Amprius Technologies, Inc 8-K/A, filed Nov 16, 2022

Amprius Technologies, Inc. (AMPX)

8-K/A 2022-11-16 For: 2022-09-14

Added on April 07, 2026

About this 8-K/A

Amprius Technologies, Inc filed this 8-K/A on November 16, 2022, reporting on events of September 14, 2022.


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.0001 per share	AMPX	The New York Stock Exchange
Redeemable warrants, each exercisable for one share of common stock at an exercise price of $11.50	AMPX.W	The New York Stock Exchange


Exhibit No.		Description

99.1		Audited financial statements of Legacy Amprius as of and for the years ended December 31, 2021 and December 31, 2020

104		Cover Page Interactive Data File (formatted as Inline XBRL)


	2021			2020
ASSETS
Current assets:
Cash	$	11,489		$	2
Accounts receivable		262			348
Inventories, net		500			517
Prepaid expenses and other current assets		156			86
Deferred costs, current		1,769			238

Total current assets		14,176			1,191
Deferred costs, noncurrent		141			217
Property and equipment, net		4,210			5,251

Total assets	$	18,527		$	6,659


LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Notes payable	$	—		$	743
Accounts payable		426			2,281
Accrued liabilities		1,294			805
Deferred revenue, current		2,363			116
Other liabilities, current		85			—

Total current liabilities		4,168			3,945
Deferred revenue, noncurrent		501			1,545

Total liabilities		4,669			5,490

Commitments and contingencies (Note 11)
Stockholders’ equity⁽¹⁾:
Common stock, $0.0001 par value; 950,000,000 shares authorized; 65,772,001 and 65,742,883 shares issued and outstanding as of December 31, 2021 and 2020, respectively		7			7
Additional paid-in capital		89,252			66,667
Accumulated deficit		(75,401	)		(65,505	)

Total stockholders’ equity		13,858			1,169

Total liabilities and stockholders’ equity	$	18,527		$	6,659


	2021			2020
Revenues	$	2,772		$	4,679
Cost of revenues		7,101			6,695

Gross loss		(4,329	)		(2,016	)

Operating expenses:
Research and development		1,450			1,330
Selling, general and administrative		4,844			4,103

Total operating expenses		6,294			5,433

Loss from operations		(10,623	)		(7,449	)

Other income (expense), net:
Interest expense		—			(5	)
Gain on forgiveness of PPP loan		743			—
Other income (expense), net		(16	)		36

Total other income (expense), net		727			31

Net loss	$	(9,896	)	$	(7,418	)

Weighted-average common shares outstanding⁽¹⁾:
Basic and diluted		65,764,502			65,693,821

Net loss per share of common stock⁽¹⁾:
Basic and diluted	$	(0.15	)	$	(0.11	)


	Common Stock				Additional Paid-in Capital			Accumulated Deficit			Total Stockholders’ Equity
	Shares		Amount		Additional Paid-in Capital			Accumulated Deficit			Total Stockholders’ Equity
Balance as of January 1, 2020		45,106,145	$	1	$	61,761		$	(58,087	)	$	3,675
Retroactive application of business combination (Note 1)		20,563,943		6		(6	)		—			—
Balance as of January 1, 2020, as adjusted (Note 1)		65,670,088		7		61,755			(58,087	)		3,675
Contributed capital from Parent		—		—		4,826			—			4,826
Exercise of common stock options		72,795		—		4			—			4
Stock-based compensation		—		—		42			—			42
Contribution from Parent related to stock-based compensation		—		—		40			—			40
Net loss		—		—		—			(7,418	)		(7,418	)

Balance as of December 31, 2020		65,742,883		7		66,667			(65,505	)		1,169
Contributed capital from Parent		—		—		20,111			—			20,111
Exercise of common stock options		29,118		—		1			—			1
Stock-based compensation		—		—		1,000			—			1,000
Contribution from Parent related to stock-based compensation		—		—		1,473			—			1,473
Net Loss		—		—		—			(9,896	)		(9,896	)

Balance as of December 31, 2021		65,772,001	$	7	$	89,252		$	(75,401	)	$	13,858


	2021			2020
Cash flows from operating activities:
Net loss	$	(9,896	)	$	(7,418	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation		1,441			1,236
Provision for inventory reserve		75			58
Stock-based compensation expense		2,473			82
Loss from disposal of property and equipment		158			—
Gain on forgiveness of PPP loan		(743	)		—
Changes in operating assets and liabilities:
Accounts receivable		86			(26	)
Inventories		(58	)		(135	)
Prepaid expenses and other current assets		(70	)		(42	)
Deferred costs		(1,455	)		(26	)
Accounts payable		(1,804	)		1,840
Accrued liabilities		489			(684	)
Deferred revenue		1,203			71
Other liabilities, current		85			—

Net cash used in operating activities		(8,016	)		(5,044	)

Cash flows from investing activities:
Purchase of property and equipment		(609	)		(527	)

Net cash used in investing activities		(609	)		(527	)

Cash flows from financing activities:
Proceeds from exercise of employee stock options		1			4
Capital contributions from parent		20,111			4,826
Proceeds from notes payable		—			743

Net cash provided by financing activities		20,112			5,573

Net increase in cash and cash equivalents		11,487			2
Cash, beginning of year		2			—

Cash, end of year	$	11,489		$	2

Supplemental disclosures of cash flow information:
Cash paid for income taxes	$	—		$	—

Supplemental disclosure of non-cash investing and financing information:
Property and equipment accrued but unpaid	$	51		$	115


Pilot production equipment		4-7 years
Lab equipment		4 years
Computers and software		4 years
Furniture and fixtures		5 years
Leasehold improvements		Lesser of their useful lives or the term of the lease


	2021			2020
Deferred revenue, beginning of period	$	1,661		$	1,591
Unconditional rights to invoice but not yet		1,770			1,076
Revenue recognized from prior period deferred		(567	)		(1,006	)

Deferred revenue, end of period	$	2,864		$	1,661


	Shares Available for Grant			Outstanding Stock Options			Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Life (Years)		Average Intrinsic Value
Balance as of January 1, 2020		1,927,978			8,558,849		$	0.48		3.82	$	11,137
Options granted		(1,393,713	)		1,393,713			1.73		—		—
Options exercised		—			(3,000	)		0.03		—		1
Options expired		1,475,713			(1,475,713	)		0.10		—		—

Balance as of December 31, 2020		2,009,978			8,473,849			0.75		4.52		14,068

Options granted		(3,609,610	)		3,609,610			2.43		—		—
Options exercised		—			(51,291	)		0.28		—		28
Options expired		1,975,178			(1,975,178	)		0.28		—		—

Balance as of December 31, 2021		375,546			10,056,990		$	1.49		6.53	$	10,995

Options vested and exercisable as of December 31, 2021					9,327,678		$	1.46		6.35	$	10,401

Options vested and expected to vest as of December 31, 2021					10,056,990		$	1.49		6.53	$	10,995


	2021			2020
Numerator:
Net loss	$	(9,896	)	$	(7,418	)

Denominator:
Weighted-average number of common shares outstanding⁽¹⁾		65,764,502			65,693,821

Basic and diluted net loss per common share⁽¹⁾	$	(0.15	)	$	(0.11	)


	2021			2020
Deferred tax assets:
Net operating loss carryforwards	$	17,646		$	16,296
Accruals, reserves and others		757			198
Tax credits		1,900			1,807
Capitalized R&D		479			—

Total deferred tax assets		20,782			18,301

Deferred tax liabilities:
Property and equipment		(85	)		(323	)

Total deferred tax liabilities		(85	)		(323	)

Less: valuation allowance		20,697			17,978

Net deferred taxes	$	—		$	—


	Amount		Expiration Years
Net operating losses, federal (Post December 31, 2017)	$	24,759		Do Not Expire
Net operating losses, federal (Pre January 1, 2018)	$	38,999		2028-2037
Net operating losses, state	$	60,962		2029-2041
Tax credits, federal	$	1,396		2034-2041
Tax credits, state	$	1,440		N/A


January 1, 2020	$	648
Additions based on tax positions related to 2020		26
Additions for tax positions of prior years		—

December 31, 2020		674

Additions based on tax positions related to 2021		35
Additions for tax positions of prior years		—

December 31, 2021	$	709