8-K
SMITH MICRO SOFTWARE, INC. (SMSI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 11, 2023
Smith Micro Software, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-35525 | 33-0029027 |
|---|---|---|
| (State or Other Jurisdiction<br><br>of Incorporation) | (Commission<br><br>File Number) | (IRS Employer<br><br>Identification No.) |
| 5800 Corporate Drive<br><br>Pittsburgh, PA | 15237 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (412) 837-5300
Not Applicable
(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 Instructions 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<br><br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.001 per share | SMSI | NASDAQ |
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 2.02Results of Operations and Financial Condition
On May 11, 2023, Smith Micro Software, Inc. issued a press release announcing its financial results for the three months ended March 31, 2023. A copy of the press release is hereby furnished to the Securities and Exchange Commission as Exhibit 99.1 and incorporated by reference herein.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.
Item 7.01Regulation FD
The information set forth under Item 2.02 is incorporated into this Item 7.01 by reference.
Item 9.01.Financial Statements and Exhibits.
(d) Exhibits
| Exhibit | Description |
|---|---|
| 99.1 | Press Release issued on May 11, 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 thereunto duly authorized.
| Smith Micro Software, Inc. | ||
|---|---|---|
| Date: May 11, 2023 | By: | /s/ James M. Kempton |
| James M. Kempton | ||
| Vice President and Chief Financial Officer |
Document
Exhibit 99.1
IR INQUIRIES:
Charles Messman
Investor Relations
949-362-5800
IR@smithmicro.com
Smith Micro Reports First Quarter 2023 Financial Results
PITTSBURGH, PA, May 11, 2023 – Smith Micro Software, Inc. (NASDAQ: SMSI) (“Smith Micro” or the “Company”) today reported financial results for its first quarter ended March 31, 2023.
“We accomplished several key initiatives during our first quarter of 2023,” said William W. Smith Jr., president, chief executive officer and chairman of the board of Smith Micro. “Most significantly, we took the necessary steps in reallocating resources to better streamline operations across the entire organization and to substantially reduce expenses. We anticipate $4 million of quarterly cost savings as compared to the fourth quarter of 2022 as a result and expect to achieve that savings target in the second quarter.”
Smith continued, “Looking ahead we remain very positive and excited about our Fiscal 2023. We expect a new launch with one of our Tier 1 carrier partners on the SafePath® platform, and our sales pipeline in both the U.S. and European markets is growing nicely for both our SafePath and ViewSpot® platforms, building momentum as we look at the remainder of our fiscal year.”
First Quarter 2023 Financial Results
Smith Micro reported revenue of $10.9 million for the quarter ended March 31, 2023, compared to $12.7 million reported in the quarter ended March 31, 2022.
Gross profit for the quarter ended March 31, 2023 was $7.6 million, compared to $9.1 million for the quarter ended March 31, 2022. Non-GAAP gross profit for the quarter ended March 31, 2023 was $7.8 million.
Gross profit as a percentage of revenue was 70 percent for the quarter ended March 31, 2023, compared to 71 percent for the quarter ended March 31, 2022. Non-GAAP gross profit as a percentage of revenue was 72% for the quarter ended March 31, 2023.
GAAP net loss for the quarter ended March 31, 2023 was $6.9 million, or $0.11 loss per share, compared to GAAP net loss of $7.0 million, or $0.13 loss per share, for the same period in 2022.
Non-GAAP net loss for the quarter ended March 31, 2023 was $3.6 million, or $0.06 loss per share, compared to non-GAAP net loss of $3.9 million, or $0.07 loss per share, for the quarter ended March 31, 2022. Non-GAAP net loss excludes the items noted below under "Non-GAAP Measures."
| Smith Micro Software First Quarter 2023 Financial Results | Page 2 |
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Non-GAAP Measures
To supplement our financial information presented in accordance with GAAP, the Company considers, and has included in this press release, the following non-GAAP financial measures and a non-GAAP reconciliation from the equivalent GAAP metric: non-GAAP net (loss) income, and non-GAAP diluted (loss) earnings per share in the presentation of financial results in this press release. Management believes this non-GAAP presentation may be more meaningful in analyzing our income generation and has therefore excluded the following items from GAAP earnings calculations: stock compensation, intangibles amortization, depreciation, changes to derivatives and warrants, personnel severance and reorganization activities. Additionally, since the Company currently has federal and state net operating loss carryforwards that can be utilized to reduce future cash payments for income taxes, these non-GAAP adjustments have not been tax effected, and the resulting income tax expense reflects actual taxes paid or accrued during each period. This presentation may be considered more indicative of our ongoing operational performance. The table below presents the differences between non-GAAP net (loss) income and net (loss) income on an absolute and per-share basis. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information presented in compliance with GAAP, and the non-GAAP financial measures as reported by Smith Micro may not be comparable to similarly titled amounts reported by other companies.
Investor Conference Call
Smith Micro will hold an investor conference call today, May 11, 2023, at 4:30 p.m. ET, to discuss the Company’s first quarter 2023 financial results. To access the call, dial 1-844-701-1164; international participants can call 1-412-317-5492. A passcode is not required to join the call; ask the operator to be placed into the Smith Micro conference. Participants are asked to call the assigned number approximately 10 minutes before the conference call begins. An internet webcast is available at https://event.choruscall.com/mediaframe/webcast.html?webcastid=OXbiKnS8. In addition, the conference call will be available on the Smith Micro website in the Investor Relations section.
| Smith Micro Software First Quarter 2023 Financial Results | Page 3 |
|---|
About Smith Micro Software, Inc.
Smith Micro develops software to simplify and enhance the mobile experience, providing solutions to some of the leading wireless service providers and cable MSOs around the world. From enabling the family digital lifestyle to providing powerful voice messaging capabilities, our solutions enrich today’s connected lifestyles while creating new opportunities to engage consumers via smartphones and consumer IoT devices. The Smith Micro portfolio also includes a wide range of products for creating, sharing, and monetizing rich content, such as visual voice messaging, optimizing retail content display and performing analytics on any product set. For more information, visit www.smithmicro.com.
Smith Micro, the Smith Micro logo and SafePath are registered trademarks or trademarks of Smith Micro Software, Inc. All other trademarks and product names are the property of their respective owners.
Forward-Looking Statements
Certain statements in this press release are, and certain statements on the related conference call may be, forward-looking statements regarding future events or results within the meaning of the Private Securities Litigation Reform Act, including statements related to our financial prospects, goals and other projections of our outlook or performance and our future business plans, and statements using such words as “expect,” “anticipate,” “believe,” “plan,” “intend,” “could,” “will” and other similar expressions. Forward-looking statements involve risks and uncertainties, which could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Among the important factors that could cause or contribute to such differences are reduction in revenue from a terminating customer agreement earlier or at a more rapid rate than expected, delays in our ability to fully execute on our expense reduction plans due to statutory and other requirements, the risk of harm to our business resulting from our cost reduction efforts, customer concentration, given that the majority of our sales depend on a few large customer relationships, delay or failure of our customers to accept and deploy our products and services or new or upgraded versions thereof, delay or failure of our customers’ end users to adopt our products and services or new or upgraded versions thereof, our reliance on third party application stores for the distribution of our software applications to users and any barriers to such distribution, including any delay or failure of such third party to approve new versions of our applications or their implementation of policies that may be harmful to our business, the impact of the COVID-19 pandemic on our business and financial results, changes in demand for our products from our customers and their end users, changes in requirements for our products imposed by our customers or by the third party providers of software and/or platforms that we use, our ability to effectively integrate, market and sell acquired product lines, new and changing technologies and customer acceptance and timing of deployment of those technologies, our ability to compete effectively with other software and technology companies, and the existence and terms of our convertible notes and related agreements, including that they may restrict our ability to obtain additional financing, and adversely affect our business, financial condition and cash flows from operations in the future. These and other factors discussed in our filings with the Securities and Exchange Commission, including our filings on Forms 10-K and 10-Q, could cause actual results to differ materially from those expressed or implied in any forward-looking statements. The forward-looking statements contained in this release are made on the basis of the views and assumptions of management, and we do not undertake any obligation to update these statements to reflect events or circumstances occurring after the date of this release.
| Smith Micro Software First Quarter 2023 Financial Results | Page 4 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Smith Micro Software, Inc. | |||||||||||||||||
| --- | --- | --- | --- | --- | |||||||||||||
| Consolidated Balance Sheets | |||||||||||||||||
| (in thousands except share and par value data) | |||||||||||||||||
| March 31,<br>2023 | December 31,<br>2022 | ||||||||||||||||
| (unaudited) | (audited) | ||||||||||||||||
| Assets | |||||||||||||||||
| Current assets: | |||||||||||||||||
| Cash and cash equivalents | $ | 8,724 | $ | 14,026 | |||||||||||||
| Accounts receivable, net of allowance for doubtful accounts of $3 and $3 (2023 and 2022, respectively) | 11,186 | 10,501 | |||||||||||||||
| Prepaid expenses and other current assets | 3,323 | 1,983 | |||||||||||||||
| Total current assets | 23,233 | 26,510 | |||||||||||||||
| Equipment and improvements, net | 1,272 | 1,498 | |||||||||||||||
| Right-of-use assets | 3,378 | 3,722 | |||||||||||||||
| Other assets | 487 | 490 | |||||||||||||||
| Intangible assets, net | 34,847 | 36,320 | |||||||||||||||
| Goodwill | 35,041 | 35,041 | |||||||||||||||
| Total assets | $ | 98,258 | $ | 103,581 | |||||||||||||
| Liabilities and Stockholders' Equity | |||||||||||||||||
| Current liabilities: | |||||||||||||||||
| Accounts payable | $ | 3,119 | $ | 3,236 | |||||||||||||
| Accrued payroll and benefits | 3,961 | 3,883 | |||||||||||||||
| Current operating lease liabilities | 1,452 | 1,441 | |||||||||||||||
| Other current liabilities | 1,561 | 1,589 | |||||||||||||||
| Current portion of convertible notes payable | 9,624 | 9,007 | |||||||||||||||
| Derivative liabilities | 532 | 1,575 | |||||||||||||||
| Total current liabilities | 20,249 | 20,731 | |||||||||||||||
| Non-current liabilities: | |||||||||||||||||
| Warrant liabilities | 1,353 | 3,317 | |||||||||||||||
| Operating lease liabilities | 2,594 | 2,976 | |||||||||||||||
| Deferred tax liabilities, net | 178 | 178 | |||||||||||||||
| Total non-current liabilities | 4,125 | 6,471 | |||||||||||||||
| Commitments and contingencies | |||||||||||||||||
| Stockholders' equity: | |||||||||||||||||
| Common stock, par value $0.001 per share; 100,000,000 shares authorized; 60,595,949 and 56,197,910 shares issued and outstanding at March 31, 2023 and 2022, respectively | 61 | 56 | |||||||||||||||
| Additional paid-in capital | 362,262 | 357,875 | |||||||||||||||
| Accumulated comprehensive deficit | (288,439) | (281,552) | |||||||||||||||
| Total stockholders’ equity | 73,884 | 76,379 | |||||||||||||||
| Total liabilities and stockholders' equity | $ | 98,258 | $ | 103,581 | |||||||||||||
| Smith Micro Software First Quarter 2023 Financial Results | Page 5 | ||||||||||||||||
| --- | --- | Smith Micro Software, Inc. | |||||||||||||||
| --- | --- | --- | --- | --- | |||||||||||||
| Consolidated Statement of Operations | |||||||||||||||||
| (in thousands except share data) | |||||||||||||||||
| For the Three Months Ended<br>March 31, | |||||||||||||||||
| 2023 | 2022 | ||||||||||||||||
| (unaudited) | (unaudited) | ||||||||||||||||
| Revenues | $ | 10,930 | $ | 12,735 | |||||||||||||
| Cost of revenues (including depreciation of $14 and $32 in 2023 and 2022, respectively) | 3,282 | 3,637 | |||||||||||||||
| Gross profit | 7,648 | 9,098 | |||||||||||||||
| Operating expenses: | |||||||||||||||||
| Selling and marketing | 3,554 | 2,981 | |||||||||||||||
| Research and development | 5,868 | 7,265 | |||||||||||||||
| General and administrative | 3,475 | 3,923 | |||||||||||||||
| Depreciation and amortization | 1,686 | 1,967 | |||||||||||||||
| Total operating expenses | 14,583 | 16,136 | |||||||||||||||
| Operating loss | (6,935) | (7,038) | |||||||||||||||
| Other income (expense): | |||||||||||||||||
| Change in fair value of warrant and derivative liabilities | 2,984 | — | |||||||||||||||
| Loss on derecognition of debt | (627) | — | |||||||||||||||
| Interest (expense) income, net | (2,260) | (4) | |||||||||||||||
| Other (expense) income, net | (40) | 59 | |||||||||||||||
| Loss before provision for income taxes | (6,878) | (6,983) | |||||||||||||||
| Provision for income tax expense | 9 | 19 | |||||||||||||||
| Net loss | $ | (6,887) | $ | (7,002) | |||||||||||||
| Loss per share: | |||||||||||||||||
| Basic and diluted | $ | (0.11) | $ | (0.13) | |||||||||||||
| Weighted average shares outstanding: | |||||||||||||||||
| Basic and diluted | 61,646 | 54,501 | |||||||||||||||
| Smith Micro Software First Quarter 2023 Financial Results | Page 6 | ||||||||||||||||
| --- | --- | Smith Micro Software, Inc. | |||||||||||||||
| --- | --- | --- | --- | --- | |||||||||||||
| Consolidated Statements of Cash Flows | |||||||||||||||||
| (in thousands) | |||||||||||||||||
| For the Three Months Ended<br>March 31, | |||||||||||||||||
| 2023 | 2022 | ||||||||||||||||
| (unaudited) | (unaudited) | ||||||||||||||||
| Operating activities: | |||||||||||||||||
| Net loss | $ | (6,887) | $ | (7,002) | |||||||||||||
| Adjustments to reconcile net loss to net cash used in operating activities: | |||||||||||||||||
| Depreciation and amortization | 1,699 | 1,998 | |||||||||||||||
| Non-cash lease expense | 344 | 338 | |||||||||||||||
| Change in fair value of warrant and derivative liabilities | (2,984) | — | |||||||||||||||
| Loss on derecognition of debt | 627 | — | |||||||||||||||
| Amortization of debt discount and issuance costs | 2,117 | — | |||||||||||||||
| Provision for doubtful accounts | — | 5 | |||||||||||||||
| Stock based compensation | 945 | 1,065 | |||||||||||||||
| Gain on disposal of assets | (3) | — | |||||||||||||||
| Changes in operating accounts: | |||||||||||||||||
| Accounts receivable | (685) | (1,472) | |||||||||||||||
| Prepaid expenses and other assets | 163 | (218) | |||||||||||||||
| Accounts payable and accrued liabilities | (436) | (1,172) | |||||||||||||||
| Other liabilities | (235) | (131) | |||||||||||||||
| Net cash used in operating activities | (5,335) | (6,589) | |||||||||||||||
| Investing activities: | |||||||||||||||||
| Capital expenditures, net | 3 | (63) | |||||||||||||||
| Other investing activities | — | 12 | |||||||||||||||
| Net cash provided by (used in) investing activities | 3 | (51) | |||||||||||||||
| Financing activities: | |||||||||||||||||
| Proceeds from financing arrangements | 442 | 541 | |||||||||||||||
| Repayments of financing arrangements | (420) | (181) | |||||||||||||||
| Other financing activities | 8 | 33 | |||||||||||||||
| Net cash provided by financing activities | 30 | 393 | |||||||||||||||
| Net decrease in cash and cash equivalents | (5,302) | (6,247) | |||||||||||||||
| Cash and cash equivalents, beginning of year | $ | 14,026 | $ | 16,078 | |||||||||||||
| Cash and cash equivalents, end of year | $ | 8,724 | $ | 9,831 | |||||||||||||
| Smith Micro Software First Quarter 2023 Financial Results | Page 7 | ||||||||||||||||
| --- | --- | Smith Micro Software, Inc. | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |||
| Reconciliation of GAAP to Non-GAAP Results | |||||||||||||||||
| (in thousands, except per share data) - unaudited | |||||||||||||||||
| GAAP | Stock Compensation | Intangibles Amortization | Depreciation | Changes to Derivatives and Warrants | Amortization of Debt Issuance Costs and Discount | Personnel Severance and Reorganization Activities | Non-GAAP | ||||||||||
| Three Months Ended <br>March 31, 2023 | |||||||||||||||||
| Gross profit | $ | 7,648 | $ | — | $ | — | $ | 14 | $ | — | $ | — | $ | 183 | $ | 7,845 | |
| Selling and marketing | 3,554 | (162) | — | — | — | — | (93) | 3,299 | |||||||||
| Research and development | 5,868 | (224) | — | — | — | — | (462) | 5,182 | |||||||||
| General and administrative | 3,475 | (559) | — | — | — | — | (135) | 2,781 | |||||||||
| Depreciation and amortization | 1,686 | — | (1,474) | (212) | — | — | — | — | |||||||||
| Total operating expenses | 14,583 | (945) | (1,474) | 226 | — | — | (690) | 11,262 | |||||||||
| Loss before provision for income taxes | (6,878) | 945 | 1,474 | 226 | (2,357) | 2,117 | 873 | (3,600) | |||||||||
| Net loss | (6,887) | 945 | 1,474 | 226 | (2,357) | 2,117 | 873 | (3,609) | |||||||||
| (Loss) earnings per share: basic and diluted | (0.11) | 0.02 | 0.02 | — | (0.04) | 0.03 | 0.01 | (0.06) | |||||||||
| Three Months Ended <br>March 31, 2022 | |||||||||||||||||
| Gross profit | $ | 9,098 | $ | — | $ | — | $ | 32 | $ | — | $ | — | $ | — | $ | 9,130 | |
| Selling and marketing | 2,981 | (83) | — | — | — | — | — | 2,898 | |||||||||
| Research and development | 7,265 | (261) | — | — | — | — | — | 7,004 | |||||||||
| General and administrative | 3,923 | (721) | — | — | — | — | — | 3,202 | |||||||||
| Depreciation and amortization | 1,967 | — | (1,645) | (322) | — | — | — | — | |||||||||
| Total operating expenses | 16,136 | (1,065) | (1,645) | (322) | — | — | — | 13,104 | |||||||||
| Loss before provision for income taxes | (6,983) | 1,065 | 1,645 | 354 | — | — | — | (3,919) | |||||||||
| Net loss | (7,002) | 1,065 | 1,645 | 354 | — | — | — | (3,938) | |||||||||
| (Loss) earnings per share: basic and diluted | (0.13) | 0.02 | 0.03 | 0.01 | — | — | — | (0.07) |
Note: (Loss) earnings per share: basic and diluted - may be impacted by rounding to allow rows to calculate.