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):
May 24, 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 May 24, 2022, Beam Global (the “Company”) issued a press release announcing financial results for its first fiscal quarter ended March 31, 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 May 24, 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: May 24, 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 Q1 2022 FinancialResults
Conference Call Tuesday May 25, 2022 at 4:30p.m. ET
SAN DIEGO, CA – May 24, 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 first fiscal quarter ended March 31, 2022.
Fiscal Q1 2022 and Recent Company Highlights
| · | Generated the highest quarterly revenues in the company’s history of<br>$3.8 million, a 175% increase over Q1 2021 |
|---|---|
| · | Q1 22 system deliveries 250% higher than Q1 21 |
| --- | --- |
| · | Grew pipeline to a new record of over $100M |
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| · | Reduced the gross loss in Q1 2022 by 3 percentage points, compared to Q1<br>2021, in spite of inflationary pressures |
| --- | --- |
| · | Closed the strategic acquisition of All Cell Technologies, LLC (All<br> Cell), an energy storage leader, which is expected to secure vital battery supply, reduce battery costs for Beam, and increase<br> Company revenues |
| --- | --- |
| · | Received a $2.4 million order from mobile EV charging company SparkCharge for<br>Beam AllCell™ battery products |
| --- | --- |
| · | Received a follow-on order from the California Department of General Services<br>for 23 EV ARC^TM^ systems to charge fleet EVs for government agencies |
| --- | --- |
| · | Awarded Federal Blanket Purchase Agreement for electric vehicle charging<br>infrastructure to provide a streamlined procurement process |
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| · | Beam Global products featured on the front cover of the FHA NEVI Program<br>Guidance document |
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| · | Selected for autonomous wildfire fighting exercise, Project Vesta, to charge<br>electric vehicles that were used to provide autonomous wildfire fighting experiment |
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| · | Award winner for Achievement in Product Innovation in 2022 American Business<br>Awards® |
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“We continue to make advances across all areas of our business with new records in revenues, product deliveries and, perhaps most importantly, pipeline,” said Desmond Wheatley, CEO of Beam. “Deliveries and new opportunities in the quarter came from government and commercial sectors and we anticipate strong continued growth from both. Operationally we are more efficient and producing product at a faster rate than at any time in our history. Our acquisition of a battery technology company makes us unique in the industry and will, I believe, further improve our efficiency and profitability. Improving our gross margins at a time of historically high inflation is a powerful testament that our cost management efforts are paying off. The combination of all these factors bodes well for an excellent 2022 for Beam Global.”
First Fiscal Quarter 2022 Financial Summary
Revenues
Beam Global reported record quarterly revenues in the first fiscal quarter of 2022 of $3.8 million, compared to $1.4 million in the same period in the prior year, an increase of 175%. Revenues included $0.4 million for battery storage devices as a result of closing the acquisition of All Cell in early May. Shortly following the closing, Beam received a $2.4 million order for Beam AllCell^TM^ battery products.
Gross Loss
Gross loss in the quarter ended March 31, 2022 was $0.3 million compared to $0.1 million for the same period in the prior year. As a percentage of sales, the gross loss improved by three percentage points 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.
Operating Expenses
Operating Expenses were $2.0 million for the first quarter of 2022, compared to $1.1 million for the same period in the prior year. The increases were primarily due to the addition of All Cell expenses, increased sales and marketing expense to support revenue growth, increased legal and accounting services partially due to the acquisition, and other increases.
Cash and Working Capital
At March 31, 2022, we had cash of $19.2 million, compared to $21.9 million at December 31, 2021. The cash decrease was primarily from operating activities and the purchase of working capital from All Cell. Our working capital decreased from $24.6 million to $21.8 million from December 31, 2021 to March 31, 2022.
Conference Call Tomorrow at 4:30 PM ET
Management will host a conference call on Wednesday 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/10167545/f2f356d8cb
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=8DDPhg12
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 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.
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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
(000's omitted)
| March 31,<br><br> <br>2022 | December 31,<br><br> <br>2021 | |||
|---|---|---|---|---|
| (Unaudited) | **** | |||
| ASSETS | ||||
| Current assets | ||||
| Cash | $ | 19,176 | $ | 21,949 |
| Accounts receivable | 2,634 | 3,827 | ||
| Prepaid and other current assets | 1,755 | 180 | ||
| Inventory, net | 4,403 | 1,611 | ||
| Total current assets | 27,968 | 27,567 | ||
| Property and equipment, net | 1,107 | 650 | ||
| Operating lease right of use asset | 2,097 | 2,030 | ||
| Goodwill | 4,600 | – | ||
| Intangible assets, net | 10,676 | 359 | ||
| Deposits | 62 | 52 | ||
| Total assets | $ | 46,510 | $ | 30,658 |
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||
| Current liabilities | ||||
| Accounts payable | $ | 2,036 | $ | 1,567 |
| Accrued expenses | 1,113 | 727 | ||
| Sales tax payable | 67 | 57 | ||
| Deferred revenue | 1,425 | 136 | ||
| Contingent consideration, current | 876 | – | ||
| Operating lease liabilities, current | 611 | 468 | ||
| Total current liabilities | 6,128 | 2,955 | ||
| Deferred revenue, noncurrent | 122 | 118 | ||
| Contingent consideration, noncurrent | 984 | – | ||
| Operating lease liabilities, noncurrent | 1,537 | 1,607 | ||
| Total liabilities | 8,162 | 4,680 | ||
| Total stockholders' equity | 38,348 | 25,978 | ||
| Total liabilities and stockholders' equity | $ | 46,510 | $ | 30,658 |
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Beam Global
Condensed Statements of Operations
(000's omitted except share and per share amounts)
(Unaudited)
| For the Three Months Ended March 31, | ||||||
|---|---|---|---|---|---|---|
| 2022 | 2021 | |||||
| Revenues | $ | 3,770 | $ | 1,372 | ||
| Cost of revenues | 4,075 | 1,521 | ||||
| Gross loss | (305 | ) | (149 | ) | ||
| Operating expenses | 1,975 | 1,103 | ||||
| Loss from operations | (2,280 | ) | (1,252 | ) | ||
| Interest income | 2 | 1 | ||||
| Net loss | $ | (2,278 | ) | $ | (1,251 | ) |
| Net loss per share - basic and diluted | $ | (0.24 | ) | $ | (0.14 | ) |
| Weighted average shares outstanding - basic and diluted | 9,309 | 8,765 |
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