8-K
Beam Global (BEEM)
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):
August 14, 2023
BEAM
GLOBAL
(Exact Name of Registrant as Specified in Charter)
| Nevada | 000-53204 | 26-1342810 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 5660 Eastgate Drive, San Diego, CA | 92121 | |
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| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (858) 799-4583
___________________________________________________
(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 (see General Instruction A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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 o
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. o
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 | BEEM | NASDAQ Capital Market |
| Warrants | BEEMW | NASDAQ Capital Market |
| Item 2.02. | Completion of Acquisition or Disposition of Assets. | |
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On August 14, 2023, Beam Global (the “Company”) issued a press release announcing financial results for its second fiscal quarter ended June 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information furnished in this Form 8-K and the press release attached as Exhibit 99.1 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 or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 2.02 and in the press release attached as Exhibit 99.1 shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
| Item 9.01 | Financial Statements and Exhibits |
|---|
(d) Exhibits.
| Exhibit No. | Exhibit Description |
|---|---|
| 99.1 | Press<br> release dated August 14, 2023 |
| 104 | Cover Page Interactive Data File (formatted in iXBRL) |
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SIGNATURES
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.
| BEAM GLOBAL | ||
|---|---|---|
| Dated: August 14, 2023 | By: | /s/ Katherine H. McDermott |
| Name: | Katherine H. McDermott | |
| Title: | Chief Financial Officer |
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Exhibit 99.1
Beam Global Announces Record Second Quarter2023 Operating Results
379% Quarterly Revenue Growth Year-Over-Year
312% First Half Revenue Growth Year-Over-Year
589% EV ARC™ Deployment Growth Year-Over-Year
$23.7 Million in Cash and $37.1 Million inWorking Capital
LOI to Enter European Market with Acquisitionof Amiga DOO
Conference Call Monday August 14, 2023 at4:30 P.M. ET
SAN DIEGO, Calif – August14, 2023 – Beam Global, (Nasdaq: BEEM, BEEMW), (the “Company”), the leading provider of innovative sustainable products and technologies for electric vehicle (EV) charging, energy storage, energy security and outdoor media, today announced operating results for the second quarter ended June 30, 2023.
Q2 2023 and Recent Company Highlights
| · | Record quarterly revenue of $17.8 million , a 379% increase over Q2<br> 2022 |
|---|---|
| · | Record first half revenue of $30.8 million, a 312% increase over first half<br> 2022 |
| · | Record Q2 EV ARC™ system deployments; increased 589% YOY, increased<br>33% from Q1 2023 |
| · | Record Q2 gross profit of $0.5 million, 3% gross profit margin |
| · | Gross margin improvement of 12% as a percentage of revenue over same period<br>prior year |
| · | Operating expenses improved by 44% as a percentage of revenue over same period<br>prior year |
| · | Backlog of $34 million om June 30, 2023 |
| · | $100 million line of credit available and unused |
| · | No Debt |
| · | Executed binding Letter of Intent (LOI) to acquire Europe based Amiga DOO<br>Kraljevo to expand into the European market and increase production, engineering, sales and product development expertise |
| · | Oversubscribed public offering of $25 million, net of expenses, to<br> support the acquisition of Amiga and working capital |
| · | Awarded Gold Company of the Year from Stevie® 2023 American<br> Business Awards® |
| · | Issued a European patent for Compact Transportation-Configurable EV ARC™<br>Systems |
“The Beam team executed efficiently and effectively, delivering the best quarter in our company’s history. We are focused on our European expansion through our intended acquisition of Amiga which will enable us to sell our solutions in the largest market for our products in the world while also accelerating the development of the EV Standard. $24 million in cash and working capital totaling $37.1 million combined with no debt, highly attractive capitalization table and $100 million untapped credit facility provide a solid foundation to execute on our growth plan in the U.S. and abroad. It’s a great time to be Beam Global,” said Desmond Wheatley, CEO of Beam Global.
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Second Quarter 2023 Financial Summary
Revenues
For the second quarter of 2023, Beam Global reported record revenues of $17.8 million, a 379% increase over the same period in 2022 and a 37% increase over the prior quarter. The increase in revenues resulted primarily from growth in deliveries to federal agencies. In addition, we generated record revenues of $2.1 million from our energy storage sales. For the six months ended June 30, 2023, our revenue increased 312% to $30.8 million compared to $7.5 million for the same period in 2022. International customers, primarily from our energy storage business, contributed 10% of the year-to-date revenues.
Gross Profit
Gross profit for the quarter ended June 30, 2023 was $0.5 million, or 3% of sales, compared to a gross loss of $0.3 million, or 9% of sales in the second quarter of the prior year. As a percentage of sales, our gross profit improved by 12% primarily due to the increase in production levels compared to the prior year which resulted in favorable fixed overhead absorption and also as a result of improved vendor pricing, labor efficiency and engineering improvements. For the six months ended June 30, 2023, our gross profit was $0.5 million, or 2% of sales, compared to a gross loss of $0.5 million, or 8% of sales in 2022. As a percentage of sales, the margin improved by 10%, primarily due to the increase in production levels in the current quarter compared to the prior year.
Operating Expenses
Operating Expenses were $4.0 million for the second quarter of 2023, compared to $2.5 million for the same period in the prior year, an improvement of 44% of revenue, year over year. Operating expenses increased by $0.5 million for non-cash contingent consideration related to the All Cell acquisition, $0.4 million for sales and marketing expenses, $0.4 million for non-cash compensation expense and $0.2 million for admin salaries and bonus accrual. For the six months ended June 30, 2023, total operating expenses were $7.9 million or 26% of revenues compared to $4.5 million, or 60% of revenues for the same period in 2022, an improvement of 34% as a percentage of revenues. The first six months of 2022 only included four months of expenses for our battery operation based on a March 2022 acquisition. In addition, increases are primarily attributable to $0.7 million for non-cash compensation expenses, $0.6 million for administrative salaries and bonus accrual, $0.5 million non-cash for the change in fair value of contingent consideration and $0.4 million for investment in R&D salaries and expenses.
Net Loss
Net loss was $3.5 million, or 20% of revenue for the second quarter of 2023, compared to $2.8 million, or 75% of revenue, for the same period in 2022. Net Loss was $7.4 million for the six months ended June 30, 2023, compared to $5.1 million for the first six months of 2022. The year-to-date net loss included non-cash expense items such as depreciation, intellectual property amortization and non-cash compensation expense of $2.1 million and $0.7 million, respectively. Net loss excluding these non-cash expenses was $5.3 million and $4.4 million, respectively.
Cash and Working Capital
On June 30, 2023, we had cash of $23.7 million, compared to $1.7 million at December 31, 2022. The cash increase was primarily due to the Capital Raise and offset by operating losses and increased accounts receivable due to the increased revenues. Our working capital increased from $6.8 million to $37.1 million from December 31, 2022 to June 30, 2023. The working capital balance is increased by the $28 million Capital Raise in June and increased accounts receivable based on increased sales.
Conference Call Today at 4:30 P.M. ET
Management will host a conference call on Monday August 14, 2023 at 4:30 P.M. ET to review financial results and provide an update on corporate developments. Following management’s formal remarks, there will be a question-and-answer session.
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Participants can register for the conference through the following link:
https://dpregister.com/sreg/10181751/fa28f9a8a3
Please note that registered participants will receive their dial in number upon registration.
Those without internet access or unable to pre-register may dial in by calling:
PARTICIPANT DIAL IN (TOLL FREE): 1-844-739-3880
PARTICIPANT INTERNATIONAL DIAL IN: 1-412-317-5716
Please ask to be joined into the Beam Global call.
A webcast archive is available for 3 months following the call at the following URL: https://event.choruscall.com/mediaframe/webcast.html?webcastid=f0pZtTjo
About Beam Global
Beam Global is a clean technology leader providing innovative, sustainable products and technologies for electric vehicle (EV) charging, energy storage, energy security and outdoor media. Core platforms include Beam EV ARC™ and Solar Tree® sustainable EV charging systems, Beam AllCell™ high-performance energy storage solutions, energy resiliency and disaster preparedness products and a deep patent library.
Beam EV ARC™ EV charging infrastructure systems support any quality brand EV charging service equipment, and Beam AllCell™ battery solutions power micro-mobility, terrestrial EVs, aviation, maritime and recreational vehicles as well as stationery and energy-security platforms.
Beam develops, patents, designs, engineers and manufactures unique and advanced clean mobility solutions that protect the environment, save customers time and money, empower communities and keep people moving. Based in San Diego and Chicago, the company produces Made-in-America products with the mission to Lead the World to Clean Mobility. Beam Global is listed on Nasdaq under the symbols BEEM and BEEMW. For more information visit BeamForAll.com, LinkedIn, YouTube and Twitter.
Forward-Looking Statements
This Beam Global Press Release contains forward-looking statements including but not limited to statements about the Company’s belief about its future profitability. All statements in this Press Release other than statements of historical facts are forward-looking statements. Forward-looking statements are generally accompanied by terms or phrases such as “estimate,” “project,” “predict,” “believe,” “expect,” “anticipate,” “target,” “plan,” “intend,” “seek,” “goal,” “will,” “should,” “may,” or other words and similar expressions that convey the uncertainty of future events or results.
# # #
Investor Relations:
Core IR
+1 516-222-2560
IR@BeamForAll.com
Media Contact:
Skyya PR
+1 651-335-0585
Press@BeamForAll.com
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Beam Global
CondensedBalance Sheets
(In thousands)
| June 30, | December 31, | |||
|---|---|---|---|---|
| 2023 | 2022 | |||
| ASSETS | ||||
| Current assets | ||||
| Cash | $ | 23,682 | $ | 1,681 |
| Accounts receivable | 10,422 | 4,429 | ||
| Prepaid expenses and other current assets | 2,825 | 1,579 | ||
| Inventory, net | 12,330 | 12,246 | ||
| Total current assets | 49,259 | 19,935 | ||
| Property and equipment, net | 2,002 | 1,548 | ||
| Operating lease right of use assets | 1,312 | 1,638 | ||
| Goodwill | 4,600 | 4,600 | ||
| Intangible assets, net | 9,500 | 9,947 | ||
| Deposits | 62 | 62 | ||
| Total assets | $ | 66,735 | $ | 37,730 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
| Current liabilities | ||||
| Accounts payable | $ | 7,170 | $ | 2,865 |
| Accrued expenses | 3,524 | 1,687 | ||
| Sales tax payable | 15 | 33 | ||
| Deferred revenue, current | 796 | 1,183 | ||
| Note payable, current | 37 | – | ||
| Contingent consideration, current | 1 | 6,776 | ||
| Operating lease liabilities, current | 598 | 628 | ||
| Total current liabilities | 12,141 | 13,172 | ||
| Deferred revenue, noncurrent | 286 | 266 | ||
| Note payable, noncurrent | 181 | – | ||
| Contingent consideration, noncurrent | – | 15 | ||
| Operating lease liabilities, noncurrent | 773 | 1,070 | ||
| Total liabilities | 13,381 | 14,523 | ||
| Total stockholders' equity | 53,354 | 23,207 | ||
| Total liabilities and stockholders' equity | $ | 66,735 | $ | 37,730 |
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Beam Global
CondensedStatement of Operations
(Unaudited,in thousands except per share data)
| For the Three Months<br> Ended<br> June 30, | For the Six Months<br> Ended<br> June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | 2023 | 2022 | |||||||||
| Revenues | $ | 17,819 | $ | 3,718 | $ | 30,839 | $ | 7,488 | ||||
| Cost of revenues | 17,318 | 4,044 | 30,333 | 8,119 | ||||||||
| Gross profit (loss) | 501 | (326 | ) | 506 | (631 | ) | ||||||
| Operating expenses | 4,042 | 2,490 | 7,888 | 4,465 | ||||||||
| Loss from operations | (3,541 | ) | (2,816 | ) | (7,382 | ) | (5,096 | ) | ||||
| Total other income, net | 23 | 14 | 34 | 16 | ||||||||
| Loss before income tax expense | (3,518 | ) | (2,802 | ) | (7,348 | ) | (5,080 | ) | ||||
| Income tax expense | 12 | 1 | 13 | 1 | ||||||||
| Net loss | $ | (3,530 | ) | $ | (2,803 | ) | $ | (7,361 | ) | $ | (5,081 | ) |
| Net loss per share - basic and diluted | $ | (0.32 | ) | $ | (0.28 | ) | $ | (0.69 | ) | $ | (0.52 | ) |
| Weighted average shares outstanding - basic and diluted | 10,990 | 10,075 | 10,604 | 9,694 |
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