8-K
AvePoint, Inc. (AVPT)
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August11, 2022
AVEPOINT, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-39048 | 83-4461709 |
|---|---|---|
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
525 Washington Boulevard Suite 1400
Jersey City, New Jersey 07310
(Address of Principal Executive Offices) (Zip Code)
(201) 793-1111
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.0001 per share | AVPT | The Nasdaq Global Select Market |
| Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share | AVPTW | The Nasdaq Global Select Market |
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 August 11, 2022, AvePoint, Inc. issued a press release (the “AvePoint PR”) announcing its financial results for the quarter ended June 30, 2022. The AvePoint Press Release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K.
The information under Item 2.02 in this Current Report on Form 8-K, and the related information in the exhibit attached hereto as Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed 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 filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release, dated August 11, 2022, reporting AvePoint, Inc.’s financial results for the quarter ending June 30, 2022 (furnished pursuant to Item 2.02 of Form 8-K) |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| AvePoint, Inc. | ||
|---|---|---|
| Date: August 11, 2022 | By: | /s/ BRIAN MICHAEL BROWN |
| Brian Michael Brown | ||
| Chief Legal and Compliance Officer | ||
| Date: August 11, 2022 | By: | /s/ JAMES CACI |
| James Caci | ||
| Chief Financial Officer |
EdgarFiling EXHIBIT 99.1
AvePoint Announces Second Quarter 2022 Financial Results
Second quarter SaaS revenue of $27.6 million, representing 34% year-over-year growth, 43% adjusted for constant currency Second quarter total revenue of $55.7 million, representing 23% year-over-year growth, 31% adjusted for constant currency Total ARR of $178.2 million, representing 28% year-over-year growth, 29% adjusted for FX impact
JERSEY CITY, N.J., Aug. 11, 2022 (GLOBE NEWSWIRE) -- AvePoint (NASDAQ: AVPT), the most advanced SaaS and data management platform provider, today announced financial results for the second quarter ended June 30, 2022.
“Q2 was yet another quarter of solid execution with strong results demonstrating the durability of our business in a challenging macro environment,” said Dr. Tianyi Jiang (TJ), CEO and Co-Founder of AvePoint. “Technology plays an important role for organizations across every sector and yet the continual complex nature of SaaS environments comes with inherent challenges. Solving these challenges continues to be a top priority for our customers who understand how our solutions can secure their digital collaboration data, sustain connections between people, ensure business continuity and provide a clear and measurable ROI.”
Second Quarter 2022 Financial Highlights
- Revenue: Total revenue for the second quarter of 2022 was $55.7 million, up 23% from the second quarter of 2021 and up 31% year over year on a constant currency basis. Within total revenue, SaaS revenue was $27.6 million, up 34% from the second quarter of 2021 and up 43% year over year on a constant currency basis.
- Gross Profit: Gross profit for the second quarter of 2022 was $40.3 million, compared to $33.6 million for the second quarter of 2021. Gross margin for the second quarter of 2022 was 72.3%, compared to 74.2% for the second quarter of 2021. Non-GAAP gross profit for the second quarter of 2022 was $41.0 million, compared to $33.9 million for the second quarter of 2021. Non-GAAP gross margin was 73.6% for the second quarter of 2022, compared to 74.8% for the second quarter of 2021.
- Operating Income/(Loss): Operating loss for the second quarter of 2022 was $(11.8) million, compared to $(11.2) million for the second quarter of 2021. Non-GAAP operating loss for the second quarter of 2022 was $(1.3) million, compared to $3.3 million for the second quarter of 2021.
- Cash and short-term investments: $246.6 million as of June 30, 2022.
Second Quarter Key Highlights
- ARR for the second quarter was $178.2 million dollars. Excluding the $1.5 million dollar FX headwind, ARR grew by $39.2 million dollars year-over-year, representing 28% percent year-over-year growth.
- Reported dollar-based net retention rate of 106%, 107% adjusted for FX impact.
- Added four new solutions on Microsoft AppSource, an online cloud marketplace providing tailored line-of-business solutions.
- Enhanced robust data protection capabilities with the addition of Microsoft Azure backup.
- Garnered industry recognition for continued innovation, winning the 2022 EdTech Breakthrough Award and multiple channel program awards in addition to being a finalist for 2022 Microsoft Partner of the Year Awards in education and government.
- Through June 30, 2022, repurchased approximately 1.9 million shares under the share repurchase program at a cost of approximately $10 million.
Financial Outlook
Since March 31, 2022, we have seen an incremental strengthening of the U.S. dollar resulting in a foreign exchange headwind in fiscal 2022. We now expect the total FX impact to be approximately $4.8 million dollars on ARR and $5 million dollars on revenue. Our revised guidance assumes this trend and that the challenging macroeconomic environment will continue for the remainder of the year.
- Third Quarter 2022 Guidance: Total revenue is expected to be in the range of $62 million to $64 million or approximately 17% year-over-year growth, 23% adjusted for constant currency. Non-GAAP operating income is expected to be in the range of $1 million to $2 million.
- Full Year 2022 Guidance: Total revenue is expected to be in the range of $230.0 million to $234.0 million or approximately 21% year-over-year growth, 26% adjusted for constant currency. Non-GAAP operating income/loss is expected to be in the range of a loss of $(3.5) million to income of $1.0 million. ARR is expected to be in the range of $202 million to $206 million or approximately 28% year-over-year growth, 31% adjusted for FX impact.
Quarterly Conference Call
AvePoint will host a conference call today, August 11, 2022, to review its second quarter 2022 financial results and to discuss its financial outlook. The call is scheduled to begin at 4:30pm ET. You may access the call and register with a live operator by dialing 1 (844) 826-3035 for US participants and 1 (412) 317-5195 for outside the US. The conference ID for the call is 10169265. Investors can also join by webcast by visiting https://ir.avepoint.com/events. The webcast will be available live, and a replay will be available following the completion of the live broadcast for approximately 90 days.
About AvePoint
Collaborate with confidence. AvePoint provides the most advanced platform for SaaS and data management to optimize SaaS operations and secure collaboration. More than 9 million cloud users rely on our solutions. Our SaaS solutions are also available to managed service providers via more than 100 cloud marketplaces, so they can better support and manage their small and mid-sized business customers. Founded in 2001, AvePoint is a five-time Global Microsoft Partner of the Year and headquartered in Jersey City, New Jersey. For more information, visit www.avepoint.com.
Non-GAAP Financial Measures
To supplement AvePoint’s consolidated financial statements presented in accordance with GAAP, the company uses non-GAAP measures of certain components of financial performance. These non-GAAP measures include non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses (including percentage of revenue figures), non-GAAP operating income and non-GAAP operating margin. In order for AvePoint’s investors to be better able to compare its current results with those of previous periods, the company has included a reconciliation of GAAP to non-GAAP financial measures at the end of this press release. These reconciliations adjust the related GAAP financial measures to exclude stock-based compensation expense. AvePoint believes the presentation of its non-GAAP financial measures enhances the user’s overall understanding of its historical financial performance. The presentation of AvePoint’s non-GAAP financial measures is not meant to be considered in isolation or as a substitute for its financial results prepared in accordance with GAAP, and AvePoint’s non-GAAP measures may be different from non-GAAP measures used by other companies.
Disclosure Information
AvePoint uses the https://ir.avepoint.com/ website as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD.
Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995 and other federal securities laws including statements regarding the future performance of and market opportunities for AvePoint. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: changes in the competitive and regulated industries in which AvePoint operates, variations in operating performance across competitors, changes in laws and regulations affecting AvePoint’s business and changes in AvePoint’s ability to implement business plans, forecasts, and ability to identify and realize additional opportunities, and the risk of downturns in the market and the technology industry. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of AvePoint’s most recent Quarterly Report on Form 10-Q and its registration statement on Form S-1 and related prospectus and prospectus supplements filed with the SEC. Copies of these and other documents filed by AvePoint from time to time are available on the SEC's website, www.sec.gov. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and AvePoint does not assume any obligation and does not intend to update or revise these forward-looking statements after the date of this release, whether as a result of new information, future events, or otherwise, except as required by law. AvePoint does not give any assurance that it will achieve its expectations.
Investor Contact
ICR for AvePoint Marc P. Griffin ir@avepoint.com 646-277-1290
Media Contact
AvePoint Nicole Caci pr@avepoint.com 201-201-8143
AvePoint, Inc. and Subsidiaries Condensed Consolidated Statements of Operations (In thousands, except per share amounts) (Unaudited)
| Three Months Ended | Six Months Ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, | June 30, | |||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||
| Revenue: | ||||||||||||
| SaaS | $ | 27,619 | $ | 20,586 | $ | 54,172 | $ | 38,845 | ||||
| Term license and support | 14,011 | 11,088 | 24,213 | 19,815 | ||||||||
| Services | 9,848 | 7,302 | 18,773 | 13,218 | ||||||||
| Maintenance | 4,067 | 5,458 | 8,508 | 10,867 | ||||||||
| Perpetual license | 156 | 910 | 326 | 1,399 | ||||||||
| Total revenue | 55,701 | 45,344 | 105,992 | 84,144 | ||||||||
| Cost of revenue: | ||||||||||||
| SaaS | 6,120 | 4,564 | 11,640 | 9,004 | ||||||||
| Term license and support | 482 | 230 | 1,058 | 503 | ||||||||
| Services | 8,550 | 6,508 | 16,809 | 12,093 | ||||||||
| Maintenance | 275 | 418 | 550 | 898 | ||||||||
| Total cost of revenue | 15,427 | 11,720 | 30,057 | 22,498 | ||||||||
| Gross profit | 40,274 | 33,624 | 75,935 | 61,646 | ||||||||
| Operating expenses: | ||||||||||||
| Sales and marketing | 27,174 | 29,001 | 54,228 | 48,302 | ||||||||
| General and administrative | 16,322 | 11,664 | 31,864 | 21,956 | ||||||||
| Research and development | 7,892 | 3,883 | 14,294 | 7,985 | ||||||||
| Depreciation and amortization | 629 | 279 | 1,140 | 537 | ||||||||
| Total operating expenses | 52,017 | 44,827 | 101,526 | 78,780 | ||||||||
| Loss from operations | (11,743 | ) | (11,203 | ) | (25,591 | ) | (17,134 | ) | ||||
| Gain on earn-out and warrant liabilities | 2,668 | — | 5,935 | — | ||||||||
| Interest income, net | 20 | 11 | 34 | 24 | ||||||||
| Other income (expense), net | (693 | ) | 62 | (870 | ) | (1 | ) | |||||
| Loss before income taxes | (9,748 | ) | (11,130 | ) | (20,492 | ) | (17,111 | ) | ||||
| Income tax benefit | (546 | ) | (73 | ) | (237 | ) | (1,112 | ) | ||||
| Net loss | $ | (9,202 | ) | $ | (11,057 | ) | $ | (20,255 | ) | $ | (15,999 | ) |
| Net income attributable to and accretion of redeemable noncontrolling interest | (627 | ) | (499 | ) | (1,244 | ) | (896 | ) | ||||
| Net loss attributable to AvePoint, Inc. | $ | (9,829 | ) | $ | (11,556 | ) | $ | (21,499 | ) | $ | (16,895 | ) |
| Deemed dividends on preferred stock | — | (24,742 | ) | — | (33,536 | ) | ||||||
| Net loss available to common shareholders | $ | (9,829 | ) | $ | (36,298 | ) | $ | (21,499 | ) | $ | (50,431 | ) |
| Basic and diluted loss per share | $ | (0.05 | ) | $ | (0.36 | ) | $ | (0.12 | ) | $ | (0.50 | ) |
| Basic and diluted shares used in computing loss per share | 182,491 | 101,968 | 182,661 | 101,368 |
AvePoint, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (In thousands, except par value) (Unaudited)
| December 31, | |||||
|---|---|---|---|---|---|
| 2021 | |||||
| Assets | **** | **** | |||
| Current assets: | |||||
| Cash and cash equivalents | 65,062 | $ | 268,217 | ||
| Short-term investments | 181,545 | 2,411 | |||
| Accounts receivable, net of allowance of 1,320 and 838 at June 30, 2022 and December 31, 2021, respectively | 51,441 | 55,067 | |||
| Prepaid expenses and other current assets | 6,248 | 8,461 | |||
| Total current assets | 304,296 | 334,156 | |||
| Property and equipment, net | 5,179 | 3,922 | |||
| Goodwill | 4,744 | — | |||
| Other intangible assets, net | 5,156 | — | |||
| Operating lease right-of-use assets | 18,068 | — | |||
| Deferred contract costs | 40,474 | 38,926 | |||
| Other assets | 10,004 | 11,734 | |||
| Total assets | 387,921 | $ | 388,738 | ||
| Liabilities, mezzanine equity, and stockholders’ equity | **** | **** | |||
| Current liabilities: | |||||
| Accounts payable | 2,100 | $ | 1,824 | ||
| Accrued expenses and other liabilities | 32,730 | 35,062 | |||
| Current portion of deferred revenue | 73,795 | 74,294 | |||
| Total current liabilities | 108,625 | 111,180 | |||
| Long-term operating lease liabilities | 13,690 | — | |||
| Long-term portion of deferred revenue | 7,151 | 8,038 | |||
| Earn-out shares liabilities | 4,770 | 10,012 | |||
| Other non-current liabilities | 4,261 | 3,943 | |||
| Total liabilities | 138,497 | 133,173 | |||
| Commitments and contingencies | |||||
| Mezzanine equity | |||||
| Redeemable noncontrolling interest | 12,173 | 5,210 | |||
| Total mezzanine equity | 12,173 | 5,210 | |||
| Stockholders’ equity | |||||
| Common stock, 0.0001 par value; 1,000,000 shares authorized, 181,331 and 181,822 shares issued and outstanding, at June 30, 2022 and December 31, 2021, respectively | 18 | 18 | |||
| Additional paid-in capital | 644,931 | 625,056 | |||
| Treasury stock | (11,791 | ) | (1,739 | ) | |
| Accumulated other comprehensive income | 889 | 2,317 | |||
| Accumulated deficit | (396,796 | ) | (375,297 | ) | |
| Total stockholders’ equity | 237,251 | 250,355 | |||
| Total liabilities, mezzanine equity, and stockholders’ equity | 387,921 | $ | 388,738 |
All values are in US Dollars.
AvePoint, Inc. and Subsidiaries Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited)
| Six Months Ended | ||||||
|---|---|---|---|---|---|---|
| June 30, | ||||||
| 2022 | 2021 | |||||
| Operating activities | **** | **** | ||||
| Net loss | $ | (20,255 | ) | $ | (15,999 | ) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||
| Depreciation and amortization | 1,333 | 537 | ||||
| Operating lease right-of-use assets expense | 2,649 | — | ||||
| Foreign currency remeasurement loss (gain) | 1,386 | (134 | ) | |||
| Provision for doubtful accounts | 519 | (732 | ) | |||
| Stock-based compensation | 18,678 | 17,799 | ||||
| Gain on disposal of property and equipment | (45 | ) | (15 | ) | ||
| Deferred income taxes | (37 | ) | (981 | ) | ||
| Change in value of earn-out and warrant liabilities | (5,840 | ) | — | |||
| Changes in operating assets and liabilities: | ||||||
| Accounts receivable and long-term unbilled receivables | 2,522 | 2,399 | ||||
| Prepaid expenses and other current assets | 1,452 | (1,994 | ) | |||
| Deferred contract costs and other assets | (5,025 | ) | (1,955 | ) | ||
| Accounts payable, accrued expenses and other liabilities | (6,654 | ) | (4,144 | ) | ||
| Deferred revenue | 2,721 | 3,298 | ||||
| Net cash used in operating activities | (6,596 | ) | (1,921 | ) | ||
| Investing activities | **** | **** | ||||
| Maturities of investments | 1,093 | — | ||||
| Purchases of investments | (180,041 | ) | (423 | ) | ||
| Purchase of APXT shares | — | (1,631 | ) | |||
| Net assets acquired from business combinations and asset acquisitions, net of cash acquired | (2,222 | ) | — | |||
| Capitalization of internal use software | (1,174 | ) | — | |||
| Purchase of property and equipment | (2,234 | ) | (897 | ) | ||
| Net cash used in investing activities | (184,578 | ) | (2,951 | ) | ||
| Financing activities | **** | **** | ||||
| Payments of transaction fees | — | (1,872 | ) | |||
| Purchase of common stock | (10,042 | ) | — | |||
| Proceeds from stock option exercises | 1,719 | 3,277 | ||||
| Proceeds from sale of common shares of subsidiary | — | 753 | ||||
| Repayments of finance leases | (11 | ) | (14 | ) | ||
| Net cash provided by (used in) financing activities | (8,334 | ) | 2,144 | |||
| Effect of exchange rates on cash | (3,647 | ) | (46 | ) | ||
| Net decrease in cash and cash equivalents | (203,155 | ) | (2,774 | ) | ||
| Cash and cash equivalents at beginning of period | 268,217 | 69,112 | ||||
| Cash and cash equivalents at end of period | $ | 65,062 | $ | 66,338 | ||
| Supplemental disclosures of cash flow information | **** | **** | ||||
| Income taxes paid | $ | 420 | $ | 2,389 | ||
| Noncash acquisition | $ | 5,635 | $ | — |
AvePoint, Inc. and Subsidiaries Non-GAAP Reconciliations (In thousands) (Unaudited)
| Three Months Ended | Six Months Ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, | June 30, | |||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||
| Non-GAAP operating income | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| GAAP operating loss | $ | (11,743 | ) | $ | (11,203 | ) | $ | (25,591 | ) | $ | (17,134 | ) |
| Stock-based compensation expense | 10,404 | 14,510 | 18,678 | 17,799 | ||||||||
| Non-GAAP operating income (loss) | $ | (1,339 | ) | $ | 3,307 | $ | (6,913 | ) | $ | 665 | ||
| Non-GAAP operating margin | -2.4 | % | 7.3 | % | -6.5 | % | 0.8 | % | ||||
| Non-GAAP gross profit | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| GAAP gross profit | $ | 40,274 | $ | 33,624 | $ | 75,935 | $ | 61,646 | ||||
| Stock-based compensation expense | 703 | 272 | 1,281 | 362 | ||||||||
| Non-GAAP gross profit | $ | 40,977 | $ | 33,896 | $ | 77,216 | $ | 62,008 | ||||
| Non-GAAP gross margin | 73.6 | % | 74.8 | % | 72.9 | % | 73.7 | % | ||||
| Non-GAAP sales and marketing | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| GAAP sales and marketing | $ | 27,174 | $ | 29,001 | $ | 54,228 | $ | 48,302 | ||||
| Stock-based compensation expense | (3,396 | ) | (9,791 | ) | (5,858 | ) | (10,902 | ) | ||||
| Non-GAAP sales and marketing | $ | 23,778 | $ | 19,210 | $ | 48,370 | $ | 37,400 | ||||
| Non-GAAP sales and marketing as a % of revenue | 42.7 | % | 42.4 | % | 45.6 | % | 44.4 | % | ||||
| Non-GAAP general and administrative | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| GAAP general and administrative | $ | 16,322 | $ | 11,664 | $ | 31,864 | $ | 21,956 | ||||
| Stock-based compensation expense | (5,281 | ) | (4,364 | ) | (9,765 | ) | (6,355 | ) | ||||
| Non-GAAP general and administrative | $ | 11,041 | $ | 7,300 | $ | 22,099 | $ | 15,601 | ||||
| Non-GAAP general and administrative as a % of revenue | 19.8 | % | 16.1 | % | 20.8 | % | 18.5 | % | ||||
| Non-GAAP research and development | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| GAAP research and development | $ | 7,892 | $ | 3,883 | $ | 14,294 | $ | 7,985 | ||||
| Stock-based compensation expense | (1,024 | ) | (83 | ) | (1,774 | ) | (180 | ) | ||||
| Non-GAAP research and development | $ | 6,868 | $ | 3,800 | $ | 12,520 | $ | 7,805 | ||||
| Non-GAAP research and development as a % of revenue | 12.3 | % | 8.4 | % | 11.8 | % | 9.3 | % |