8-K
Intellicheck, Inc. (IDN)
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): November 13, 2024
Intellicheck, Inc.
(Exact name of registrant as specified in charter)
| Delaware | 001-15465 | 11-3234779 | |||
|---|---|---|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission<br><br>File Number) | (IRS Employer<br><br>Identification No.) | 200 Broadhollow Road, Suite 207, Melville, NY | 11747 | |
| --- | --- | ||||
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (516) 992-1900
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 A2. below):
| ☐ | 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, $.001 par value | IDN | The NASDAQ Stock Market LLC |
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. o
Item 2.02. Results of Operations and Financial Condition
On November 13, 2024, Intellicheck, Inc. (the “Company”) issued a press release containing its results of operations for the third quarter ended September 30, 2024. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1.
The information in this Report, including the exhibit, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. It shall not 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 a filing.
Item 9.01. Exhibits.
(99) Exhibits
| Exhibit | Description |
|---|---|
| 99.1 | Press Release datedNovember 13, 2024 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| Dated: November 13, 2024 | INTELLICHECK, INC. | |
|---|---|---|
| By: | /s/ Adam Sragovicz | |
| Name: | Adam Sragovicz | |
| Title: | Chief Financial Officer |
Exhibit Index
| Exhibit | Description |
|---|---|
| 99.1 | Press Release dated November 13, 2024 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Document
Intellicheck Announces Third Quarter 2024 Financial Results
MELVILLE, NY - November 13, 2024 - Intellicheck, Inc. (Nasdaq: IDN), an industry-leading identity company delivering on-demand digital and physical identity validation solutions, today announced its financial results for the third quarter ended September 30, 2024. Total revenue for the third quarter ended September 30, 2024 was relatively flat at $4,709,000 compared to $4,760,000 in the same period of 2023. SaaS revenue increased 1% and totaled $4,661,000 compared to $4,635,000 in the same period of 2023.
“The strategic moves we have made in expanding into new markets have yielded new sales and new sources of transaction volume. I remain laser focused on revenue growth and I will continue that intense focus for our shareholders and stakeholders alike,” said Intellicheck CEO, Bryan Lewis.
Gross profit as a percentage of revenues remained strong at 91%, in line with expectations, for the three months ended September 30, 2024 equaling the 91% in the same period in 2023.
Operating expenses for the three months ended September 30, 2024, which consist of selling, general and administrative expenses and research and development expenses, decreased 1% to $5,195,000 for the third quarter of 2024 compared to $5,227,000 for the same period of 2023. Included within operating expenses for the third quarters of 2024 and 2023 were $237,000 and $342,000, respectively, of non-cash stock-based compensation expense.
Net loss for the three months ended September 30, 2024 increased by $113,000 to ($837,000) or ($0.04) per diluted share compared to a net loss of ($724,000) or ($0.04) per diluted share for the same period in 2023.
Adjusted EBITDA (earnings before interest and other income, provision for income taxes, sales tax accruals, depreciation, amortization, stock-based compensation expense and certain non-recurring charges) improved by $104,000 to a loss of ($167,000) for the third quarter of 2024 as compared to a loss of $(271,000) for the same period of 2023. A reconciliation of adjusted EBITDA to net loss is provided in this release.
As of September 30, 2024, the Company had cash and cash equivalents that totaled $5.7 million and stockholders’ equity totaled $16.7 million.
The unaudited financial results reported today do not consider any adjustments that may be required in connection with the completion of the Company’s review process and should be considered preliminary until Intellicheck files its Form 10-Q for the three and nine months months ended September 30, 2024.
Conference Call Information
The Company will hold an earnings conference call today, November 13, at 4:30 p.m. ET/1:30 p.m. PT to discuss operating results. To listen to the earnings conference call, please dial 877-407-8037. For callers outside the U.S., please dial 201-689-8037.
A replay of the conference call will be available shortly after completion of the live event. To listen to the replay, please dial 877-660-6853 and use conference identification number 13745589. For callers outside the U.S., please dial 201-612-7415 and use conference identification number 13745589. The replay will be available beginning approximately three hours after the completion of the live event and will remain available until November 20, 2024.
INTELLICHECK, INC.
UNAUDITED CONDENSED BALANCE SHEETS
SEPTEMBER 30, 2024 and DECEMBER 31, 2023
(in thousands, except share and per share amounts)
| September 30,<br>2024 | December 31,<br>2023 | |||
|---|---|---|---|---|
| ASSETS | ||||
| CURRENT ASSETS: | ||||
| Cash and cash equivalents | $ | 5,747 | $ | 3,980 |
| Short-term investments | — | 5,000 | ||
| Accounts receivable, net of allowance for credit losses of $100 and $69 at September 30, 2024 and December 31, 2023, respectively | 3,374 | 4,703 | ||
| Other current assets | 525 | 692 | ||
| Total current assets | 9,646 | 14,375 | ||
| PROPERTY AND EQUIPMENT, NET | 573 | 666 | ||
| GOODWILL | 8,102 | 8,102 | ||
| INTANGIBLE ASSETS, NET | 2,271 | 575 | ||
| OTHER ASSETS | 90 | 90 | ||
| Total assets | $ | 20,682 | $ | 23,808 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
| CURRENT LIABILITIES: | ||||
| Accounts payable | $ | 848 | $ | 884 |
| Accrued expenses | 1,787 | 3,245 | ||
| Equity awards liability | — | 4 | ||
| Liability for shares withheld | — | 190 | ||
| Deferred revenue | 1,312 | 2,209 | ||
| Total current liabilities | 3,947 | 6,532 | ||
| Total liabilities | 3,947 | 6,532 | ||
| COMMITMENTS AND CONTINGENCIES | ||||
| STOCKHOLDERS’ EQUITY: | ||||
| Preferred stock - $0.01 par value; 30,000 shares authorized; Series A convertible preferred stock, zero shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively | — | — | ||
| Common stock - $0.001 par value; 40,000,000 shares authorized;19,550,965 and 19,354,335 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively | 19 | 19 | ||
| Additional paid-in capital | 151,687 | 150,822 | ||
| Accumulated deficit | (134,971) | (133,565) | ||
| Total stockholders’ equity | 16,735 | 17,276 | ||
| Total liabilities and stockholders’ equity | $ | 20,682 | $ | 23,808 |
INTELLICHECK, INC.
UNAUDITED CONDENSED STATEMENTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
(in thousands, except share and per share amounts)
| Three months ended September 30, | Nine months ended September 30, | |||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||
| REVENUES | $ | 4,709 | $ | 4,760 | $ | 14,060 | $ | 13,730 |
| COST OF REVENUES | (424) | (428) | (1,303) | (1,112) | ||||
| Gross profit | 4,285 | 4,332 | 12,757 | 12,618 | ||||
| OPERATING EXPENSES | ||||||||
| Selling, general and administrative | 4,018 | 3,677 | 11,562 | 11,609 | ||||
| Research and development | 1,177 | 1,550 | 2,829 | 4,134 | ||||
| Total operating expenses | 5,195 | 5,227 | 14,391 | 15,743 | ||||
| Loss from operations | (910) | (895) | (1,634) | (3,125) | ||||
| OTHER INCOME | ||||||||
| Interest and other income | 73 | 179 | 230 | 181 | ||||
| Total other income | 73 | 179 | 230 | 181 | ||||
| Net loss before provision for income taxes | (837) | (716) | (1,404) | (2,944) | ||||
| Provision for income taxes | — | 8 | 2 | 20 | ||||
| Net loss | $ | (837) | $ | (724) | $ | (1,406) | $ | (2,964) |
| PER SHARE INFORMATION | ||||||||
| Loss per common share - | ||||||||
| Basic/Diluted | $ | (0.04) | $ | (0.04) | $ | (0.07) | $ | (0.15) |
| Weighted average common shares used in computing per share amounts - | ||||||||
| Basic/Diluted | 19,499,174 | 19,278,295 | 19,390,258 | 19,209,620 |
INTELLICHECK, INC.
UNAUDITED CONDENSED STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
(in thousands, except share amounts)
| Three months ended September 30, 2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Additional<br>Paid-in<br>Capital | Accumulated<br>Deficit | Total<br>Stockholders’<br>Equity | ||||||
| Shares | Amount | ||||||||
| BALANCE, June 30, 2024 | 19,492,702 | $ | 19 | $ | 151,422 | $ | (134,134) | $ | 17,307 |
| Stock-based compensation | – | – | 265 | – | 265 | ||||
| Stock option exercises, net of<br><br>cashless exercises | 7,064 | – | – | – | — | ||||
| Issuance of shares for vested<br><br>restricted stock grants | 51,199 | – | – | – | – | ||||
| Net loss | – | – | – | (837) | (837) | ||||
| BALANCE, September 30, 2024 | 19,550,965 | $ | 19 | $ | 151,687 | $ | (134,971) | $ | 16,735 |
| Three months ended September 30, 2023 | |||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Common Stock | Additional<br>Paid-in<br>Capital | Accumulated<br>Deficit | Total<br>Stockholders’<br>Equity | ||||||
| Shares | Amount | ||||||||
| BALANCE, June 30, 2023 | 19,251,920 | $ | 19 | $ | 150,159 | $ | (133,825) | $ | 16,353 |
| Stock-based compensation | – | – | 381 | – | 381 | ||||
| Issuance of shares for vested<br><br>restricted stock grants | 47,627 | – | – | – | – | ||||
| Shares forfeited in exchange for<br><br>withholding taxes | — | – | (3) | — | (3) | ||||
| Net loss | – | – | – | (724) | (724) | ||||
| BALANCE, September 30, 2023 | 19,299,547 | $ | 19 | $ | 150,537 | $ | (134,549) | $ | 16,007 |
INTELLICHECK, INC.
UNAUDITED CONDENSED STATEMENTS OF STOCKHOLDERS’ EQUITY
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
(in thousands, except share amounts)
| Nine months ended September 30, 2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Additional<br>Paid-in<br>Capital | Accumulated<br>Deficit | Total<br>Stockholders’<br>Equity | ||||||
| Shares | Amount | ||||||||
| BALANCE, December 31, 2023 | 19,354,335 | $ | 19 | $ | 150,822 | $ | (133,565) | $ | 17,276 |
| Stock-based compensation | – | – | 865 | – | 865 | ||||
| Stock option exercises, net of<br><br>cashless exercises | 11,939 | – | – | – | — | ||||
| Issuance of common stock for vested<br><br>restricted stock units and earned<br><br>performance stock units | 184,691 | – | – | – | – | ||||
| Net loss | – | – | – | (1,406) | (1,406) | ||||
| BALANCE, September 30, 2024 | 19,550,965 | $ | 19 | $ | 151,687 | $ | (134,971) | $ | 16,735 |
| Nine months ended September 30, 2023 | |||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Common Stock | Additional<br>Paid-in<br>Capital | Accumulated<br>Deficit | Total<br>Stockholders’<br>Equity | ||||||
| Shares | Amount | ||||||||
| BALANCE, December 31, 2022 | 18,957,366 | $ | 19 | $ | 149,233 | $ | (131,585) | $ | 17,667 |
| Stock-based compensation | – | – | 1,361 | – | 1,361 | ||||
| Issuance of common stock for vested<br><br>restricted stock units and earned<br><br>performance stock units | 366,901 | – | – | – | – | ||||
| Shares forfeited in exchange for<br><br>withholding taxes | (24,720) | – | (57) | – | (57) | ||||
| Net loss | – | – | – | (2,964) | (2,964) | ||||
| BALANCE, September 30, 2023 | 19,299,547 | $ | 19 | $ | 150,537 | $ | (134,549) | $ | 16,007 |
INTELLICHECK, INC.
UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024 AND 2023
| Nine months ended September 30, | ||||
|---|---|---|---|---|
| (In thousands) | ||||
| 2024 | 2023 | |||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
| Net loss | $ | (1,406) | $ | (2,964) |
| Adjustments to reconcile net loss to net cash used in operating activities | ||||
| Depreciation and amortization | 275 | 210 | ||
| Stock-based compensation | 842 | 1,347 | ||
| Allowance for credit losses | (31) | 23 | ||
| Change in accrued interest and accretion of discount on short-term investments | — | (154) | ||
| Changes in assets and liabilities: | ||||
| Decrease (Increase) in accounts receivable | 1,360 | (1,284) | ||
| Decrease (Increase) in other current and long-term assets | 167 | 31 | ||
| (Decrease) Increase in accounts payable and accrued expenses | (1,493) | 431 | ||
| (Decrease) Increase in deferred revenue | (897) | 1,246 | ||
| (Decrease) in liability for shares withheld | (190) | — | ||
| Net cash used in operating activities | (1,373) | (1,114) | ||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
| Purchases of property and equipment | (47) | (68) | ||
| Proceeds from maturity of short-term investments | 5,000 | 5,000 | ||
| Purchases of short-term investments | — | (4,914) | ||
| Software development costs | (1,833) | — | ||
| Net cash provided by investing activities | 3,120 | 18 | ||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
| Proceeds from exercises of stock options | 20 | — | ||
| Proceeds of insurance financing arrangement | — | 49 | ||
| Withholding taxes paid on RSU vesting | — | (54) | ||
| Repayment of insurance financing arrangements | — | (133) | ||
| Net cash provided by (used in) financing activities | 20 | (138) | ||
| Net increase (decrease) in cash | 1,767 | (1,234) | ||
| CASH, beginning of period | 3,980 | 5,196 | ||
| CASH, end of period | $ | 5,747 | $ | 3,962 |
| Supplemental disclosures of cash flow information: | ||||
| Cash paid for interest | $ | — | $ | 2 |
| Cash paid for income taxes | $ | — | $ | 78 |
Adjusted EBITDA
We use Adjusted EBITDA as a non-GAAP financial performance measurement. Adjusted EBITDA is calculated by adjusting net loss for certain reductions such as interest and other income and certain addbacks such as income taxes, sales tax accruals, depreciation, amortization, restructuring severance expenses and stock-based compensation expense. Adjusted EBITDA is provided to investors to supplement the results of operations reported in accordance with GAAP. Management believes that Adjusted EBITDA provides an additional tool for investors to use in comparing our financial results with other companies that also use Adjusted EBITDA in their communications to investors. By excluding non-cash charges such as sales tax accruals, amortization, depreciation, and stock-based compensation, as well as non-operating charges for interest and income taxes, investors can evaluate our operations and can compare the results on a more consistent basis to the results of other companies. In addition, Adjusted EBITDA is one of the primary measures management uses to monitor and evaluate financial and operating results.
We consider Adjusted EBITDA to be an important indicator of our operational strength and performance of our business and a useful measure of our historical operating trends. However, there are significant limitations to the use of Adjusted EBITDA since it excludes, interest and other income, stock-based compensation expense, all of which impact our profitability, as well as depreciation and amortization related to the use of long-term assets which benefit multiple periods. We believe that these limitations are compensated by providing Adjusted EBITDA only with GAAP net loss and clearly identifying the difference between the two measures. Consequently, Adjusted EBITDA should not be considered in isolation or as a substitute for net loss presented in accordance with GAAP. Adjusted EBITDA as defined by us may not be comparable with similarly named measures provided by other companies.
The reconciliation of GAAP net loss to Non-GAAP Adjusted EBITDA is as follows:
| Three Months Ended September 30 | Nine Months Ended September 30 | |||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||
| Net loss | $ | (837) | $ | (724) | $ | (1,406) | $ | (2,964) |
| Reconciling items: | ||||||||
| Restructuring severance expenses | 376 | 131 | 376 | 548 | ||||
| Provision for income taxes | — | 8 | 2 | 20 | ||||
| Interest and other income | (73) | (179) | (230) | (181) | ||||
| Sales tax accrual | — | 80 | — | 227 | ||||
| Depreciation and amortization | 130 | 71 | 275 | 210 | ||||
| Stock-based compensation including<br><br>liability classified awards | 237 | 342 | 642 | 1,347 | ||||
| Adjusted EBITDA | $ | (167) | $ | (271) | $ | (341) | $ | (793) |
Contact
Investor Relations: Gar Jackson (949) 873-2789 / gjackson@intellicheck.com
Media and Public Relations: Sharon Schultz (302) 539-3747 / sschultz@intellicheck.com
About Intellicheck
Intellicheck (Nasdaq: IDN) is an identity company that delivers on-demand digital identity validation solutions for KYC, fraud, and age verification needs. Intellicheck validates both digital and physical identities for financial services, fintech companies, BNPL providers, title companies, e-commerce and retail commerce businesses, law enforcement and government agencies across North America. Intellicheck is hardware agnostic and can be used through a mobile device, a browser, or a retail point-of-scale scanner. For more information on Intellicheck, visit us on the web and follow us on LinkedIn, Twitter, Facebook, and YouTube.
Safe Harbor Statement
Statements in this news release about Intellicheck’s future expectations, including: the advantages of our products, future demand for Intellicheck’s existing and future products, whether revenue and other financial metrics will improve in future periods, whether Intellicheck will be able to execute its turn-around plan or whether successful execution of the plan will result in increased revenues, whether sales of our products will continue at historic levels or increase, whether brand value and market awareness will grow, whether the Company can leverage existing partnerships or enter into new ones, whether there will be any impact on sales and revenues due to an epidemic, pandemic or other public health issue and all other statements in this release, other than historical facts, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (PSLRA). These statements, which express management’s current views concerning future events, trends, contingencies or results, appear at various places in this release and use words like “anticipate,” “assume,” “believe,” “continue,” “estimate,” “expect,” “forecast,” “future,” “intend,” “plan,” “potential,” “predict,” “project,” “sense”, “strategy,” “target” and similar terms, and future or conditional tense verbs like “could,” “may,” “might,” “should,” “will” and “would” are forward-looking statements within the meaning of the PSLRA. This statement is included for the express purpose of availing Intellicheck, Inc. of the protections of the safe harbor provisions of the PSLRA. It is important to note that actual results and ultimate corporate actions could differ materially from those in such forward-looking statements based on such factors as: market acceptance of our products and the presently anticipated growth in the commercial adoption of our products and services; our ability to successfully transition pilot programs into formal commercial scale programs; continued adoption of our SaaS product offerings; changing levels of demand for our current and future products; our ability to reduce or maintain expenses while increasing sales; our ability to successfully expand the sales of our products and services into new areas including health care and auto dealerships; customer results achieved using our products in both the short and long term; success of future research and development activities; the impact of inflation on our business and customer’s businesses and any effect this has on economic activity with our customer’s businesses; our ability to successfully market and sell our products, any delays or difficulties in our supply chain coupled with the typically long sales and implementation cycle for our products; our ability to enforce our intellectual property rights; changes in laws and regulations applicable to the our products; our continued ability to access government-provided data; the risks inherent in doing business with the government including audits and contract cancellations; liability resulting from any security breaches or product failure, together with other risks detailed from time to time in our reports filed with the SEC. We do not assume any obligation to update the forward-looking information.