
|
|
33 |
|
|
|
2,753 |
|
|
|
2,753 |
|
Severance(c) |
|
|
2,347 |
|
|
|
2,347 |
|
|
|
441 |
|
|
|
441 |
|
Other costs(d) |
|
|
— |
|
|
|
— |
|
|
|
449 |
|
|
|
449 |
|
Adjusted Non-GAAP amounts |
|
$ |
(10,050 |
) |
|
$ |
(9,657 |
) |
|
$ |
(10,976 |
) |
|
$ |
(11,499 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Adjusted Non-GAAP net loss per share (Adjusted EPS): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic and diluted |
|
N/A |
|
|
$ |
(0.08 |
) |
|
N/A |
|
|
$ |
(0.11 |
) |
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average common shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic and diluted |
|
N/A |
|
|
|
125,107,426 |
|
|
N/A |
|
|
|
103,869,160 |
|
||
(a) |
Our management excludes the gain from collections of contingent contractual amounts from the sale in 2021 of our investment in an unconsolidated subsidiary. |
(b) |
Non-routine legal fees represent legal fees and other costs incurred for specific matters that were not ordinary or routine to the operations of the business. |
(c) |
Severance costs were incurred in 2023 and 2022 due to restructuring changes involving executive turnover and a headcount reduction event. |
(d) |
Other costs in 2022 included the write-off of deferred costs relating to certain uncompleted transactions. |