SKYX 8-K
SKYX Platforms Corp. (SKYX)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 2.02 | Results of Operations and Financial Condition |
On November 13, 2023, SKYX Platforms Corp. (d/b/a Sky Technologies) (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2023. 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.
Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and in this Item 2.02 have been furnished and 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 liability under that section nor shall they be deemed incorporated by reference in 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 regardless of any general incorporation language.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit Number | Description | |
| 99.1 | Earnings Press Release, dated November 13, 2023. | |
| 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.
| SKYX PLATFORMS CORP. | ||
| Date: November 13, 2023 | By: | /s/ John P. Campi |
| Name: | John P. Campi | |
| Title: | Chief Executive Officer | |
Exhibit 99.1
SKYX Reports Record Sales of $21.6 Million for Third Quarter 2023 as it Continues to Enhance its Penetration and Sales of its Advanced, Safe and Smart Plug & Play Platform Technology Products
MIAMI, FL – November 13, 2023 – SKYX Platforms Corp. (NASDAQ: SKYX) (d/b/a SKYX Technologies) (the “Company” or “SKYX”), a highly disruptive platform technology company with 77 pending and issued patents globally and over 60 lighting and home décor websites, with a mission to make homes and buildings become safe and smart as the new standard, today reported its financial and operational results for the third quarter ended September 30, 2023.
Third Quarter 2023 and Subsequent Operational Highlights
| ● | Generated a record $21.6 million in revenue in the third quarter of 2023, including sales of its advanced and smart plug & play products. | |
| ● | Cash, cash equivalents, restricted cash, available cash, and investments available for sale totaled $24.4 million as of September 30, 2023, as compared to $16.8 million as of December 31, 2022. | |
| ● | The Company continues to enhance its market penetration of its advanced and smart platform technology product to both retail and commercial segments, through its e-commerce platform of over 60 websites for lighting and home décor. | |
| ● | The Company has filed for a mandatory safety standardization with the National Electrical Code (NEC) for its ceiling outlet receptacle for ceilings in homes and buildings with SKYX’s code team led by Mark Earley, former head of the National Electrical Code (NEC), and Eric Jacobson, former President and CEO of the American Lighting Association (ALA). Mr. Earley and Mr. Jacobson were instrumental in numerous code and safety changes in both the electrical and lighting industries. | |
| ● | Announced a collaboration with QUOIZEL, a U.S. leading lighting manufacturer for nearly 100 years, which will include SKYX advanced smart and standard products for online, retail, and professional channels. | |
| ● | Eight additional patents issued, resulting in SKYX having 77 pending and issued patents in the U.S. and globally including the issuance of five new utility patents in the U.S. and international markets including Canada, Mexico, and Hong Kong for its related smart plug-and-play platform technology products. | |
| ● | The Company entered into an agreement to supply approximately 1,000 homes with its advanced smart home platform technologies and is expected to deliver approximately 30,000 units representing a variety of its advanced and smart platform technology products to the developer’s upcoming projects. | |
| ● | Signed an agreement with a world-leading product material and sample supply company to architects, builders, and designers - Material Bank - with over 100,000 customers. |
| ● | The Company signed an agreement to include a variety of its advanced and smart home technologies in all Homes of the Future exhibits at the upcoming International Builders’ Show (IBS - NAHB) in Las Vegas, Nevada from February 27-29, 2024. SKYX will be a main event in the IBS – NAHB 2024. |
Safety Standardization Highlights
The Company filed for a mandatory safety standardization with the National Electrical Code (NEC) for its ceiling outlet receptacle for ceilings in homes and buildings.
Management believes that after over 12 years of its standardization process including its product specification approval voting for by ANSI / NEMA (American National Standardization Institute / National Electrical Manufacturing Association), it has met the necessary safety conditions for becoming a ceiling safety standardization requirement for homes and buildings. In the past 12 years, the Company’s product was voted into 10 segments in the NEC Code Book. Voting decisions are at the discretion of the NEC voting members.
The Company’s code team is led by Mark Earley – former head of the National Electrical Code (NEC) and former Chief Electrical Engineer of the National Fire Protection Association (NFPA) – as well as Eric Jacobson, former President and CEO of The American Lighting Association (ALA). Mr. Earley and Mr. Jacobson were instrumental in numerous code and safety changes in both the electrical and lighting industries.
Third Quarter 2023 Financial Results
Revenue in the third quarter of 2023 increased to a record $21.6 million, including E-commerce sales as well as smart and standard plug and play products.
Gross profit in the third quarter of 2023 increased to $6.7 million, or 31% of revenue. Gross profit was positively impacted by the gross profit from the acquisition of Belami E-commerce platform of over 60 websites for lighting and home décor.
Cash, cash equivalents, restricted cash, available cash, and investments available for sale amounted to $24.4 million as of September 30, 2023, as compared to $16.8 million as of December 31, 2022.
The Company’s current liabilities include a 2024 non-cash payment of $5.6 million, payable in shares to the Belami shareholders as part of the consideration for the acquisition of Belami’s e-commerce platform of over 60 websites for lighting and home décor.
Sales and marketing expenses amounted to $5.7 million during the third quarter of 2023, compared to $1.0 million during the prior year’s comparable quarter.
Net cash loss before interest, taxes, depreciation, and amortization, as adjusted for share-based payments (“adjusted EBITDA”), a non-GAAP measure, amounted to $2.5 million, in addition to a non-cash basis loss of $4.7 million, amounted to a net loss of $7.2 million, or $(0.08) per share, in the third quarter of 2023, as compared to a net cash loss of $1.9 million, in addition to a non-cash basis loss of $2.8 million, amounted to a net loss of $5.7 million, or $(0.07) per share, in the third quarter of 2022.
Cash used in operating activities for the three months ended September 30, 2023, amounted to $3.4 million, as compared to $3.5 million in the comparable prior year period.
The Company’s financial statements for the quarter ended September 30, 2023, will be filed with the SEC and are available on the Company’s investor relations website. https://ir.skyplug.com/sec-filings/
Management Commentary
The third quarter of 2023 was highlighted by our first significant full quarter of revenues that include sales and rollout of our advanced ceiling smart and standard plug & play platform products that are now on many leading U.S. and Canadian websites. We believe we have accelerated our cadence of sales with a robust gross margin profile, notably managing the cash burn of SKYX on a sequential basis. Our e-commerce platform with over 60 websites is expected to provide additional cash flow to the Company, which, when combined with our existing cash, we anticipate will be sufficient for at least 18 months of operations.
We are encouraged with our path to the builder/commercial segments that we believe will assist in paving the way for our standardization efforts.
Additionally, our e-commerce website platform enhances the acceleration of marketing, distribution channels, collaborations, and sales to both professional and retail segments. Some of our 60 websites that include Company’s advanced ceiling smart and standard plug and play products are: 1stoplighting.com, Lightingdesignexperts.com, Canadalightingexperts.com, Americanlightingstore.com, Homeclick.com, and Lunawarehouse.com among others. The websites include banners, videos, and educational materials regarding the simplicity, cost savings, timesaving, and lifesaving aspects of the Company’s patented technologies.
About SKYX Platforms Corp.
As electricity is a standard in every home and building, our mission is to make homes and buildings become safe-advanced and smart as the new standard.
SKYX Platforms Corp. (NASDAQ: SKYX) has a series of highly disruptive advanced-safe-smart platform technologies, with over 77 U.S. and global patents and patent pending applications. Additionally, the Company owes over 60 lighting and home decor websites for both retail and commercial segments. Our technologies place an emphasis on high quality and ease of use, while significantly enhancing both safety and lifestyle in homes and buildings. We believe that our products are a necessity in every room in both homes and other buildings in the U.S. and globally. For more information, please visit our website at SKYXPlatforms.com or follow us on LinkedIn.
Forward-Looking Statements
Certain statements made in this press release are not based on historical facts, but are forward-looking statements. These statements can be identified by the use of forward-looking terminology such as “aim,” “anticipate,” “believe,” “can,” “could,” “continue,” “estimate,” “expect,” “evaluate,” “forecast,” “guidance,” “intend,” “likely,” “may,” “might,” “objective,” “ongoing,” “outlook,” “plan,” “potential,” “predict,” “probable,” “project,” “seek,” “should,” “target” “view,” “will,” or “would,” or the negative thereof or other variations thereon or comparable terminology, although not all forward-looking statements contain these words. These statements reflect the Company’s reasonable judgment with respect to future events and are subject to risks, uncertainties and other factors, many of which have outcomes difficult to predict and may be outside our control, that could cause actual results or outcomes to differ materially from those in the forward-looking statements. Such risks and uncertainties include statements relating to the Company’s ability to successfully launch, commercialize, develop additional features and achieve market acceptance of its products and technologies and integrate its products and technologies with third-party platforms or technologies; the Company’s efforts and ability to drive the adoption of its products and technologies as a standard feature, including their use in homes, hotels, offices and cruise ships; the Company’s ability to capture market share; the Company’s estimates of its potential addressable market and demand for its products and technologies; the Company’s ability to raise additional capital to support its operations as needed, which may not be available on acceptable terms or at all; the Company’s ability to execute on any sales and licensing or other strategic opportunities; the possibility that any of the Company’s products will become National Electrical Code (NEC)-code or otherwise code mandatory in any jurisdiction, or that any of the Company’s current or future products or technologies will be adopted by any state, country, or municipality, within any specific timeframe or at all; risks arising from mergers, acquisitions, joint ventures and other collaborations; the Company’s ability to attract and retain key executives and qualified personnel; guidance provided by management, which may differ from the Company’s actual operating results; the potential impact of unstable market and economic conditions on the Company’s business, financial condition, and stock price; and other risks and uncertainties described in the Company’s filings with the Securities and Exchange Commission, including its periodic reports on Form 10-K and Form 10-Q. There can be no assurance as to any of the foregoing matters. Any forward-looking statement speaks only as of the date of this press release, and the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by U.S. federal securities laws.
Non-GAAP Financial Measures
Management considers earnings (loss) before interest, taxes, depreciation and amortization, or EBITDA, as adjusted, an important indicator in evaluating the Company’s business on a consistent basis across various periods. Due to the significance of non-recurring items, EBITDA, as adjusted, enables management to monitor and evaluate the business on a consistent basis. The Company uses EBITDA, as adjusted, as a primary measure, among others, to analyze and evaluate financial and strategic planning decisions regarding future operating investments and potential acquisitions. The Company believes that EBITDA, as adjusted, eliminates items that are not part of the Company’s core operations, such as interest expense and amortization expense associated with intangible assets, or items that do not involve a cash outlay, such as share-based payments and non-recurring items, such as transaction costs. EBITDA, as adjusted, should be considered in addition to, rather than as a substitute for, pre-tax income (loss), net income (loss) and cash flows used in operating activities. This non-GAAP financial measure excludes significant expenses that are required by GAAP to be recorded in the Company’s financial statements and is subject to inherent limitations. Investors should review the reconciliation of this non-GAAP financial measure to the comparable GAAP financial measure. Investors should not rely on any single financial measure to evaluate the Company’s business.
Investor Relations Contact:
Lucas
A. Zimmerman
MZ North America
(949) 259-4987
[email protected]
SKYX PLATFORMS CORP.
Consolidated Balance Sheets
(Unaudited) September 30, 2023 | (Audited) December 31, 2022 | |||||||
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 16,479,393 | $ | 6,720,543 | ||||
| Restricted cash | 2,750,000 | — | ||||||
| Accounts receivable | 3,034,585 | — | ||||||
| Investments, available-for-sale | — | 7,373,956 | ||||||
| Inventory | 5,385,039 | 1,923,540 | ||||||
| Deferred cost of revenues | 282,165 | |||||||
| Prepaid expenses and other assets | 408,427 | 311,618 | ||||||
| Total current assets | 28,339,609 | 16,329,657 | ||||||
| Other assets: | ||||||||
| Furniture and equipment, net | 592,520 | 215,998 | ||||||
| Restricted cash | 2,881,726 | 2,741,054 | ||||||
| Right of use assets, net | 22,072,530 | 23,045,293 | ||||||
| Intangible assets, definite life, net | 8,436,398 | 662,802 | ||||||
| Goodwill | 15,799,725 | — | ||||||
| Other assets | 220,747 | 182,306 | ||||||
| Total other assets | 50,003,646 | 26,847,453 | ||||||
| Total Assets | $ | 78,343,255 | $ | 43,177,110 | ||||
| Liabilities and Stockholders’ Equity | ||||||||
| Current liabilities: | ||||||||
| Accounts payable and accrued expenses | $ | 10,784,874 | $ | 1,949,823 | ||||
| Notes payable, current | 3,627,273 | 405,931 | ||||||
| Operating lease liabilities, current | 2,223,318 | 1,130,624 | ||||||
| Royalty obligation | 2,638,000 | 2,638,000 | ||||||
| Consideration payable | 8,905,315 | - | ||||||
| Deferred revenues | 1,854,922 | - | ||||||
| Convertible notes, related parties | 950,000 | 950,000 | ||||||
| Convertible notes, current | 350,000 | 350,000 | ||||||
| Total current liabilities | 31,333,702 | 7,424,378 | ||||||
| Long term liabilities: | ||||||||
| Accounts payable | 523,797 | — | ||||||
| Notes payable | 1,142,875 | 4,867,004 | ||||||
| Operating lease liabilities | 22,806,894 | 22,758,496 | ||||||
| Convertible notes, net | 5,480,279 | — | ||||||
| Total long-term liabilities | 29,953,845 | 27,625,500 | ||||||
| Total liabilities | 61,287,547 | 35,049,878 | ||||||
| Commitments and Contingent Liabilities: | ||||||||
| Redeemable preferred stock - subject to redemption: $0 par value; 20,000,000 shares authorized; none and 580,400 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively | — | 220,099 | ||||||
| Stockholders’ Equity: | ||||||||
| Common stock and additional paid-in-capital: $0 par value, 500,000,000 shares authorized; and 91,846,065 and 82,907,541 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively | 150,538,326 | 114,039,638 | ||||||
| Accumulated deficit | (133,482,618 | ) | (106,070,358 | ) | ||||
| Accumulated other comprehensive loss | — | (62,147 | ) | |||||
| Total stockholders’ equity | 17,055,708 | 7,907,133 | ||||||
| Non-controlling interest | — | — | ||||||
| Total equity | 17,055,708 | 7,907,133 | ||||||
| Total Liabilities and Stockholders’ Equity | $ | 78,343,255 | $ | 43,177,110 | ||||
SKYX Platforms Corp.
Consolidated Statements of Operations and Comprehensive Loss
(Unaudited)
For the three months ended September 30, | For the nine months ended September 30, | |||||||||||||||
| 2023 | 2022 | 2023 | 2022 | |||||||||||||
| Revenue | $ | 21,617,579 | $ | 8,556 | $ | 36,611,659 | $ | 22,916 | ||||||||
| Cost of revenues | 14,917,493 | 5,914 | 25,207,604 | 17,676 | ||||||||||||
| Gross income | 6,700,086 | 2,642 | 11,404,055 | 5,240 | ||||||||||||
| Sales and marketing | 5,702,647 | 993,232 | 12,546,736 | 3,839,175 | ||||||||||||
| General and administrative | 7,519,042 | 4,615,887 | 24,869,910 | 18,282,472 | ||||||||||||
| Operating expenses | 13,221,689 | 5,609,119 | 37,416,646 | 22,121,647 | ||||||||||||
| Loss from operations | (6,521,603 | ) | (5,606,477 | ) | (26,012,591 | ) | (22,116,407 | ) | ||||||||
| Other income / (expense) | ||||||||||||||||
| Interest expense, net | (662,173 | ) | (52,189 | ) | (2,601,526 | ) | (224,610 | ) | ||||||||
| Other income | — | — | — | — | ||||||||||||
| Gain on extinguishment of debt | — | — | 1,201,857 | 178,250 | ||||||||||||
| Total other income (expense), net | (662,173 | ) | (52,189 | ) | (1,399,669 | ) | (46,360 | ) | ||||||||
| Net loss | (7,183,776 | ) | (5,658,666 | ) | (27,412,260 | ) | (22,162,767 | ) | ||||||||
| Common stock issued pursuant to antidilutive provisions | — | — | — | 4,691,022 | ||||||||||||
| Preferred dividends | — | 4,627 | — | 32,504 | ||||||||||||
| Non-controlling interest | — | — | — | — | ||||||||||||
| Net loss attributed to common shareholders | $ | (7,183,776 | ) | $ | (5,663,293 | ) | $ | (27,412,260 | ) | $ | (26,886,293 | ) | ||||
| Other comprehensive loss: | — | (108,817 | ) | 62,147 | (108,817 | ) | ||||||||||
| Net Comprehensive loss attributed to common stockholders | $ | (7,183,776 | ) | $ | (5,772,110 | ) | $ | (27,350,113 | ) | $ | (26,995,110 | ) | ||||
| Net loss per share - basic and diluted | $ | (0.08 | ) | $ | (0.07 | ) | $ | (0.31 | ) | $ | (0.34 | ) | ||||
| Weighted average number of common shares outstanding during the period – basic and diluted | 91,081,313 | 81,562,681 | 87,055,643 | 78,350,946 | ||||||||||||
SKYX Platforms Corp.
Consolidated Statements of Cash Flows
(Unaudited)
| For the nine months ended September 30, | ||||||||
| 2023 | 2022 | |||||||
| Cash flows from operating activities: | ||||||||
| Net loss | $ | (27,412,260 | ) | $ | (22,162,767 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation and amortization | 2,098,935 | 194,698 | ||||||
| Gain on forgiveness of debt | (1,201,857 | ) | (178,250 | ) | ||||
| Amortization of debt discount | 867,572 | — | ||||||
| Share-based payments | 13,109,035 | 13,957,145 | ||||||
| Change in operating assets and liabilities: | ||||||||
| Inventory | (1,675,394 | ) | (549,825 | ) | ||||
| Accounts receivable | (512,826 | ) | — | |||||
| Prepaid expenses and other assets | 79,224 | (795,365 | ) | |||||
| Deferred charges | 1,200,916 | — | ||||||
| Deferred revenues | (74,111 | ) | — | |||||
| Operating lease liabilities | (215,743 | ) | (28,521 | ) | ||||
| Accretion operating lease liabilities | 890,474 | — | ||||||
| Other assets | — | (161,358 | ) | |||||
| Royalty obligation | — | (900,000 | ) | |||||
| Accounts payable and accrued expenses | 2,753,672 | 897,256 | ||||||
| Net cash used in operating activities | (10,092,363 | ) | (9,726,987 | ) | ||||
| Cash flows from investing activities: | ||||||||
| Purchase of debt securities | (136,033 | ) | (7,441,617 | ) | ||||
| Proceeds from disposition of debt securities | 7,572,136 | — | ||||||
| Acquisition, net of cash acquired | (4,206,200 | ) | — | |||||
| Purchase of property and equipment | (119,942 | ) | (257,907 | ) | ||||
| Payment of patent costs and other intangibles | — | (137,645 | ) | |||||
| Net cash provided by (used in) investing activities | 3,109,961 | (7,837,169 | ) | |||||
| Cash flows from financing activities: | ||||||||
| Proceeds from issuance of common stock- offerings | 8,723,461 | 23,100,000 | ||||||
| Placement costs | (491,932 | ) | (2,548,000 | ) | ||||
| Proceeds from exercise of options and warrants | — | 390,624 | ||||||
| Proceeds from line of credit | 6,197,695 | — | ||||||
| Proceeds from issuance of convertible notes | 10,350,000 | — | ||||||
| Dividends paid | — | (32,504 | ) | |||||
| Principal repayments of notes payable | (5,147,300 | ) | (202,503 | ) | ||||
| Net cash provided by financing activities | 19,631,924 | 20,707,617 | ||||||
| Increase in cash, cash equivalents and restricted cash | 12,649,522 | 3,143,461 | ||||||
| Cash, cash equivalents, and restricted cash at beginning of period | 9,461,597 | 10,426,249 | ||||||
| Cash, cash equivalents and restricted cash at end of period | $ | 22,111,119 | $ | 13,569,710 | ||||
| Supplementary disclosure of non-cash financing activities: | ||||||||
| Preferred stock conversion to common | $ | 220,099 | $ | 3,094,134 | ||||
| Business acquisition: | ||||||||
| Assets acquired excluding identifiable intangible assets and goodwill and cash | 7,090,094 | — | ||||||
| Liabilities assumed and consideration payable | 19,755,903 | — | ||||||
| Identifiable intangible assets and goodwill, net of cash outlay | 19,993,525 | — | ||||||
| Debt discount | 5,569,978 | — | ||||||
| Fair value of shares issued pursuant to antidilutive provisions | — | 4,691,022 | ||||||
| Fair value of shares issued pursuant to acquisition | 7,327,716 | — | ||||||
| Fair value of shares issued pursuant to extinguishment of debt | 2,040,231 | — | ||||||
| Right-of-use assets and operating lease liabilities | 23,621,267 | |||||||
| Cash paid during the period for: | ||||||||
| Interest | $ | 666,539 | $ | 303,957 | ||||
The accompanying notes are an integral part of the unaudited consolidated financial statements.
Non-GAAP Financial Measures
| For
the three-months ended September 30, | For
the nine-months ended September 30 | |||||||||||||||
| 2023 | 2022 | 2023 | 2022 | |||||||||||||
| Net loss | $ | (7,183,776 | ) | $ | (5,658,666 | ) | $ | (27,412,260 | ) | $ | (22,162,767 | ) | ||||
| Share-based payments | 2,470,501 | 2,762,945 | 13,109,035 | 13,957,145 | ||||||||||||
| Interest expense | 662,173 | 52,189 | 2,601,526 | 224,610 | ||||||||||||
| Depreciation, amortization | 1,601,562 | 21,900 | 2,098,935 | 194,698 | ||||||||||||
| Transaction costs | - | - | 516,601 | - | ||||||||||||
| EBITDA, as adjusted | $ | (2,449,540 | ) | $ | (2,821,632 | ) | $ | (9,086,163 | ) | $ | (7,786,314 | ) | ||||