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): August 4, 2021
Smith Micro Software, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-35525 | 33-0029027 |
|---|---|---|
| (State or Other Jurisdiction<br><br><br>of Incorporation) | (Commission<br><br><br>File Number) | (IRS Employer<br><br><br>Identification No.) |
| 5800 Corporate Drive<br><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><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 2.02.Results of Operations and Financial Condition
On August 4, 2021, Smith Micro Software, Inc. issued a press release announcing its financial results for the three and six months ended June 30, 2021. 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.
Item 9.01.Financial Statements and Exhibits.
| (d) | Exhibits |
|---|---|
| Exhibit | Description |
| --- | --- |
| 99.1 | Press Release issued on August 4, 2021 |
| 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: August 4, 2021 | By: | /s/ Timothy C. Huffmyer |
| Timothy C. Huffmyer | ||
| Vice President and Chief Financial Officer |
smsi-ex991_6.htm
EXHIBIT 99.1
IR INQUIRIES:
Charles Messman
Investor Relations
949-362-5800
IR@smithmicro.com
Smith Micro Reports Second Quarter 2021 Financial Results
PITTSBURGH, PA, August 4, 2021 – Smith Micro Software, Inc. (NASDAQ: SMSI) (“Smith Micro” or the “Company”) today reported financial results for its second quarter ended June 30, 2021.
“I remain very bullish about where things stand for Smith Micro after a successful quarter,” said William W. Smith, Jr., President and CEO of Smith Micro Software. “Second quarter financial results came in-line with our expectations as we continue to integrate the people, customers and technology gained through the largest acquisition in Company history. Strategic discussions with our largest carrier customers continue to move in the right direction, which we believe will set the Company up for a strong back half in 2021 and beyond.”
Second Quarter 2021 Financial Results
Smith Micro reported revenue of $15.9 million for the second quarter ended June 30, 2021, compared to $12.9 million reported in the second quarter ended June 30, 2020.
Second quarter 2021 gross profit was $12.6 million compared to $11.7 million reported in the second quarter of 2020.
Gross profit as a percentage of revenue was 79 percent for the second quarter of 2021 compared to 90 percent for the second quarter of 2020.
Generally accepted accounting principles in the United States (“GAAP”) net loss for the second quarter of 2021 was $5.2 million, or $0.10 loss per share, compared to GAAP net income of $1.4 million, or $0.03 diluted earnings per share, for the second quarter of 2020.
| Smith Micro Software Second Quarter 2021 Financial Results | Page 2 |
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Non-GAAP net loss (which excludes stock-based compensation, amortization of intangibles, and acquisitions costs) for the second quarter of 2021 was $307 thousand, or $0.01 loss per share, compared to non-GAAP net income of $3.0 million, or $0.07 diluted earnings per share, for the second quarter of 2020.
Second Quarter Year-to-Date 2021 Financial Results
Smith Micro reported revenue of $27.3 million for the six months ended June 30, 2021, compared to $26.3 million reported in the six months ended June 30, 2020.
Gross profit for the six months ended June 30, 2021 was $22.4 million compared to $23.8 million reported for the same period in 2020.
Gross profit as a percentage of revenue was 82 percent for the six months ended June 30, 2021 compared to 91 percent for the six months ended June 30, 2020.
GAAP net loss for the six months ended June 30, 2021 was $8.4 million, or $0.17 loss per share, compared to GAAP net income of $3.4 million, or $0.08 diluted earnings per share, for the same period in 2020.
Non-GAAP net income (which excludes stock-based compensation, amortization of intangibles, and acquisition costs) for the six months ended June 30, 2021 was $393 thousand, or $0.01 diluted earnings per share, compared to non-GAAP net income of $7.1 million, or $0.17 diluted earnings per share, for the six months ended June 30, 2020.
Total cash and cash equivalents as of June 30, 2021 were $29.9 million.
To supplement our financial information presented in accordance with GAAP, the Company considers, and has included in this press release, certain non-GAAP financial measures, including a non-GAAP reconciliation of gross profit, income (loss) before taxes, net income (loss), and earnings (loss) 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-based compensation, amortization of intangibles, and acquisition costs. 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
| Smith Micro Software Second Quarter 2021 Financial Results | Page 3 |
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ongoing operational performance. The table below presents the differences between non-GAAP net income (loss) and net income (loss) 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-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, August 4, 2021 at 4:30 p.m. ET, to discuss the Company’s second quarter 2021 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. In addition, the conference call will be available on the Smith Micro website in the Investor Relations section.
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 and the Smith Micro logo are registered trademarks or trademarks of Smith Micro Software, Inc. All other trademarks and product names are the property of their respective owners.
| Smith Micro Software Second Quarter 2021 Financial Results | Page 4 |
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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, including statements related to our financial prospects 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 customer concentration, given that the majority of our sales depend on a few large customer relationships, 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, customer acceptance and timing of deployment of those technologies, and our ability to compete effectively with other software and technology companies. 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 Second Quarter 2021 Financial Results | Page 5 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Smith Micro Software, Inc. | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | |||||||||
| Consolidated Balance Sheets | |||||||||||||||
| (in thousands) | |||||||||||||||
| unaudited | audited | ||||||||||||||
| June 30, | December 31, | ||||||||||||||
| 2021 | 2020 | ||||||||||||||
| ASSETS | |||||||||||||||
| Current Assets: | |||||||||||||||
| Cash & cash equivalents | $ | 29,936 | $ | 25,754 | |||||||||||
| Accounts receivable, net | 14,941 | 12,347 | |||||||||||||
| Prepaid and other assets | 2,046 | 1,189 | |||||||||||||
| Total current assets | 46,923 | 39,290 | |||||||||||||
| Equipment & improvements, net | 3,186 | 2,170 | |||||||||||||
| Right-of-use assets | 5,379 | 5,785 | |||||||||||||
| Other assets | 597 | 694 | |||||||||||||
| Intangible assets, net | 41,255 | 12,698 | |||||||||||||
| Goodwill | 40,085 | 12,266 | |||||||||||||
| TOTAL ASSETS | $ | 137,425 | $ | 72,903 | |||||||||||
| LIABILITIES & STOCKHOLDERS' EQUITY | |||||||||||||||
| Current Liabilities: | |||||||||||||||
| Accounts payable | $ | 3,372 | $ | 2,282 | |||||||||||
| Accrued payroll and benefits | 4,748 | 2,867 | |||||||||||||
| Current operating lease liabilities | 1,401 | 1,433 | |||||||||||||
| Other accrued liabilities | 2,327 | 216 | |||||||||||||
| Deferred revenue | 864 | 1,572 | |||||||||||||
| Total current liabilities | 12,712 | 8,370 | |||||||||||||
| Operating lease liabilities | 4,311 | 4,805 | |||||||||||||
| Deferred rent | 804 | 887 | |||||||||||||
| Deferred tax liability, net | 59 | 59 | |||||||||||||
| Other long-term liabilities | 66 | 66 | |||||||||||||
| Total non-current liabilities | 5,240 | 5,817 | |||||||||||||
| Stockholders' Equity: | |||||||||||||||
| Common stock | 54 | 41 | |||||||||||||
| Additional paid in capital | 349,077 | 279,905 | |||||||||||||
| Accumulated comprehensive deficit | (229,658 | ) | (221,230 | ) | |||||||||||
| Total stockholders' equity | 119,473 | 58,716 | |||||||||||||
| TOTAL LIABILITIES & STOCKHOLDERS' EQUITY | $ | 137,425 | $ | 72,903 | |||||||||||
| Smith Micro Software Second Quarter 2021 Financial Results | Page 6 | ||||||||||||||
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| Smith Micro Software, Inc. | |||||||||||||||
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| Consolidated Statements of Operations | |||||||||||||||
| (in thousands, except per share data) | |||||||||||||||
| unaudited | unaudited | ||||||||||||||
| For the Three Months | For the Six Months | ||||||||||||||
| Ended June 30, | Ended June 30, | ||||||||||||||
| 2021 | 2020 | 2021 | 2020 | ||||||||||||
| Revenues | $ | 15,919 | $ | 12,933 | $ | 27,300 | $ | 26,255 | |||||||
| Cost of revenues | 3,358 | 1,269 | 4,903 | 2,441 | |||||||||||
| Gross profit | 12,561 | 11,664 | 22,397 | 23,814 | |||||||||||
| Operating expenses: | |||||||||||||||
| Selling and marketing | 4,853 | 2,613 | 9,085 | 5,400 | |||||||||||
| Research and development | 7,972 | 4,604 | 13,155 | 8,333 | |||||||||||
| General and administrative | 4,946 | 3,070 | 8,604 | 6,744 | |||||||||||
| Total operating expenses | 17,771 | 10,287 | 30,844 | 20,477 | |||||||||||
| Operating income (loss) | (5,210 | ) | 1,377 | (8,447 | ) | 3,337 | |||||||||
| Non-operating income: | |||||||||||||||
| Interest income, net | 16 | 2 | 24 | 87 | |||||||||||
| Other expense, net | 5 | — | 9 | — | |||||||||||
| Income (loss) before provision for income taxes | (5,189 | ) | 1,379 | (8,414 | ) | 3,424 | |||||||||
| Income tax expense | 14 | — | 14 | — | |||||||||||
| Net income (loss) | $ | (5,203 | ) | $ | 1,379 | $ | (8,428 | ) | $ | 3,424 | |||||
| Earnings (loss) per share: | |||||||||||||||
| Basic | $ | (0.10 | ) | $ | 0.03 | $ | (0.17 | ) | $ | 0.08 | |||||
| Diluted | $ | (0.10 | ) | $ | 0.03 | $ | (0.17 | ) | $ | 0.08 | |||||
| Weighted average shares outstanding: | |||||||||||||||
| Basic | 53,017 | 41,127 | 48,219 | 40,305 | |||||||||||
| Diluted | 53,017 | 43,079 | 48,219 | 42,346 | |||||||||||
| Smith Micro Software Second Quarter 2021 Financial Results | Page 7 | ||||||||||||||
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| Smith Micro Software, Inc. | |||||||||||||||
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| Consolidated Statements of Cash Flows | |||||||||||||||
| (in thousands) | |||||||||||||||
| unaudited | unaudited | ||||||||||||||
| For the Three Months | For the Six Months | ||||||||||||||
| Ended June 30, | Ended June 30, | ||||||||||||||
| 2021 | 2020 | 2021 | 2020 | ||||||||||||
| Operating activities: | |||||||||||||||
| Net income (loss) | $ | (5,203 | ) | $ | 1,379 | $ | (8,428 | ) | $ | 3,424 | |||||
| Adjustments to reconcile net income (loss) to net cash<br><br><br>provided by (used in) operating activities: | |||||||||||||||
| Depreciation and amortization | 2,984 | 1,018 | 5,481 | 1,662 | |||||||||||
| Non-cash lease expense | 311 | 267 | 618 | 511 | |||||||||||
| Provision for doubtful accounts and other adjustments<br><br><br>to accounts receivable | — | (5 | ) | (3 | ) | (9 | ) | ||||||||
| Provision for excess and obsolete inventory | — | — | (97 | ) | — | ||||||||||
| Stock based compensation | 1,279 | 809 | 2,295 | 1,441 | |||||||||||
| Changes in operating accounts: | |||||||||||||||
| Accounts receivable | (378 | ) | (654 | ) | 3,640 | (1,637 | ) | ||||||||
| Prepaid expenses and other assets | (606 | ) | (848 | ) | (225 | ) | (633 | ) | |||||||
| Accounts payable and accrued liabilities | (428 | ) | 148 | (1,077 | ) | (686 | ) | ||||||||
| Deferred revenue | (163 | ) | (40 | ) | (708 | ) | 262 | ||||||||
| Net cash provided by (used in) operating activities | (2,204 | ) | 2,074 | 1,496 | 4,335 | ||||||||||
| Investing activities: | |||||||||||||||
| Acquisitions, net | (56,865 | ) | — | (56,865 | ) | (12,150 | ) | ||||||||
| Capital expenditures | (146 | ) | (81 | ) | (336 | ) | (852 | ) | |||||||
| Other investing activities | 58 | 11 | 69 | (204 | ) | ||||||||||
| Net cash used in investing activities | (56,953 | ) | (70 | ) | (57,132 | ) | (13,206 | ) | |||||||
| Financing activities: | |||||||||||||||
| Proceeds (payments) from common stock offering, net | (187 | ) | — | 59,711 | — | ||||||||||
| Proceeds from exercise of common stock warrants | — | 2,151 | 40 | 4,196 | |||||||||||
| Other financing activities | 33 | 3 | 67 | 21 | |||||||||||
| Net cash provided by (used in) financing activities | (154 | ) | 2,154 | 59,818 | 4,217 | ||||||||||
| Net increase (decrease) in cash and cash equivalents | (59,311 | ) | 4,158 | 4,182 | (4,654 | ) | |||||||||
| Cash and cash equivalents, beginning of period | 89,247 | 19,456 | 25,754 | 28,268 | |||||||||||
| Cash and cash equivalents, end of period | $ | 29,936 | $ | 23,614 | $ | 29,936 | $ | 23,614 | |||||||
| Free cash flow: | |||||||||||||||
| Net cash provided by (used in) operating activities | $ | (2,204 | ) | $ | 2,074 | $ | 1,496 | $ | 4,335 | ||||||
| Capital expenditures | (146 | ) | (81 | ) | (336 | ) | (852 | ) | |||||||
| Free cash flow (1) | $ | (2,350 | ) | $ | 1,993 | $ | 1,160 | $ | 3,483 | ||||||
| (1) Free cash flow, which is a non-GAAP financial measure, is calculated as net cash provided by operating activities reduced by capital expenditures. | |||||||||||||||
| Smith Micro Software Second Quarter 2021 Financial Results | Page 8 | ||||||||||||||
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| Smith Micro Software, Inc. | |||||||||||||||
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| Reconciliation of GAAP to Non-GAAP Results | |||||||||||||||
| (in thousands, except per share data) - unaudited | |||||||||||||||
| GAAP | Stock<br><br><br>Compensation | Intangibles<br><br><br>Amortization | Acquisition Costs | Non-<br><br><br>GAAP | |||||||||||
| Three Months Ended 6/30/2021 | |||||||||||||||
| Gross profit | $ | 12,561 | $ | - | $ | - | $ | - | $ | 12,561 | |||||
| Selling and marketing expenses | 4,853 | (236 | ) | (1,736 | ) | - | 2,881 | ||||||||
| Research and development expenses | 7,972 | (241 | ) | (909 | ) | - | 6,822 | ||||||||
| General and administrative expenses | 4,946 | (802 | ) | - | (972 | ) | 3,172 | ||||||||
| Total operating expenses | 17,771 | (1,279 | ) | (2,645 | ) | (972 | ) | 12,875 | |||||||
| Income (loss) before provision for income taxes | (5,189 | ) | 1,279 | 2,645 | 972 | (293 | ) | ||||||||
| Net income (loss) | (5,203 | ) | 1,279 | 2,645 | 972 | (307 | ) | ||||||||
| Earnings (loss) per share: basic | (0.10 | ) | 0.02 | 0.05 | 0.02 | (0.01 | ) | ||||||||
| Earnings (loss) per share: diluted | (0.10 | ) | 0.02 | 0.05 | 0.02 | (0.01 | ) | ||||||||
| Three Months Ended 6/30/2020 | |||||||||||||||
| Gross profit | $ | 11,664 | $ | - | $ | - | $ | - | $ | 11,664 | |||||
| Selling and marketing expenses | 2,613 | (144 | ) | (483 | ) | - | 1,986 | ||||||||
| Research and development expenses | 4,604 | (146 | ) | (366 | ) | - | 4,092 | ||||||||
| General and administrative expenses | 3,070 | (518 | ) | - | - | 2,552 | |||||||||
| Total operating expenses | 10,287 | (808 | ) | (849 | ) | - | 8,630 | ||||||||
| Income before provision for income taxes | 1,379 | 808 | 849 | - | 3,036 | ||||||||||
| Net income | 1,379 | 808 | 849 | - | 3,036 | ||||||||||
| Earnings per share: basic | 0.03 | 0.02 | 0.02 | - | 0.07 | ||||||||||
| Earnings per share: diluted | 0.03 | 0.02 | 0.02 | - | 0.07 | ||||||||||
| Six Months Ended 6/30/2021 | |||||||||||||||
| Gross profit | $ | 22,397 | $ | - | $ | - | $ | - | $ | 22,397 | |||||
| Selling and marketing expenses | 9,085 | (426 | ) | (3,724 | ) | - | 4,935 | ||||||||
| Research and development expenses | 13,155 | (434 | ) | (1,219 | ) | - | 11,502 | ||||||||
| General and administrative expenses | 8,604 | (1,435 | ) | (1,583 | ) | 5,586 | |||||||||
| Total operating expenses | 30,844 | (2,295 | ) | (4,943 | ) | (1,583 | ) | 22,023 | |||||||
| Income (loss) before provision for income taxes | (8,414 | ) | 2,295 | 4,943 | 1,583 | 407 | |||||||||
| Net income (loss) | (8,428 | ) | 2,295 | 4,943 | 1,583 | 393 | |||||||||
| Earnings (loss) per share: basic | (0.17 | ) | 0.05 | 0.10 | 0.03 | 0.01 | |||||||||
| Earnings (loss) per share: diluted | (0.17 | ) | 0.05 | 0.10 | 0.03 | 0.01 | |||||||||
| Six Months Ended 6/30/2020 | |||||||||||||||
| Gross profit | $ | 23,814 | $ | - | $ | - | $ | - | $ | 23,814 | |||||
| Selling and marketing expenses | 5,400 | (258 | ) | (750 | ) | - | 4,392 | ||||||||
| Research and development expenses | 8,333 | (265 | ) | (614 | ) | - | 7,454 | ||||||||
| General and administrative expenses | 6,744 | (918 | ) | - | (918 | ) | 4,908 | ||||||||
| Total operating expenses | 20,477 | (1,441 | ) | (1,364 | ) | (918 | ) | 16,754 | |||||||
| Income before provision for income taxes | 3,424 | 1,441 | 1,364 | 918 | 7,147 | ||||||||||
| Net income | 3,424 | 1,441 | 1,364 | 918 | 7,147 | ||||||||||
| Earnings per share: basic | 0.08 | 0.04 | 0.03 | 0.02 | 0.18 | ||||||||||
| Earnings per share: diluted | 0.08 | 0.03 | 0.03 | 0.02 | 0.17 | ||||||||||
| Note: Earnings (loss) per share: basic and diluted - may be impacted by rounding to allow rows to calculate. |