8-K
KOPIN CORP (KOPN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 1, 2022
KOPIN CORPORATION
(Exact Name of Registrant as Specified in Charter)
| Delaware | 000-19882 | 04-2833935 |
|---|---|---|
| (State or Other Jurisdiction<br><br> <br>of Incorporation) | (Commission<br><br> <br>File Number) | (IRS Employer<br><br> <br>Identification No.) |
125 North Drive,
Westborough, MA 01581
(Address of Principal Executive Offices) (Zip Code)
(508) 870-5959
(Registrant’s telephone number, including area code)
N/A
(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):
| ☐ | 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 | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.01 | KOPN | NASDAQ Capital 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.
Kopin Corporation (the “Company”) issued a press release on November 1, 2022, a copy of which is attached as Exhibit 99.1 to this report and incorporated herein by reference, in which the Company announced financial results for the third quarter ended September 24, 2022. The information in this Item 2.02 (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
See the Exhibit Index below, which is incorporated by reference herein.
EXHIBIT INDEX
| Exhibit | Description |
|---|---|
| 99.1 | Press Release dated November 1, 2022, entitled, “Kopin Reports Results for Third Quarter 2022”. |
| 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.
| KOPIN CORPORATION | ||
|---|---|---|
| Dated: | November 1, 2022 | /s/ Richard A. Sneider |
| Richard A. Sneider | ||
| Treasurer and Chief Financial Officer | ||
| (Principal Financial and Accounting Officer) |
Exhibit 99.1
Kopin Reports Results for Third Quarter 2022
- Total Revenues increase 23% year-over-year - Defense Revenues Increase 115% year-over-year
WESTBOROUGH, Mass.--(BUSINESS WIRE)--November 1, 2022--Kopin Corporation (Nasdaq: KOPN), a leading provider of high-resolution micro-displays and sub-systems for defense, enterprise and consumer augmented reality, virtual reality and mixed reality systems, today provided an update on its business initiatives and reported financial results for the third quarter ended September 24, 2022.
“We had a good quarter with revenues up 23% over the third quarter of last year, driven by growth in our defense and consumer businesses,” said Michael Murray, Kopin’s CEO. “While we continue to drive growth in these markets, my immediate focus is on yield improvements, on time/in full deliveries as well as cost controls, leading to improved margins and cash flow.”
Murray continued, “As we move into 2023 I see numerous opportunities to drive revenues, beginning with accelerating growth from our defense and industrial businesses, where we already have a solid order book. We will also leverage our unique ability to offer complex integrated optical display assemblies, which are critical to increasing the applications for AR/VR/MR, among other opportunities.”
“Technology has always been at the heart of Kopin’s success and we will continue executing on our vision to provide our global customers with brilliance in innovation, design and performance paired with a renewed focus on operational excellence,” concluded Murray.
Third Quarter Financial Results
Total revenues for the third quarter ended September 24, 2022 were $13.4 million, compared to $10.9 million for the third quarter ended September 25, 2021, a 23% year-over-year increase.
Cost of Product Revenues for the third quarter of 2022 was $8.0 million, or 81% of net product revenues, compared with $5.1 million, or 78% of net product revenues, for the third quarter of 2021. The higher cost of product revenues as a percentage of net product revenues was partially due to a $1 million warranty charge due to a supply-chain related quality issue from a vendor.
Research and Development (R&D) expenses for the third quarter of 2022 were $3.4 million compared to $3.8 million for the third quarter of 2021, an 8% decrease year over year. The decrease in R&D expense as compared to the prior year was equally split between internal R&D and customer funded R&D activities.
Selling, General and Administration (SG&A) expenses were $4.3 million for the third quarter of 2022, compared to $4.0 million for the third quarter of 2021. The increase was primarily due to an increase in compensation and professional fees, which were partially offset by lower stock-based compensation.
Other income and expense included a non-cash impairment charge of $2.0 million related to an investment whose business is being affected by COVID related issues.
Net Loss Attributable to Kopin Corporation for the third quarter of 2022 was $4.5 million, or $0.05 per share, compared with Net Loss Attributable to Kopin Corporation of $2.1 million, or $0.02 per share, for the third quarter of 2021.
Net Cash Used in Operating Activities for the nine months ended September 24, 2022, was approximately $15.6 million. Kopin’s cash and equivalents and marketable securities were approximately $15.0 million at September 24, 2022 as compared to $29.3 million at December 25, 2021.
In July 2022, we sold 675,000 shares of common stock through our existing At-The-Market equity program (ATM), which we had entered into in March 2021, for gross proceeds of $900,000 before deducting broker expenses of less than $100,000. We have not sold shares under the ATM Program since July.
Conference Call
Kopin will host a conference call this morning at 8:30am ET. To participate, please dial 1-888-394-8218 (U.S. and Canada) or 1-323-994-2093 (International). The call will also be available as a live and archived audio webcast on the Investor Relations section of Kopin’s website at www.kopin.com.
About Kopin
Kopin Corporation is a leading developer and provider of innovative wearable technologies and critical components for integration into wearable computing systems for defense, industrial and consumer products. Kopin’s technology portfolio includes ultra-small displays, optics, and low-power ASICs. For more information, please visit Kopin’s website at www.kopin.com.
Kopin is a trademark of Kopin Corporation.
Forward-Looking Statements
Statements in this press release may be considered “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are subject to the safe harbor created by such sections. Words such as “expects,” “believes,” “can,” “will,” “estimates,” and variations of such words and similar expressions, and the negatives thereof, are intended to identify such forward-looking statements. We caution readers not to place undue reliance on any such “forward-looking statements,” which speak only as of the date made, and advise readers that these forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties, estimates, and assumptions by us that are difficult to predict. These forward-looking statements include statements with respect to our numerous opportunities to drive revenues in 2023; such as accelerating growth from our defense and industrial businesses; our growth in the defense and consumer markets; and our intent to leverage our unique ability to offer complex integrated optical display assemblies. Various factors, some of which are beyond our control, could cause actual results to differ materially from those expressed in, or implied by, such forward-looking statements. All such forward-looking statements, whether written or oral, and whether made by us or on our behalf, are expressly qualified by these cautionary statements and any other cautionary statements that may accompany the forward-looking statements. In addition, we disclaim any obligation to update any forward-looking statements to reflect events or circumstances after the date of this press release, except as may otherwise be required by the federal securities laws. These forward-looking statements are only predictions, subject to risks and uncertainties, and actual results could differ materially from those discussed. Important factors that could affect performance and cause results to differ materially from management’s expectations are described in Part I, Item 1A. Risk Factors; Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations; and other parts of our Annual Report on Form 10-K for the fiscal year ended December 25, 2021, or as updated from time to time our Securities and Exchange Commission filings.
| Kopin Corporation | ||||||||
|---|---|---|---|---|---|---|---|---|
| Supplemental Information | ||||||||
| (Unaudited) | ||||||||
| Three Months Ended | Nine Months Ended | |||||||
| September 24, 2022 | September 25, 2021 | September 24, 2022 | September 25, 2021 | |||||
| Display Revenues by Category (in millions) | ||||||||
| Defense | $ | 7.5 | $ | 3.5 | $ | 19.3 | $ | 12.3 |
| Industrial/Enterprise | 1.7 | 2.7 | 4.9 | 7.4 | ||||
| Consumer | 0.7 | 0.4 | 1.2 | 1.3 | ||||
| R&D | 3.4 | 4.1 | 11.1 | 10.4 | ||||
| License and Royalties | 0.1 | 0.2 | 0.4 | 1.1 | ||||
| Total | $ | 13.4 | $ | 10.9 | $ | 36.9 | $ | 32.5 |
| Stock-Based Compensation Expense | ||||||||
| Cost of product revenues | $ | 42,000 | $ | 38,000 | $ | 120,000 | $ | 207,000 |
| Research and development | $ | 112,000 | 180,000 | 368,000 | 395,000 | |||
| Selling, general and administrative | $ | 144,000 | 424,000 | 883,000 | 3,165,000 | |||
| $ | 298,000 | $ | 642,000 | $ | 1,371,000 | $ | 3,767,000 | |
| Other Financial Information | ||||||||
| Depreciation and amortization | $ | 121,000 | $ | 154,000 | $ | 656,000 | $ | 566,000 |
| Kopin Corporation | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Condensed Consolidated Statements of Operations | ||||||||||||
| (Unaudited) | ||||||||||||
| Three Months Ended | Nine Months Ended | |||||||||||
| September 24, 2022 | September 25, 2021 | September 24, 2022 | September 25, 2021 | |||||||||
| Revenues: | ||||||||||||
| Net product revenues | $ | 9,903,315 | $ | 6,591,852 | $ | 25,414,501 | $ | 21,089,515 | ||||
| Research and development and other revenues | 3,474,693 | 4,295,321 | 11,450,961 | 11,379,282 | ||||||||
| 13,378,008 | 10,887,173 | 36,865,462 | 32,468,797 | |||||||||
| Expenses: | ||||||||||||
| Cost of product revenues | 7,987,154 | 5,145,175 | 23,676,283 | 17,586,389 | ||||||||
| Research and development | 3,441,405 | 3,751,729 | 13,995,393 | 11,055,282 | ||||||||
| Selling, general and administration | 4,320,117 | 4,035,998 | 13,112,133 | 13,982,682 | ||||||||
| 15,748,676 | 12,932,902 | 50,783,809 | 42,624,353 | |||||||||
| Loss from operations | (2,370,668 | ) | (2,045,729 | ) | (13,918,347 | ) | (10,155,556 | ) | ||||
| Other (expense) income, net | (2,093,877 | ) | (50,954 | ) | 2,505,949 | 89,267 | ||||||
| Loss before provision for income taxes and net (income) loss from noncontrolling interest | (4,464,545 | ) | (2,096,683 | ) | (11,412,398 | ) | (10,066,289 | ) | ||||
| Tax provision | (36,000 | ) | (32,000 | ) | (108,000 | ) | (97,000 | ) | ||||
| Net loss | (4,500,545 | ) | (2,128,683 | ) | (11,520,398 | ) | (10,163,289 | ) | ||||
| Net (income) loss attributable to noncontrolling interest | - | (107 | ) | 280 | 39,394 | |||||||
| Net loss attributable to Kopin Corporation | $ | (4,500,545 | ) | $ | (2,128,790 | ) | $ | (11,520,118 | ) | $ | (10,123,895 | ) |
| Net loss per share: | ||||||||||||
| Basic and diluted | $ | (0.05 | ) | $ | (0.02 | ) | $ | (0.13 | ) | $ | (0.11 | ) |
| Weighted average number of common shares outstanding: | ||||||||||||
| Basic and diluted | 93,516,231 | 90,517,330 | 91,317,288 | 88,903,658 |
| Kopin Corporation | ||||||
|---|---|---|---|---|---|---|
| Condensed Consolidated Balance Sheets | ||||||
| (Unaudited) | ||||||
| September 24, 2022 | December 25, 2021 | |||||
| ASSETS | ||||||
| Current assets: | ||||||
| Cash and marketable securities | $ | 14,969,372 | $ | 29,295,466 | ||
| Accounts receivable, net | 8,531,835 | 12,113,070 | ||||
| Inventory | 6,660,810 | 6,581,139 | ||||
| Contract assets and unbilled receivables | 6,254,518 | 2,299,392 | ||||
| Prepaid and other current assets | 1,759,708 | 1,918,678 | ||||
| Total current assets | 38,176,243 | 52,207,745 | ||||
| Plant and equipment, net | 1,627,468 | 1,888,963 | ||||
| Operating lease right-of-use assets | 3,540,073 | 3,828,066 | ||||
| Other assets | 170,932 | 170,932 | ||||
| Equity investments | 7,612,065 | 4,912,022 | ||||
| Total assets | $ | 51,126,781 | $ | 63,007,728 | ||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||
| Current liabilities: | ||||||
| Accounts payable | $ | 4,936,932 | $ | 5,483,970 | ||
| Accrued expenses | 7,520,992 | 4,133,379 | ||||
| Contract liabilities and billings in excess of revenue earned | 1,097,919 | 4,063,031 | ||||
| Operating lease liabilities | 761,734 | 701,204 | ||||
| Customer deposits | 378,201 | 2,638,103 | ||||
| Deferred tax liabilities | 424,433 | 513,417 | ||||
| Total current liabilities | 15,120,211 | 17,533,104 | ||||
| Other long term liabilities | 1,395,603 | 2,739,531 | ||||
| Operating lease liabilities, net of current portion | 2,753,885 | 3,108,236 | ||||
| Total Kopin Corporation stockholders' equity | 32,029,696 | 39,799,191 | ||||
| Noncontrolling interest | (172,614 | ) | (172,334 | ) | ||
| Total stockholders' equity | 31,857,082 | 39,626,857 | ||||
| Total liabilities and stockholders' equity | $ | 51,126,781 | $ | 63,007,728 |
Contacts
Investor Contacts:
Kopin
Richard Sneider, 508-870-5959
Treasurer and Chief Financial Officer
Richard\_Sneider@kopin.com
Or
**Market Street Partners**
Joann Horne, 415-445-3233
JHorne@marketstreetpartners.com