8-K
TaoWeave, Inc. (TWAV)
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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 11, 2021 (August 8, 2021)
OBLONG, INC.
(Exact name of registrant as specified in its charter)
| Delaware<br><br>(State or other jurisdiction of<br><br>Incorporation or organization) | 001-35376<br><br>(Commission File Number) | 77-0312442<br><br>(IRS Employer<br><br>Identification No.) |
|---|---|---|
| 25587 Conifer Road, Suite 105-231<br><br>Conifer, Colorado 80433<br><br>(Address of principal executive offices, zip code) | ||
| (303) 640-3838<br><br>(Registrant’s telephone number, including area code) | ||
| (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:
☐ 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 $0.0001 per share | OBLG | Nasdaq Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On August 11, 2021, Oblong, Inc., a Delaware corporation (the “Company”), issued a press release announcing the Company’s financial results for the three and six months ended June 30, 2021. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated in this Item 2.02 by reference.
The information contained in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is being 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 the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, whether made before or after the date hereof, and regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such a filing.
Item 5.02 Departure of Directors or Certain Officers: Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 8, 2021, the Board of Directors (the “Board”) of the Company, increased the size of the Board from three to five directors and appointed Matthew Blumberg, age 50, and Deborah Meredith, age 62, to fill the two vacant seats created by the expansion of the Board, effective as of August 16, 2021. Mr. Blumberg and Ms. Meredith will each serve a term that expires at the next annual meeting of the stockholders of the Company and until their respective successors are duly elected and qualified, or until their earlier death, resignation or removal. Mr. Blumberg will serve on the Audit and Nominating Committees of the Board and Ms. Meredith will serve on the Compensation and Nominating Committees of the Board.
The Board determined that both Mr. Blumberg and Ms. Meredith are independent under the Company’s independence criteria for members of its Board and pursuant to the definition of independence under Rule 5605(a)(2) of the Nasdaq Listing Rules. Mr. Blumberg further satisfies the heightened standard of independence to serve as a member of the Audit Committee and has been designated as an “audit committee financial expert” as defined by the applicable regulations by the SEC. Neither Mr. Blumberg nor Ms. Meredith were selected as a director pursuant to any arrangements or understandings with the Company or with any other person, and there are no transactions among or between the Company, Mr. Blumberg and Ms. Meredith that would require disclosure under Item 404(a) of Regulation S-K.
Both Mr. Blumberg and Ms. Meredith will be compensated for their services on the Board on the same basis as each of the Company’s other non-employee directors. Annual compensation for non-employee directors is comprised of cash and stock-based equity compensation. The cash compensation consists of an annual retainer and supplemental retainers for the chairs and members of Board committees. Stock-based equity compensation consists of awards granted under the Company’s 2019 Equity Incentive Plan in the form of restricted stock or restricted stock units. A more detailed description of compensation of directors of the Company was previously reported in the Company’s Annual Report on Form 10-K for the year ending December 31, 2020, under the section titled “Director Compensation,” and such section is incorporated herein by reference. In connection with their appointment, the Company and each of Mr. Blumberg and Ms. Meredith will enter into the Company’s standard indemnification agreement for directors, the form of which was filed with the SEC on June 2, 2014, as Exhibit 10.1 to the Company’s Current Report on Form 8-K.
A copy of the press release announcing Mr. Blumberg’s and Ms. Meredith’s appointment to the Board is furnished as Exhibit 99.2 hereto.
Item 7.01. Regulation FD Disclosure.
On August 11, 2021, the Company issued the press release described in Item 2.02 of this Current Report on
Form 8-K. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
On August 10, 2021, the Company issued the press release described in Item 5.02 of this Current Report on Form 8-K. A copy of the press release is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information furnished under Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is deemed to be “furnished” and shall not be deemed “filed” for the purpose of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information and Exhibit be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press release of Oblong, Inc. dated August 11, 2021 |
| 99.2 | Press release of Oblong, 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.
OBLONG, INC.
Date: August 11, 2021 By: /s/ Peter Holst
Name: Peter Holst
Title: President & CEO
Document
EXHIBIT 99.1
Oblong Announces Financial Results for Second Quarter 2021
Management to Conduct Conference Call Today at 4:30 p.m. ET
Los Angeles -- August 11, 2021 -- (BUSINESS WIRE) Oblong, Inc. (Nasdaq: OBLG) (“Oblong” or the “Company”), the award-winning maker of multi-stream collaboration solutions, today reported financial results for the second quarter of 2021.
Q2 2021 and Recent Operational Highlights
•MezzanineTM product was recently selected by one of the world’s leading entertainment companies as part of a global initiative to ‘re-invent the meeting space’ in preparation for a return to office of more 8,000 employees.
•Raised $11.5 million in net proceeds from an equity financing on June 30, 2021.
•$2.4 million PPP Loan was fully forgiven in July 2021; will record as other income in Q3 2021.
•The Company has no debt as of July 31, 2021.
•Appointed executive thought leaders and strategists Matt Blumberg and Debby Meredith to the Company's board of directors. Mr. Blumberg is the Co-Founder and CEO of Bolster, an on-demand executive talent marketplace. Ms. Meredith currently serves as a board member, advisor, and consultant to several high-tech companies with extensive experience in strategic roles with start-up companies such as Proofpoint, Aviatrix, Qventus, Alation, and Kinsa Health.
Pete Holst, Chairman and CEO of Oblong, commented, “The recent selection of Mezzanine by one of the world’s most prominent digital entertainment companies is incremental proof that reinforces the prioritization of hybrid collaboration and the importance of envisioning new types of workspaces as employees begin a measured return to corporate office environments. Beyond this initial engagement phase, we are managing a number of proposed and actual pilot implementations across a variety of industries that have incredible potential to scale in concert with our customers' vision of a redesigned workplace. As we build our next-generation of hybrid workspace solutions, investments in product development, design and customer engagement will be our core focus over the coming months.”
Holst continued, “In spite of recent dynamics related to Covid-19 variants across the world and a tempered return to commercial office spaces, we continue to see growing inquiries and requests to test and implement prototypes that address hybrid collaboration and, more importantly, increase engagement and accelerate productivity. Following the closure of many commercial spaces over the last 18 months, recent trends indicate that the 'full' return of employees is both unlikely and moving at a much more cautious pace than originally anticipated. While near-term employee engagement is likely to remain mostly remote, we believe there are growing indicators that applicability of our
solutions and substantial domain expertise will have massive commercial appeal for the workforce of the future. Macro data continues to support significant growth for hybrid communications tools, and the market opportunity is highly compelling.”
Holst concluded, “Subsequent to the end of the second quarter, our board appointed two new independent directors, Mr. Matt Blumberg and Ms. Debby Meredith, to the board. They are dedicated, successful leaders with unique executive-level experience, strategic insights, and track records of success in technology that we are fortunate to leverage at Oblong. Elevating our corporate governance with these two talented professionals was timely as we continue to invest in engineering and product development for long-term growth.”
Q2 2021 Financial Highlights
The Company reported the following financial results for the second quarter of 2021:
•Second quarter 2021 product sales from its flagship Mezzanine™ collaboration suite of $0.5 million versus $0.4 million for the second quarter of 2020.
•Second quarter 2021 total revenue of $2.0 million compared to $2.8 million for the second quarter of 2020.
•Gross profit margin of 39% for the second quarter of 2021 compared to 40% for the second quarter of 2020.
•Net loss of $2.2 million for the second quarter of 2021 compared to net loss of $3.4 million for the second quarter of 2020.
•Adjusted EBITDA (“AEBITDA”) loss of $1.6 million for the second quarter of 2021, compared to an AEBITDA loss of $2.0 million for the second quarter of 2020. AEBITDA loss is a non-GAAP financial measure. See “Non-GAAP Financial Information” below for additional information regarding this non-GAAP financial measure, and “GAAP to Non-GAAP Reconciliation” for a reconciliation of this non-GAAP financial measure to net loss.
•Total cash balance at June 30, 2021 was $13.1 million. The Company raised net proceeds of $11.5 million from an equity financing that closed on June 30, 2021.
•As of June 30, 2021, the Company had no debt outstanding other than the Company’s $2.4 million PPP Loan. The PPP Loan was entirely forgiven by the SBA in July 2021. Therefore, the Company will record other income in the third quarter of 2021 and has no debt as of July 31, 2021.
Conference Call Details
Management will host a conference call with the investment community today to discuss the Company’s financial results.
Date: Wednesday, August 11, 2021
Time: 4:30 p.m. Eastern Time (ET)
Dial in Number for U.S. Callers: 1-888-394-8218
Dial in Number for International Callers: 1-856-344-9221
Please Reference Conference ID: 1130587
The call will also be accompanied live by webcast over the Internet and accessible at http://public.viavid.com/index.php?id=146196.
Participating on the call will be Peter Holst, CEO and David Clark, CFO. To join the live conference call, please dial in to the above referenced telephone numbers five to ten minutes prior to the scheduled conference call time.
A replay will be available for two weeks starting on August 11, 2021 at approximately 7:30 p.m. ET. To access the replay, please dial 1-844-512-2921 in the U.S. and 1-412-317-6671 for international callers. The conference ID# is 1130587.
Non-GAAP Financial Information
Adjusted EBITDA (“AEBITDA”) loss, a non-GAAP financial measure, is defined as net loss before depreciation and amortization, stock-based expense, impairment charges, severance, income tax expense, and interest and other expense, net. AEBITDA loss is not intended to replace operating loss, net loss, cash flow or other measures of financial performance reported in accordance with generally accepted accounting principles (GAAP). Rather, AEBITDA loss is an important measure used by management to assess the operating performance of the Company and to compare such performance between periods. AEBITDA loss as defined here may not be comparable to similarly titled measures reported by other companies due to differences in accounting policies. Therefore, AEBITDA loss should be considered in conjunction with net loss and other performance measures prepared in accordance with GAAP, such as operating loss or cash flow used in operating activities, and should not be considered in isolation or as a substitute for GAAP measures, such as net loss, operating loss or any other GAAP measure of liquidity or financial performance. A GAAP to non-GAAP reconciliation of net loss to AEBITDA loss is shown under “GAAP to Non-GAAP Reconciliation” later in this release.
About Oblong, Inc.
Oblong (Nasdaq: OBLG) provides innovative and patented technologies that change the way people work, create, and communicate. Oblong’s flagship product Mezzanine™ is a remote meeting technology platform that offers simultaneous content sharing to achieve situational awareness for both in-room and remote collaborators. Oblong supplies Mezzanine systems to Fortune 500
enterprise customers and is a Cisco Solutions Plus integration partner. For more information, visit Oblong’s website, Twitter and Facebook pages.
Forward looking and cautionary statements
This press release and any oral statements made regarding the subject of this release contain forward-looking statements as defined under Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, that address activities that Oblong assumes, plans, expects, believes, intends, projects, estimates or anticipates (and other similar expressions) will, should or may occur in the future are forward-looking statements. Oblong’s actual results may differ materially from its expectations, estimates and projections, and consequently you should not rely on these forward-looking statements as predictions of future events. Without limiting the generality of the foregoing, forward-looking statements contained in this press release include statements relating to (i) the Company’s potential future growth and financial performance and (ii) the success of its products and services. The forward-looking statements are based on management’s current belief, based on currently available information, as to the outcome and timing of future events, and involve factors, risks, and uncertainties, including the volatility of market price for our securities, that may cause actual results in future periods to differ materially from such statements. A list and description of these and other risk factors can be found under the heading "Updating Risk Factors" in the Company's Current Report on Form 8-K filed June 28, 2021, and in other filings made by the Company with the SEC from time to time. Any of these factors could cause Oblong’s actual results and plans to differ materially from those in the forward-looking statements. Therefore, the Company can give no assurance that its future results will be as estimated. The Company does not intend to, and disclaims any obligation to, correct, update, or revise any information contained herein.
Investor Relations Contact:
Brett Maas
Hayden IR, LLC
brett@haydenir.com
646-536-7331
OBLONG, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
($ in thousands)
| June 30, 2021 | December 31, 2020 | |||
|---|---|---|---|---|
| (Unaudited) | ||||
| ASSETS | ||||
| Current assets: | ||||
| Cash | $ | 13,033 | $ | 5,058 |
| Current portion of restricted cash | 61 | 158 | ||
| Accounts receivable, net | 953 | 3,166 | ||
| Inventory | 2,125 | 920 | ||
| Prepaid expenses and other current assets | 1,393 | 691 | ||
| Total current assets | 17,565 | 9,993 | ||
| Property and equipment, net | 307 | 573 | ||
| Goodwill | 7,367 | 7,367 | ||
| Intangibles, net | 8,946 | 10,140 | ||
| Right-of-use assets, net | 653 | 903 | ||
| Other assets | 99 | 167 | ||
| Total assets | $ | 34,937 | $ | 29,143 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
| Current liabilities: | ||||
| Current portion of long-term debt | $ | — | $ | 2,014 |
| Accounts payable | 518 | 313 | ||
| Current portion of deferred revenue | 894 | 1,217 | ||
| Accrued expenses and other current liabilities | 1,420 | 1,201 | ||
| Current portion of operating lease liabilities | 734 | 830 | ||
| Total current liabilities | 3,566 | 5,575 | ||
| Long-term liabilities: | ||||
| Long-term debt, net of current portion | 2,417 | 403 | ||
| Operating lease liabilities, net of current portion | 249 | 602 | ||
| Deferred revenue, net of current portion | 400 | 506 | ||
| Total long-term liabilities | 3,066 | 1,511 | ||
| Total liabilities | 6,632 | 7,086 | ||
| Total stockholder's equity | 28,305 | 22,057 | ||
| Total liabilities and stockholders’ equity | $ | 34,937 | $ | 29,143 |
OBLONG, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data) (Unaudited)
| Three Months Ended | Six Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| June 30, | June 30, | |||||||
| 2021 | 2020 | 2021 | 2020 | |||||
| Revenue | $ | 2,049 | $ | 2,816 | $ | 3,967 | $ | 8,144 |
| Cost of revenue (exclusive of depreciation and amortization) | 1,249 | 1,683 | 2,539 | 4,072 | ||||
| Gross profit | 800 | 1,133 | 1,428 | 4,072 | ||||
| Operating expenses: | ||||||||
| Research and development | 599 | 988 | 1,291 | 2,315 | ||||
| Sales and marketing | 572 | 834 | 1,099 | 2,040 | ||||
| General and administrative | 1,383 | 1,815 | 3,450 | 3,842 | ||||
| Impairment charges | 17 | — | 48 | 550 | ||||
| Depreciation and amortization | 707 | 796 | 1,429 | 1,612 | ||||
| Total operating expenses | 3,278 | 4,433 | 7,317 | 10,359 | ||||
| Loss from operations | (2,478) | (3,300) | (5,889) | (6,287) | ||||
| Interest and other expense (income), net | (232) | 85 | (210) | 227 | ||||
| Net loss before taxes | (2,246) | (3,385) | (5,679) | (6,514) | ||||
| Income tax expense | — | — | — | — | ||||
| Net loss | (2,246) | (3,385) | (5,679) | (6,514) | ||||
| Preferred stock dividends | — | 4 | 1 | 8 | ||||
| Undeclared stock dividends | — | — | 366 | — | ||||
| Induced conversion of Series A-2 Preferred Stock | — | — | 300 | — | ||||
| Net loss attributable to common stockholders | $ | (2,246) | $ | (3,389) | $ | (6,346) | $ | (6,522) |
| Basic and diluted net loss per share | $ | (0.08) | $ | (0.65) | $ | (0.29) | $ | (1.25) |
GAAP to Non-GAAP Reconciliation:
| Net loss | $ | (2,246) | $ | (3,385) | $ | (5,679) | $ | (6,514) |
|---|---|---|---|---|---|---|---|---|
| Depreciation and amortization | 707 | 796 | 1,429 | 1,612 | ||||
| Interest and other expense (income), net | (232) | 85 | (210) | 227 | ||||
| Impairment charges | 17 | — | 48 | 550 | ||||
| Severance | 55 | 475 | 55 | 515 | ||||
| Stock issued for services | 116 | — | 390 | — | ||||
| Stock-based expense | — | 29 | 33 | 61 | ||||
| Adjusted EBITDA loss | $ | (1,583) | $ | (2,000) | $ | (3,934) | $ | (3,549) |
Document
EXHIBIT 99.2
Oblong Expands Board with Appointment of Two New Directors
August 10, 2021 -- (BUSINESS WIRE) Oblong, Inc. (Nasdaq: OBLG) (“Oblong” or the “Company”), the award-winning maker of multi-stream collaboration solutions, today announced its board of directors has appointed Matt Blumberg and Debby Meredith to serve as independent directors, effective August 16, 2021.
Mr. Blumberg will serve on the Audit and Nominating Committees and Ms. Meredith will serve on the Compensation and Nominating Committees. Following the appointments, the board of Oblong will be comprised of five directors, four of whom are independent.
“We are extremely fortunate to add these two highly-talented and successful professionals to our board,” stated Pete Holst, Oblong CEO. “Matt and Debby have demonstrated strategic thought leadership in their current and previous roles, and each brings a unique and well-rounded skill set to our board that will be immensely helpful as we accelerate our business and take steps towards commercializing a cloud-based offering in the rapidly expanding collaboration market. We are very confident they will provide valuable guidance and serve our shareholders well.”
Matt Blumberg
Mr. Blumberg is the Co-Founder and CEO of Bolster, an on-demand executive talent marketplace that helps accelerate companies’ growth by connecting them with experienced, highly vetted executives for interim, fractional, advisory, project-based or board roles. He also co-founded and currently serves as Chairman of Path Forward.ORG, a nonprofit organization on a mission to empower people to restart their careers after time spent focused on caregiving, working with more than 60 companies including Apple, Amazon, Wal-Mart, Intuit, Campbell’s Soup, PayPal, Verizon and Oracle. Matt is also an author and frequent public speaker. He was recognized as one of New York’s 100 most influential technology leaders by the Silicon Alley Insider in 2008, was one of Crain’s New York Top Entrepreneurs in 2012 and an Ernst & Young Entrepreneur of the Year finalist in 2012. He has served as a board member of numerous corporate, nonprofit and community organizations. Matt attended Princeton University where he graduated Summa Cum Laude with an A.B. in Urban Planning in 1992.
Debby Meredith
Ms. Meredith currently serves as a board member, advisor and consultant to several high-tech companies with extensive experience in strategic roles with start-up companies such as Proofpoint, Avaitrix, Qventus, Alation and Kinsa Health. Debby has more than three decades of experience working hands-on with company founders to assemble world-class teams, architect software products and establish a roadmap for operational success. Early in her career, she held a variety of technical and general management positions that have equipped her with the experience and tools to
serve at the highest level of the C-suite. Ms. Meredith earned a master's degree in computer science from Stanford University and an undergraduate degree in both computer science and mathematics from the University of Michigan.
About Oblong, Inc.
Oblong (Nasdaq: OBLG) provides innovative and patented technologies that change the way people work, create, and communicate. Oblong’s flagship product Mezzanine™ is a remote meeting technology platform that offers simultaneous content sharing to achieve situational awareness for both in-room and remote collaborators. Oblong supplies Mezzanine systems to Fortune 500 enterprise customers and is a Cisco Solutions Plus integration partner. For more information, visit Oblong’s website, Twitter and Facebook pages.
Forward-looking and cautionary statements
This press release and any oral statements made regarding the subject of this release contain forward-looking statements as defined under Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, that address activities that Oblong assumes, plans, expects, believes, intends, projects, estimates or anticipates (and other similar expressions) will, should or may occur in the future are forward-looking statements. Oblong’s actual results may differ materially from its expectations, estimates and projections, and consequently you should not rely on these forward-looking statements as predictions of future events. Without limiting the generality of the foregoing, forward-looking statements contained in this press release include statements relating to (i) the Company’s potential future growth and financial performance and (ii) the success of its products and services. The forward-looking statements are based on management’s current belief, based on currently available information, as to the outcome and timing of future events, and involve factors, risks, and uncertainties, including the volatility of market price for our securities, that may cause actual results in future periods to differ materially from such statements. A list and description of these and other risk factors can be found under the heading “Updating Risk Factors” in the Company’s Current Report on Form 8-K filed June 28, 2021, and in other filings made by the Company with the SEC from time to time. Any of these factors could cause Oblong’s actual results and plans to differ materially from those in the forward-looking statements. Therefore, the Company can give no assurance that its future results will be as estimated. The Company does not intend to, and disclaims any obligation to, correct, update, or revise any information contained.
Investor Relations Contact
Brett Maas
Hayden IR, LLC
brett@haydenir.com
646-536-7331