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 12, 2022
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 | |
| --- | --- | |
| (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. | |
| --- | --- |
On August 12, 2022, Beam Global (the “Company”) issued a press release announcing financial results for its second fiscal quarter ended June 30, 2022. 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<br><br> <br>Number | Description |
| --- | --- |
| 99.1 | Press Release dated August 12, 2022 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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 12, 2022 | By: | /s/ Katherine H. McDermott |
| Name: | Katherine H. McDermott | |
| Title: | Chief Financial Officer |
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Exhibit 99.1
Beam Global Reports Fiscal Q2 2022 FinancialResults
Conference Call Friday August 12, 2022 at4:30 p.m. ET
SAN DIEGO, CA – August 12, 2022 – 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 the financial results for the second fiscal quarter ended June 30, 2022.
Fiscal Q2 2022 and Recent Company Highlights
| · | Generated the highest second quarter revenue in the company’s history<br>of $3.7 million, a 75% increase over Q2 2021 |
|---|---|
| · | Generated highest first half revenue in the company’s history of 7.5M,<br>a 114% increase over first half 2021 |
| · | Improved Gross Profitability in first half by 4% of revenue despite inflation |
| · | Reduced net loss by over 14% of revenue in first half despite inflation and<br>acquisition |
| · | Grew sales orders to a record backlog of over $10M |
| · | Grew sales pipeline to a new record of $122 million |
| · | Grew EV ARC™ system revenue per employee by 34% over Q2 of 2021 |
| · | Awarded Federal Blanket Purchase Agreement (BPA) for Electric Vehicle Charging<br>Infrastructure |
| · | Awarded new State of California Contract for rapidly deployed sustainable<br>EV charging infrastructure products |
| · | Received $0.9 million battery order to power autonomous on-demand delivery<br>drones |
| · | Announced partnership with Volvo Construction Equipment (CE) to bundle EV<br>ARC™ off-grid EV charging systems with Volvo electric construction equipment |
| · | Increased momentum in enterprise customers, multi-unit orders and repeat<br>customers |
| · | Selected for the California DGS Green Proving Ground program for grid balancing |
| · | Honored as Stevie® Award Winner for Achievement in Product Innovation<br>in 2022 American Business Awards® |
“Q2 has been another quarter of records at Beam Global,” said Desmond Wheatley, CEO of Beam. “Our sales are up, our efficiencies are improving and we have the highest contracted backlog and sales pipeline in our history. First half revenues are more than double this time last year and we have no indication that this momentum is going to let up. We continue to make progress on our integration of the battery company we bought earlier this year with sales, revenues and the first deployments of our new internally produced battery solution in our EV ARC systems. With first half revenues exceeding any prior full year except ’21 and all the other improvements we are making I am excited by what I expect the Beam Team will make happen during the remainder of 2022. ”
Second Fiscal Quarter 2022 Financial Summary
Revenues
Beam Global reported record second quarter revenues of $3.7 million in the second fiscal quarter of 2022, compared to $2.1 million in the same period in the prior year, an increase of 75%. For the first six months of 2022, we reported record first half revenues of $7.5 million, a 114% increase over $3.5 million reported for the same period in 2021. Revenues included $1.4 million for energy storage in the second quarter and $1.8 million for the six months ended June 30, 2022 as a result of closing the acquisition of All Cell Technologies, LLC (“All Cell”) in early March.
Gross Loss
Gross loss in the three months ended June 30, 2022 and 2021 was $0.3 million. Gross loss for the first six months of 2022 was $0.6 million, compared to $0.4 million for the same period in 2021. As a percentage of sales, the gross loss improved by four percentage points for the quarter and year to date, reflecting favorable fixed overhead absorption and improved labor efficiency due to the increase in production levels. This was partially offset by an increase in material costs for steel and other components due to supply chain shortages and other inflationary pressures.
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Operating Expenses
Operating Expenses were $2.5 million for the second quarter of 2022, compared to $1.4 million for the same period in the prior year. Operating expenses for the six months ended June 30, 2022 were $4.5 million compared to $2.5 million for the same period in the prior year. The increases were primarily due to the addition of All Cell expenses and increased legal and accounting services partially due to the acquisition. Increases in other operating expenses were mostly offset by a favorable change in the fair value of contingent consideration.
Cash and Working Capital
At June 30, 2022, we had cash of $13.8 million, compared to $21.9 million at December 31, 2021. The cash decrease was primarily from increases in inventory and prepayments to vendors to secure battery cells for production and higher work in process inventory as well as the net loss. Our working capital decreased from $24.6 million to $19.4 million from December 31, 2021 to June 30, 2022.
Conference Call Today at 4:30 PM ET
Management will host a conference call on Friday August 12, 2022 at 4:30 PM 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.
Participants can register for the conference through the following link:
https://dpregister.com/sreg/10170273/f408159c90
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=yiCfqEat
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.
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Forward-Looking Statements
This Beam Global Press Release may contain forward-looking statements. 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. These statements relate to future events or future results of operations, including, but not limited to the following statements: statements regarding the acquisition, its expected benefits and the anticipated future financial performance as a result of the acquisition. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, which may cause Beam Global's actual results to be materially different from these forward-looking statements. Except to the extent required by law, Beam Global expressly disclaims any obligation to update any forward-looking statements.
# # #
Investor Relations:
Kathy McDermott
IR@BeamForAll.com
+1 858-799-4583
Media Contact:
Next PR
+1 813-526-1195
Press@BeamForAll.com
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Beam Global
Condensed Balance Sheets
(In thousands)
| June 30, | December 31, | |||
|---|---|---|---|---|
| 2022 | 2021 | |||
| (Unaudited) | ||||
| ASSETS | ||||
| Current assets | ||||
| Cash | $ | 13,754 | $ | 21,949 |
| Accounts receivable | 2,898 | 3,827 | ||
| Prepaid and other current assets | 3,214 | 180 | ||
| Inventory, net | 7,357 | 1,611 | ||
| Total current assets | 27,223 | 27,567 | ||
| Property and equipment, net | 1,403 | 650 | ||
| Operating lease right of use asset | 1,948 | 2,030 | ||
| Goodwill | 4,600 | – | ||
| Intangible assets, net | 10,486 | 359 | ||
| Deposits | 62 | 52 | ||
| Total assets | $ | 45,722 | $ | 30,658 |
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||
| Current liabilities | ||||
| Accounts payable | $ | 3,957 | $ | 1,567 |
| Accrued expenses | 874 | 727 | ||
| Sales tax payable | 114 | 57 | ||
| Deferred revenue, current | 1,578 | 136 | ||
| Contingent consideration, current | 699 | – | ||
| Operating lease liabilities, current | 632 | 468 | ||
| Total current liabilities | 7,854 | 2,955 | ||
| Deferred revenue, noncurrent | 177 | 118 | ||
| Contingent consideration, noncurrent | 344 | – | ||
| Operating lease liabilities, noncurrent | 1,372 | 1,607 | ||
| Total liabilities | 9,747 | 4,680 | ||
| Total stockholders' equity | 35,975 | 25,978 | ||
| Total liabilities and stockholders' equity | $ | 45,722 | $ | 30,658 |
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Beam Global
Condensed Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | |||||||||
| Revenues | $ | 3,718 | $ | 2,121 | $ | 7,488 | $ | 3,493 | ||||
| Cost of revenues | 4,044 | 2,395 | 8,119 | 3,916 | ||||||||
| Gross loss | (326 | ) | (274 | ) | (631 | ) | (423 | ) | ||||
| Operating expenses | 2,490 | 1,369 | 4,465 | 2,472 | ||||||||
| Loss from operations | (2,816 | ) | (1,643 | ) | (5,096 | ) | (2,895 | ) | ||||
| Total other income, net | 14 | 2 | 16 | 3 | ||||||||
| Loss before income tax expense | (2,802 | ) | (1,641 | ) | (5,080 | ) | (2,892 | ) | ||||
| Income tax expense | 1 | 1 | 1 | 1 | ||||||||
| Net loss | $ | (2,803 | ) | $ | (1,642 | ) | $ | (5,081 | ) | $ | (2,893 | ) |
| Net loss per share - basic and diluted | $ | (0.28 | ) | $ | (0.18 | ) | $ | (0.52 | ) | $ | (0.33 | ) |
| Weighted average shares outstanding - basic and diluted | 10,075 | 8,882 | 9,694 | 8,824 |
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