Peraso Inc 8-K, filed Aug 10, 2021
Peraso Inc. (PRSO)
8-K
2021-08-10
For: 2021-08-10
View Original
Added on
April 12, 2026
About this 8-K
Peraso Inc filed this 8-K on August 10, 2021.
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
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 10,
2021
MOSYS, INC.
(Exact
Name of Registrant as Specified in Charter)
000-32929
(Commission
File Number)
|
Delaware
|
77-0291941
|
|
(State
or Other Jurisdiction of Incorporation)
|
(I.R.S.
Employer Identification Number)
|
2309 Bering Dr.
San Jose, California 95131
(Address
of principal executive offices, with zip code)
(408) 418-7500
(Registrant’s
telephone number, including area code)
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:
[ ]
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, par value $0.001 per share
|
MOSY
|
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 (17 CFR
§230.405) or
Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR
§240.12b-2).
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.
On
August 10, 2021, MoSys, Inc. (the “Company”) issued a
press release announcing its financial results for the three and
six months ended June 30, 2021. A copy of this press release is
furnished as Exhibit 99.1 to this report. The press release should
be read in conjunction with the cautionary language regarding
forward-looking statements, which are included in the text of the
release.
In addition to disclosing financial results calculated in
accordance with U.S. generally accepted accounting principles
(“GAAP”), management also presents information
regarding the Company’s performance over comparable periods
based on operating expenses (research and development and
sales, general and administrative), operating income (loss), net
income (loss) and net income (loss) per share, exclusive of
stock-based compensation, restructuring and impairment charges, a
one-time deemed dividend and gains on extinguishment of debt.
Because management discloses financial measures calculated without
taking into account these items, these financial measures are
characterized as “non-GAAP financial measures” under
Securities and Exchange Commission rules.
Stock-based
compensation charges represent non-cash charges related to equity
awards granted by the Company. Although these are recurring charges
to the Company’s operations, management believes the
measurement of these amounts can vary considerably from period to
period and depend substantially on factors that are not a direct
consequence of operating performance that is within
management’s control. Thus, management believes that
excluding these charges facilitates comparisons of the
Company’s operational performance in different periods, as
well as with similarly determined non-GAAP financial measures of
comparable companies.
The
Company’s non-GAAP financial measures exclude deemed
dividends. In April 2020, the Company completed an offering of
common stock (the “Offering”). As a result of the
Offering, the exercise price of 1,845,540 common stock purchase
warrants issued in a public offering of securities completed in
October 2018 was reduced from $6.00 to $2.40 per share. The Company
accounted for the warrant exercise price adjustment as a deemed
dividend, which increased the net loss attributable to common
stockholders for the twelve months ended December 31,
2020.
The
Company’s non-GAAP financial measures also exclude gains on
debt extinguishment. During the quarter ended March 31, 2021, the
Company made repayments on the principal balance and accrued
interest of its outstanding senior secured convertible notes (the
“Notes”). In connection with the repayments and
subsequent settlement of the Notes, the Company recorded a gain on
the extinguishment of the Notes. During the quarter ended June 30,
2021, the Company’s outstanding promissory note with Wells
Fargo Bank N.A., which was received pursuant to the Paycheck Protection Program (the
“PPP”) under the CARES Act, was forgiven by the Small
Business Administration under the terms of the PPP. In connection
with the forgiveness of the Company’s PPP note, the
Company recorded a gain on the extinguishment of the
Notes.
The
Company’s non-GAAP financial measures also exclude
restructuring charges related to reductions in workforce and
associated operating expenses to reduce net loss and cash burn and
to realign resources. The Company has incurred restructuring
charges in prior periods and may do so in the future, and such
charges should be considered in evaluating the performance of the
Company and its management. However, management believes that
presenting financial measures that exclude these charges
facilitates comparisons with the Company’s ongoing operating
results as well as those of other companies in its business
sector.
Adjusted
EBITDA is GAAP net income (loss), as reported on the
Company’s consolidated statements of operations, excluding
stock-based compensation, restructuring and impairment charges,
interest expense, depreciation, the provision (benefit) for income
taxes, the gains on debt extinguishment and the one-time deemed
dividend.
Management and the
Company’s board of directors will continue to analyze the
historical consolidated results of operations and comprehensive
income (loss) (revenue, research and development expenses, selling,
general and administrative expenses, operating income (loss), net
income (loss) and net income (loss) per share) and adjusted EBITDA
to assess the business and compare operating results to the
Company’s performance objectives. For example, the
Company’s budgeting and planning process utilizes these
non-GAAP financial measures.
The
Company discloses these non-GAAP financial measures to the public
as an additional means by which investors can assess the
Company’s performance and to identify the Company’s
operating results for investors on the same basis applied by
management. The non-GAAP financial measures disclosed by the
Company should not be considered a substitute for, or superior to,
financial measures calculated in accordance with GAAP, and the
financial results calculated in accordance with GAAP and
reconciliations to those financial statements should be carefully
evaluated. The non-GAAP financial measures used by the Company may
be calculated differently from, and, therefore, may not be
comparable to, similarly titled measures used by other companies.
The Company has furnished reconciliations of the non-GAAP financial
measures to the most directly comparable GAAP financial measures in
the press release furnished as Exhibit 99.1.
Moreover,
although these non-GAAP financial measures adjust expense, they
should not be viewed as a pro-forma presentation reflecting the
elimination of the underlying share-based compensation programs,
which are an important element of the Company’s compensation
structure. GAAP requires that all forms of share-based payments
should be valued and included, as appropriate, in results of
operations. Management believes these expenses are a material part
of the Company’s operating results.
The
information contained in this Current Report on Form 8-K and
Exhibit 99.1 hereto shall not be deemed “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, nor shall it be deemed
incorporated by reference to any filing under the Securities Act of
1933, as amended, or the Exchange Act, except as expressly set
forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits.
|
Exhibit
No.
|
|
Description
|
|
|
|
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Press Release by MoSys,
Inc. dated August 10, 2021
|
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.
|
|
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MOSYS,
INC.
|
|
|
|
|
|
|
|
|
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|
|
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Date: August 10, 2021
|
|
By:
|
/s/ James
W.
Sullivan
|
|
|
|
|
James W. Sullivan
|
|
|
|
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Vice President of Finance and Chief Financial Officer
|
Exhibit 99.1
MoSys, Inc. Announces Second Quarter 2021 Financial
Results
MoSys,
Inc. (NASDAQ:MOSY) (“MoSys” or the
“Company”), a provider of semiconductor solutions that enable fast,
intelligent data access for cloud, networking, security and
communications systems, today announced
financial results
for the second quarter ended June 30, 2021.
Second Quarter 2021 Financial Results
Total
net revenue for the second quarter of 2021 was $1.2 million,
compared with $1.3 million for the previous quarter and $2.0
million for the second quarter of 2020. Product revenue for the
second quarter of 2021 was $1.0 million, compared with $1.2 million
in the previous quarter and $1.7 million in the year ago period.
The quarter-over-quarter decrease in revenue reflected lower
shipments of Bandwidth Engine® products and reduced
royalties from 1T-SRAM licensees.
Gross
margin for the second quarter of 2021 was 62%, compared with 63%
for the first quarter of 2021 and 69% for the second quarter of
2020.
Total
operating expenses on a GAAP basis for the second quarter of 2021
were $2.5 million, compared with operating expenses of $2.2 million
in the previous quarter and $1.9 million in the second quarter of
2020. Total non-GAAP operating expenses, excluding stock-based
compensation expenses, for the second quarter of 2021 were $2.4
million, compared with $2.2 million in the first quarter of 2021
and $1.9 million in the second quarter of 2020. A reconciliation of
GAAP results to non-GAAP results is provided in the financial
statement tables following the text of this press
release.
GAAP
net loss for the second quarter of 2021 was $1.2 million, or $0.18
per share, compared with a net loss of $1.4 million, or $0.28 per
share, for the previous quarter, and a net loss of $1.0 million, or
$0.32 per share, for the second quarter of 2020.
Non-GAAP
net loss for the second quarter of 2021 was $1.7 million, or $0.25
per share, compared with a net loss of $1.3 million, or $0.28 per
share, in the prior quarter and a net loss of $0.6 million, or
$0.18 per share, for the second quarter of 2020. Adjusted EBITDA
for the second quarter of 2021 was a negative $1.7 million,
compared with a negative $1.3 million in the previous quarter and a
negative $0.5 million for the second quarter of 2020.
At June
30, 2021, cash and investments increased to $23.1 million,
following successful completion of a registered direct offering
that generated $12 million in net proceeds. In May 2021, the
Company’s outstanding promissory note issued under the
Paycheck Protection Program was forgiven in full, and the Company
recorded a gain of $0.6 million during the quarter ended June 30,
2021.
Management Commentary
“We
continued to see a consistent level of demand for our chips and IP
solutions as reflected in our increasing pipeline of design wins
and customer engagements during the quarter. We continued to
effectively manage industry supply chain constraints, which
impacted customer timelines and near-term demand for our IC
products. In response to the current environment, we have increased
ordering lead times for our products, and when combined with our
increased backlog, provides us visibility through the first quarter
of 2022. We are seeing new opportunities for our Acceleration
Engine ICs in applications such as programmable switches, network
security and 5G user plane function (UPF). These applications
require increasing amounts of high-bandwidth, low-latency memory to
add performance and features. As we recently announced, APS
Networks has selected our Bandwidth Engine 3 IC to add advanced
capabilities to its new OpenBNG switches, and we expect initial
revenue contribution in the coming quarters.
We also
continued to make progress on the development and marketing of our
Virtual Accelerator Engine (VAE) IP solutions. Our pipeline for
license opportunities increased during the quarter supported by new
referrals from our FPGA partners and includes multiple engagements
for use in 5G UPF applications. We expect to secure our first
production license with a lead IC customer in the second half of
2021 with follow-on licenses for additional customer programs
expected in 2022."
Mr.
Lewis concluded, "Based on our current backlog, we expect quarterly
revenue to increase beginning with the fourth quarter of 2021.
While we experienced increased expenses in the second quarter, we
continue to manage our costs and prudently invest in the
development of our VAE IP solutions and seek to identify strategic
relationships and alternatives to improve our prospects and provide
further scale. We also exited the quarter with our strongest
balance sheet in recent years. The Company is debt free and has
over $23 million in cash and investments. We look forward to making
further progress in the second half of 2021, as we believe we are
well positioned for growth and continued execution on our business
plan."
Business Outlook
The
Company expects total net revenue for the third quarter of 2021 to
be in the range of $1.1 million to $1.4 million.
Use of Non-GAAP Financial Measures
To supplement MoSys’ consolidated financial statements
presented in accordance with GAAP, MoSys uses non-GAAP financial
measures that exclude from the statement of operations the effects
of stock-based compensation, gains on extinguishment
of debt and deemed dividends.
MoSys’ management believes that the presentation of these
non-GAAP financial measures is useful to investors and other
interested persons because they are one of the primary indicators
that MoSys’ management uses for planning and forecasting
future performance. The press release also makes reference to and
reconciles GAAP net income (loss) attributable to common
stockholders and adjusted EBITDA, which the Company defines as GAAP
net income (loss) before interest expense, income tax provision,
and depreciation and amortization, as well as stock-based
compensation, restructuring and impairment charges, gains on
extinguishment of debt and a one-time deemed dividend. Management
believes that the presentation of non-GAAP financial measures that
exclude these items is useful to investors because management does
not consider these charges part of the day-to-day business or
reflective of the core operational activities of the Company that
are within the control of management or that would be used to
evaluate management’s operating
performance.
Investors are encouraged to review the reconciliations of these
non-GAAP financial measures to the comparable GAAP results, which
are provided in tables below the Condensed Consolidated Statements
of Operations. The non-GAAP financial measures disclosed by the
Company should not be considered a substitute for, or superior to,
financial measures calculated in accordance with GAAP, and the
financial results calculated in accordance with GAAP and
reconciliations to those financial statements should be carefully
evaluated. The non-GAAP financial measures used by the Company may
be calculated differently from, and therefore may not be comparable
to, similarly titled measures used by other companies. For
additional information regarding these non-GAAP financial measures,
and management’s explanation of why it considers such
measures to be useful, refer to the Current Report on Form 8-K
dated August 10, 2021 that the Company filed with the Securities
and Exchange Commission.
Forward-Looking Statements
This press release may contain forward-looking statements about the
Company, including, without limitation, the Company’s
expectations regarding its supply chain constraints, its
anticipated total net revenue for the third quarter of 2021, the
timing of a first production license for its Virtual Accelerator
Engine IP, and the Company’s 2021 revenue trends.
Forward-looking statements are based on certain assumptions and
expectations of future events that are subject to risks and
uncertainties. Actual results and trends may differ materially from
historical results or those projected in any such forward-looking
statements depending on a variety of factors. These factors
include, but are not limited, to the following:
●
working capital to
aggressively fund product development and growth;
●
the timing of
customer orders and product shipments;
●
risks related to
the COVID-19 pandemic, including public health requirements in
response to the outbreak of COVID-19 and the impact on the
Company’s business and operations, which is evolving and
beyond the Company’s control, members of the Company’s
management team or a significant number of its employee base
becoming ill with COVID-19, changes in government regulations and
mandates to address COVID-19 that may adversely impact the
Company’s ability to continue to operate without disruption,
a significant decline in global macroeconomic conditions that have
an adverse impact on the Company’s business and financial
results and component shortages and increased lead times that may
negatively impact the Company’s ability to ship its
products;
●
customer
concentrations;
●
lengthy sales
cycle;
●
ability to enhance
our existing proprietary technologies and develop new
technologies;
●
achieving
additional design wins for our IC products through the acceptance
and adoption of our IC architecture and interface protocols by
potential customers and their suppliers;
●
difficulties and
delays in the production, testing and marketing of our
ICs;
●
reliance on our
manufacturing partners to assist successfully with the fabrication
of our ICs;
●
availability of
quantities of ICs supplied by our manufacturing partners at a
competitive cost;
●
ability to make our
new VAE IP products commercially available and achieve customer
acceptance of these new proprietary technologies;
●
level of
intellectual property protection provided by our patents, the
expenses and other consequences of litigation, including
intellectual property infringement litigation, to which we may be
or may become a party from time to time;
●
vigor and growth of
markets served by our customers and our operations;
and
●
other risks
identified in the Company’s most recent Annual Report on Form
10-K filed with the Securities and Exchange Commission on March 18,
2021, as well as other reports that MoSys files from time to time
with the Securities and Exchange Commission.
MoSys
does not intend to update publicly any forward-looking statement
for any reason, except as required by law, even as new information
becomes available or other events occur in the future.
About MoSys, Inc.
MoSys,
Inc. (NASDAQ: MOSY) is focused on Accelerating Data Intelligence
and provides both silicon chips and IP solutions to enable fast,
intelligent data access and decision making for a wide range of
markets including cloud networking, security, 5G, SmartNIC, test
and measurement, and video systems. MoSys’ Quazar family of
high-speed memories and the Blazar family of Accelerator Engines
are memory integrated circuits with unmatched intelligence,
performance and capacity that eliminate data access bottlenecks to
deliver speed and intelligence in systems, including those scaling
from 100G to multi-terabits per second. MoSys’ Stellar family
of Virtual Accelerator Engines includes software, FPGA RTL and
RISC-based firmware to accelerate applications and are portable
across a wide range of hardware configurations with or without
MoSys silicon chips. More information is available at:
www.mosys.com.
Bandwidth Engine and MoSys are registered trademarks of MoSys, Inc.
in the US and/or other countries. The MoSys logo, Quazar, Blazar
and Stellar are trademarks of MoSys, Inc. All other marks mentioned
herein are the property of their respective owners.
(Financial Tables to Follow)
Contact:
Jim Sullivan, CFO
MoSys, Inc.
+1 (408) 418-7500
jsullivan@mosys.com
MOSYS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts; unaudited)
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Three
Months Ended
|
Six
Months Ended
|
||
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|
June
30,
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June
30,
|
||
|
|
2021
|
2020
|
2021
|
2020
|
|
|
|
|
|
|
|
Net Revenue
|
|
|
|
|
|
Product
|
$1,017
|
$1,679
|
$2,195
|
$2,747
|
|
Royalty
and other
|
151
|
289
|
311
|
481
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|
Total
net revenue
|
1,168
|
1,968
|
2,506
|
3,228
|
|
|
|
|
|
|
|
Cost of Net Revenue
|
444
|
604
|
939
|
1,134
|
|
|
|
|
|
|
|
Gross Profit
|
724
|
1,364
|
1,567
|
2,094
|
|
|
|
|
|
|
|
Operating Expenses
|
|
|
|
|
|
Research
and development
|
1,222
|
985
|
2,381
|
1,946
|
|
Selling,
general and administrative
|
1,287
|
964
|
2,358
|
2,099
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Total
operating expenses
|
2,509
|
1,949
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4,739
|
4,045
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Loss
from operations
|
(1,785)
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(585)
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(3,172)
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(1,951)
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Other
income (expense), net
|
580
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(54)
|
598
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(93)
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Net loss
|
(1,205)
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(639)
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(2,574)
|
(2,044)
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|
|
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Deemed
dividend for warrant exercise price adjustment
|
-
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(392)
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-
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(392)
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Net loss attributable to common stockholders
|
$(1,205)
|
$(1,031)
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$(2,574)
|
$(2,436)
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Net loss per share
|
|
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Basic
and diluted
|
$(0.18)
|
$(0.32)
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$(0.44)
|
$(0.88)
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Shares used in computing net loss per share
|
|
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Basic
and diluted
|
6,857
|
3,265
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5,865
|
2,780
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MOSYS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, unaudited)
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June
30,
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December
31,
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2021
|
2020
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Assets
|
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|
Current
assets:
|
|
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Cash,
cash equivalents and investments
|
$19,566
|
$5,889
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Accounts
receivable, net
|
632
|
701
|
|
Inventories
|
1,026
|
599
|
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Prepaid
expenses and other
|
388
|
668
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Total
current assets
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21,612
|
7,857
|
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Long-term
investments
|
3,484
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-
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Property
and equipment, net
|
96
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121
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Right-of-use
lease asset
|
205
|
303
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Other
|
17
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17
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Total
assets
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$25,414
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$8,298
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Liabilities and Stockholders’ Equity
|
|
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Current
liabilities:
|
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Accounts
payable
|
$89
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$76
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Accrued
expenses and other
|
1,350
|
1,300
|
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Deferred
revenue
|
147
|
15
|
|
Short-term
lease liability
|
201
|
201
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|
PPP
note payable - current portion
|
-
|
244
|
|
Total
current liabilities
|
1,787
|
1,836
|
|
|
|
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Convertible
notes payable
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-
|
3,092
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|
PPP
note payable
|
-
|
335
|
|
Long-term
lease liability
|
10
|
103
|
|
Total
liabilities
|
1,797
|
5,366
|
|
|
|
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Stockholders'
equity
|
23,617
|
2,932
|
|
|
|
|
|
Total
liabilities and stockholders’ equity
|
$25,414
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$8,298
|
MOSYS, INC.
Reconciliation of GAAP to Non-GAAP Net Loss and Net Loss Per
Share
(In thousands, except per share amounts; unaudited)
|
|
Three
Months Ended
|
Six
Months Ended
|
||
|
|
June
30,
|
June
30,
|
||
|
|
2021
|
2020
|
2021
|
2020
|
|
|
|
|
|
|
|
GAAP net loss attributable to common stockholders
|
$(1,205)
|
$(1,031)
|
$(2,574)
|
$(2,436)
|
|
Deemed
dividend for warrant exercise price adjustment
|
-
|
392
|
-
|
392
|
|
Stock-based
compensation expense
|
|
|
|
|
|
Research
and development
|
50
|
27
|
75
|
54
|
|
Selling,
general and administrative
|
47
|
39
|
90
|
80
|
|
Total
stock-based compensation expense
|
97
|
66
|
165
|
134
|
|
|
|
|
|
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Gains
on debt extinguishment
|
(579)
|
-
|
(627)
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-
|
|
|
|
|
|
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|
Non-GAAP net loss
|
$(1,687)
|
$(573)
|
$(3,036)
|
$(1,910)
|
|
|
|
|
|
|
|
GAAP net loss attributable to common stockholders per share, basic
and diluted
|
$(0.18)
|
$(0.32)
|
$(0.44)
|
$(0.88)
|
|
Reconciling
items
|
|
|
|
|
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Deemed
dividend for warrant exercise price adjustment
|
-
|
0.12
|
-
|
0.14
|
|
Stock-based
compensation expense
|
0.01
|
0.02
|
0.03
|
0.05
|
|
Gains
on debt extinguishment
|
(0.08)
|
-
|
(0.11)
|
-
|
|
|
|
|
|
|
|
Non-GAAP net loss per share, basic and diluted
|
$(0.25)
|
$(0.18)
|
$(0.52)
|
$(0.69)
|
|
|
|
|
|
|
|
Shares used in computing non-GAAP net loss per share
|
|
|
|
|
|
Basic
and diluted
|
6,857
|
3,265
|
5,865
|
2,780
|
MOSYS, INC.
Reconciliation of GAAP and Non-GAAP Financial
Information
(In thousands; unaudited)
|
|
Three
Months Ended
|
Six
Months Ended
|
||
|
|
June
30,
|
June
30,
|
||
|
|
2021
|
2020
|
2021
|
2020
|
|
Reconciliation of GAAP loss and adjusted EBITDA
|
|
|
|
|
|
GAAP net loss attributable to common stockholders
|
$(1,205)
|
$(1,031)
|
$(2,574)
|
$(2,436)
|
|
Deemed
dividend for warrant exercise price adjustment
|
-
|
392
|
-
|
392
|
|
Stock-based
compensation expense
|
|
|
|
|
|
Research
and development
|
50
|
27
|
75
|
54
|
|
Selling,
general and administrative
|
47
|
39
|
90
|
80
|
|
Stock-based
compensation expense
|
97
|
66
|
165
|
134
|
|
|
|
|
|
|
|
Gains
on debt extinguishment
|
(579)
|
-
|
(627)
|
-
|
|
|
|
|
|
|
|
Non-GAAP net loss
|
(1,687)
|
(573)
|
(3,036)
|
(1,910)
|
|
EBITDA
adjustments:
|
|
|
|
|
|
Depreciation
|
18
|
41
|
36
|
82
|
|
Interest
expense
|
-
|
56
|
30
|
112
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
$(1,669)
|
$(476)
|
$(2,970)
|
$(1,716)
|