8-K
XTI Aerospace, Inc. (XTIA)
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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 SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported):March 11, 2022
INPIXON
(Exact name of registrant as specified in its charter)
| Nevada | 001-36404 | 88-0434915 |
|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission File Number) | (I.R.S. Employer<br><br>Identification No.) |
| 2479 E. Bayshore Road, Suite 195<br><br> <br>Palo Alto, CA | 94303 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code:
(408) 702-2167
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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 | INPX | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§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 March 11, 2022, Inpixon issued a press release and will hold a conference call regarding its financial results for the year ended December 31, 2021. The press release is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein, and the description of the press release is qualified in its entirety by reference to such Exhibit.
The information furnished with 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 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Inpixon is making reference to non-GAAP financial information in both the press release and the conference call. A reconciliation of GAAP to non-GAAP results is provided in the attached Exhibit 99.1 press release.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release dated March 11, 2022 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
1
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.
| INPIXON | ||
|---|---|---|
| Date: March 11, 2022 | By: | /s/ Nadir Ali |
| Name: | Nadir Ali | |
| Title: | Chief Executive Officer |
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Exhibit 99.1
NewsRelease
InpixonReports 2021 Financial Results and Provides Business Update
ReportsRecord Revenue of $16 Million and 72% Increase in Revenue for the Fiscal Year Ended December 31, 2021
ConferenceCall to be Held Today at 11:00 a.m. Eastern Time
PALO ALTO, Calif., March 11, 2022 /PRNewswire/ -- Inpixon® (Nasdaq: INPX), the Indoor Intelligence® company, today provided a business update and reported financial results for the fiscal year ended December 31, 2021.
2021Business Highlights:
| ● | Achieved<br> record revenue of approximately $16 million, an increase of 72% over the prior year |
|---|---|
| ● | Increased<br> SaaS annual recurring revenue bookings approximately 70% over the prior year |
| --- | --- |
| ● | Completed<br> three strategically significant acquisitions expanding the scope of intellectual property,<br> customer base, and geographic presence, as well as adding advanced enterprise smart office<br> apps, virtual and hybrid events platform, augmented reality and industrial IoT solutions |
| --- | --- |
| ● | Increased<br> the total contract value of existing customers by 89% of the initial order executing on our<br> land and expand strategy |
| --- | --- |
“I’m extremely proud of the progress we’ve made throughout 2021,” commented, Nadir Ali, CEO of Inpixon. “We’ve continued to execute on our business growth strategy resulting in a significant increase in our customer base and a 72% increase in revenue year-over-year. Over the last four years, Inpixon increased revenue more than five-fold, from approximately $3 million to $16 million. We currently expect to achieve even higher revenue growth in 2022, with a particular focus on organic growth within the existing product lines. Importantly, we have maintained gross margins at 70%, while increasing our recurring revenue as a percentage of sales. We improved our operations by completing three strategically significant acquisitions that complemented and enhanced our existing Indoor Intelligence platform. As a result, we have effectively expanded our technologies, capabilities, and solutions to address various use cases including the hybrid workplace, virtual and hybrid events, augmented reality and Industry 4.0. To date, we have secured important contracts with top-tier organizations as well as expanded relationships with existing customers, thereby increasing our exposure and penetration within the market. Given the pace of digital transformation, we anticipate demand for our solutions to remain strong, as organizations seek solutions that improve operational efficiency and enhance the workplace experience.
“Overall, we have industry leading technologies, a well-established customer base, strong demand for our solutions within numerous industries including healthcare, corporate enterprises, manufacturing, and more. We are a recognized industry leader, identified by Gartner as a Leader in the 2022 Magic Quadrant for Indoor Location Services. We believe we have built a foundation for continued success, both operationally and financially, and that we are very well positioned for strong organic growth given the opportunities within the corporate environment, metaverse, Industry 4.0, and AR markets. We are encouraged by the outlook of the business and look forward to providing additional updates throughout the year,” concluded, Mr. Ali.
inpixon.com
RecentMilestones:
| ● | Named<br>a Leader in the 2022 Gartner® Magic Quadrant™ for Indoor Location Services^1^. This is the fourth consecutive year<br>that Inpixon was recognized in the Magic Quadrant for completeness of vision and ability to execute |
|---|---|
| ● | Released<br> State of Indoor Intelligence 2022 report which explored how changes happening in the world<br> have impacted the state of indoor intelligence in organizations |
| --- | --- |
| ● | Secured<br> contract for hybrid event solution to support conference with 50,000 in-person and virtual<br> attendees |
| --- | --- |
| ● | Announced<br> contract with a premier automotive vehicle manufacturer to provide its employee experience<br> app |
| --- | --- |
| ● | Acquired<br> INTRANAV, a leading industrial IoT, RTLS, and sensor data services provider, positioning<br> Inpixon as a one-stop-shop for comprehensive location intelligence solutions for both the<br> corporate and industrial sides of an organization |
| --- | --- |
| ● | Recognized<br> as an IDC Innovator for Location & Geospatial Intelligence |
| --- | --- |
| ● | Announced<br> that Inpixon’s CXApp Event platform was selected by the Association of Briefing Program<br> Managers as their exclusive event management solution |
| --- | --- |
FinancialResults
Revenues for the year ended December 31, 2021, were approximately $16.0 million compared to $9.3 million for the comparable period in the prior year for an increase of $6.7 million, or approximately 72%. This increase is primarily attributable to an approximate $5.0 million increase in Indoor Intelligence sales, including the smart office app and real time location-based technologies, and an increase of approximately $1.7 million of SAVES sales. Gross profit for the year ended December 31, 2021, was $11.6 million compared to $6.7 million for the comparable period in the prior year, an increase of 74%. The gross profit margin for the year ended December 31, 2021, was 73% compared to 72% for the year ended December 31, 2020. This increased margin is primarily due to the sales mix. Net loss attributable to stockholders of Inpixon for the year ended December 31, 2021, was $69.2 million compared to $29.2 million for the comparable period in the prior year. This increase in loss of approximately $39.9 million was primarily attributable to the increase in operating expenses of $53.8 million, offset by the higher gross profit of $4.9 million, and reduced other loss of $5.5 million. Although total operating expenses were higher as compared to the prior year, over $21 million was comprised of non-recurring and non-cash expenses which are not anticipated for 2022. Moreover, we anticipate additional synergies as a result of the integration of the acquired companies that we believe will substantially reduce our operating expenses in the coming year.
| ^1^ | Gartner,<br>Magic Quadrant for Indoor Location Services, Tim Zimmerman, Annette Zimmermann, Feb. 23, 2022. |
|---|
inpixon.com
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Non-GAAP Adjusted EBITDA for the year ended December 31, 2021, was a loss of $29.6 million compared to a loss of $17.1 million for the prior year period. EBITDA is defined as net income (loss) before interest, provision for income taxes, and depreciation and amortization. Adjusted EBITDA is used by Inpixon management as a metric by which it manages the business. It is defined as EBITDA plus adjustments for other income or expense items, non-recurring items and other non-cash items including stock-based compensation.
Proforma non-GAAP net loss per basic and diluted common share for the year ended December 31, 2021 was a loss of ($0.26) compared to a loss of ($0.71) per share for the prior year period. Proforma non-GAAP net income (loss) per share is used by Inpixon management as an evaluation tool as it manages the business and is defined as net income (loss) per basic and diluted share adjusted for non-cash items including stock-based compensation, amortization of intangibles and one-time charges and other adjustments including provision for valuation allowances, severance costs, provision for doubtful accounts, acquisition costs and costs associated with public offerings.
ConferenceCall
Inpixon management will host a conference call today at 11:00 AM Eastern Time to discuss the company’s financial results for the fiscal year ended December 31, 2021, as well as to review the company’s corporate progress and other developments.
The conference call will be available via telephone by dialing toll free 888-506-0062 for U.S. callers or +1 973-528-0011 for international callers and using entry code 628452. A webcast of the call may be accessed at https://www.webcaster4.com/Webcast/Page/2235/44806 or on the company’s Investor Relations section of the website at ir.inpixon.com.
Investors and other interested parties are invited to submit questions to management prior to the call's start via email to inpx@crescendo-ir.com.
A webcast replay will be available on the company’s Investor Relations section of the website (ir.inpixon.com) through March 7, 2023. A telephone replay of the call will be available approximately one hour following the call, through March 15, 2022, and can be accessed by dialing 877-481-4010 for U.S. callers or +1 919-882-2331 for international callers and entering conference ID 44806.
inpixon.com
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GartnerDisclaimer
Gartner and Magic Quadrant is a registered trademark and service mark of Gartner, Inc. and/or its affiliates in the U.S. and internationally and is used herein with permission. All rights reserved. Gartner does not endorse any vendor, product or service depicted in our research publications, and does not advise technology users to select only those vendors with the highest ratings or other designation. Gartner research publications consist of the opinions of Gartner research organization and should not be construed as statements of fact. Gartner disclaims all warranties, expressed or implied, with respect to this research, including any warranties of merchantability or fitness for a particular purpose.
AboutInpixon
Inpixon® (Nasdaq: INPX) is the innovator of Indoor Intelligence®, delivering actionable insights for people, places and things. Combining the power of mapping, positioning and analytics, Inpixon helps to create smarter, safer, and more secure environments. The company’s Indoor Intelligence and mobile app solutions are leveraged by a multitude of industries to optimize operations, increase productivity, and enhance safety. Inpixon customers can take advantage of industry leading location awareness, RTLS, workplace and hybrid event solutions, analytics, sensor fusion and the IoT to create exceptional experiences and to do good with indoor data. For the latest insights, follow Inpixon on LinkedIn, Twitter, and visit inpixon.com.
SafeHarbor Statement
Allstatements in this release that are not based on historical fact are "forward-looking statements" within the meaning of thePrivate Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended, and Section21E of the Securities Exchange Act of 1934, as amended. While management has based any forward-looking statements included in this releaseon its current expectations, the information on which such expectations were based may change. These forward-looking statements relyon a number of assumptions concerning future events and are subject to a number of risks, uncertainties and other factors, many of whichare outside of the control of Inpixon and its subsidiaries, which could cause actual results to materially differ from such statements.Such risks, uncertainties, and other factors include, but are not limited to, the fluctuation of economic conditions, the impact of COVID-19and other global events on Inpixon's results of operations and global supply chain constraints, Inpixon’s ability to integratethe products and business from recent acquisitions into its existing business, the performance of management and employees, the regulatorylandscape as it relates to privacy regulations and their applicability to Inpixon’s technology, Inpixon's ability to maintain compliancewith Nasdaq’s minimum bid price requirement and other continued listing requirements, the ability to obtain financing if needed,competition, general economic conditions and other factors that are detailed in Inpixon's periodic and current reports available forreview at sec.gov. Furthermore, Inpixon operates in a highly competitive and rapidly changing environment where new and unanticipatedrisks may arise. Accordingly, investors should not place any reliance on forward-looking statements as a prediction of actual results.Inpixon disclaims any intention to, and undertakes no obligation to, update or revise forward-looking statements.
inpixon.com
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Non-GAAPFinancial Measures
Management believes that certain financial measures not in accordance with generally accepted accounting principles in the United States ("GAAP") are useful measures of operations. EBIDTA, Adjusted EBITDA and pro forma net loss per share are non-GAAP measures. Inpixon defines "EBITDA" as net income (loss) before interest, provision for (benefit from) income taxes, and depreciation and amortization. Management uses Adjusted EBITDA as a metric for which it manages the business, and Inpixon defines "Adjusted EBITDA" as EBITDA plus adjustments for other income or expense items, non-recurring items and non-cash items. Inpixon defines "pro forma net loss per share" as GAAP net loss per share adjusted for stock-based compensation, amortization of intangibles and one-time charges including loss on the exchange of debt for equity and provision for valuation allowances.
Management provides Adjusted EBITDA and pro forma net loss per share measures so that investors will have the same financial information that management uses, which may assist investors in assessing Inpixon's performance on a period-over-period basis. Adjusted EBITDA or pro forma net loss per share is not a measure of financial performance under GAAP, and should not be considered an alternative to net income (loss) or any other measure of performance under GAAP, or to cash flows from operating, investing or financing activities as an indicator of cash flows or as a measure of liquidity. Adjusted EBITDA and pro forma net loss per share have limitations as analytical tools and should not be considered either in isolation or as a substitute for analysis of Inpixon's results as reported under GAAP.
For more information on our non-GAAP financial measures and a reconciliation of GAAP to non-GAAP measures, please see the "Reconciliation of Non-GAAP Financial Measures" table accompanying this press release.
InpixonContacts
Generalinquiries:
Inpixon
Email: marketing@inpixon.com
Web: inpixon.com/contact-us
Mediarelations:
Offleash PR for Inpixon
Email: inpixon@offleashpr.com
Investorrelations:
Crescendo Communications, LLC
Tel: +1 212-671-1020
Email: INPX@crescendo-ir.com
inpixon.com
5
INPIXON AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except number of shares and parvalue data)
| **** | |||||
|---|---|---|---|---|---|
| **** | December 31, 2020 | **** | |||
| ASSETS | |||||
| Current Assets | |||||
| Cash and cash equivalents | 52,480 | $ | 17,996 | ||
| Accounts receivable, net of allowances of 272 and 235, respectively | 3,218 | 1,739 | |||
| Notes and other receivables | 321 | 152 | |||
| Inventory | 1,976 | 1,243 | |||
| Short-term investments | 43,125 | 7,998 | |||
| Prepaid assets and other current assets | 4,842 | 1,197 | |||
| Total Current Assets | 105,962 | 30,325 | |||
| Property and equipment, net | 1,442 | 1,445 | |||
| Operating lease right-of-use asset, net | 1,736 | 2,077 | |||
| Software development costs, net | 1,792 | 1,721 | |||
| Investment in Equity Securities | 1,838 | -- | |||
| Long-term investments | 2,500 | 2,500 | |||
| Intangible assets, net | 33,478 | 14,203 | |||
| Goodwill | 7,672 | 6,588 | |||
| Other assets | 253 | 152 | |||
| Total Assets | 156,673 | $ | 59,011 | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||
| Current Liabilities | |||||
| Accounts payable | 2,414 | $ | 908 | ||
| Accrued liabilities | 10,665 | 2,739 | |||
| Operating lease obligation, current | 643 | 647 | |||
| Deferred revenue | 4,805 | 1,922 | |||
| Short-term debt | 3,490 | 5,401 | |||
| Acquisition liability | 5,114 | 500 | |||
| Total Current Liabilities | 27,131 | 12,117 | |||
| Long Term Liabilities | |||||
| Operating lease obligations, noncurrent | 1,108 | 1,457 | |||
| Other liabilities, noncurrent | 28 | 7 | |||
| Acquisition liability, noncurrent | 220 | 750 | |||
| Total Liabilities | 28,487 | 14,331 | |||
| Commitments and Contingencies | |||||
| Mezzanine Equity | |||||
| Series 7 Convertible Preferred Stock - 58,750 shares authorized; 49,250 and - issued and outstanding as of December 31, 2021 and December 31, 2020, respectively. (Liquidation preference of 49,250,000) | 44,695 | -- | |||
| Stockholders’ Equity | |||||
| Preferred Stock - 0.001 par value; 5,000,000 shares authorized; | |||||
| Series 4 Convertible Preferred Stock - 10,415 shares authorized; 1 issued, and 1 outstanding as of December 31, 2021 and December 31, 2020, respectively; | -- | -- | |||
| Series 5 Convertible Preferred Stock - 12,000 shares authorized; 126 issued, and 126 outstanding as of December 31, 2021 and December 31, 2020, respectively. | -- | -- | |||
| Common Stock - 0.001 par value; 2,000,000,000 and 250,000,000 shares authorized; 124,440,924 and 53,178,462 issued and 124,440,923 and 53,178,462 outstanding as of December 31, 2021 and December 31, 2020, respectively. | 124 | 53 | |||
| Additional paid-in capital | 332,639 | 225,613 | |||
| Treasury stock, at cost, 1 share | (695 | ) | (695 | ) | |
| Accumulated other comprehensive income | 44 | 660 | |||
| Accumulated deficit | (250,309 | ) | (180,992 | ) | |
| Stockholders’ Equity Attributable to Inpixon | 81,803 | 44,639 | |||
| Non-controlling interest | 1,688 | 41 | |||
| Total Stockholders' Equity | 83,491 | 44,680 | |||
| Total Liabilities, Mezzanine Equity and Stockholders’ Equity | 156,673 | $ | 59,011 |
All values are in US Dollars.
6
INPIXON AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVELOSS
(In thousands, except per share data)
| **** | For the Years Ended | **** | ||||
|---|---|---|---|---|---|---|
| **** | December 31, | **** | ||||
| **** | 2021 | **** | 2020 | **** | ||
| Revenues | $ | 15,995 | $ | 9,297 | ||
| Cost of Revenues | 4,374 | 2,613 | ||||
| Gross Profit | 11,621 | 6,684 | ||||
| Operating Expenses | ||||||
| Research and development | 14,121 | 6,523 | ||||
| Sales and marketing | 8,261 | 5,331 | ||||
| General and administrative | 41,352 | 15,261 | ||||
| Acquisition related costs | 1,248 | 1,057 | ||||
| Impairment of goodwill | 14,789 | -- | ||||
| Amortization of intangibles | 4,467 | 2,306 | ||||
| Total Operating Expenses | 84,238 | 30,478 | ||||
| Loss from Operations | (72,617 | ) | (23,794 | ) | ||
| Other Income (Expense) | ||||||
| Interest expense, net | 1,183 | (2,426 | ) | |||
| Loss on exchange of debt for equity | (30 | ) | (210 | ) | ||
| Benefit (provision) for valuation allowance on related party loan - held for sale | 7,345 | (2,370 | ) | |||
| Other income (expense) | (173 | ) | (470 | ) | ||
| Gain on related party loan - held for sale | 49,817 | -- | ||||
| Unrealized loss on equity securities | (57,067 | ) | -- | |||
| Total Other Income (Expense) | 1,075 | (5,476 | ) | |||
| Net Loss, before tax | (71,542 | ) | (29,270 | ) | ||
| Income tax benefit | 1,412 | 56 | ||||
| Net Loss | (70,130 | ) | (29,214 | ) | ||
| Net Income (Expense) Attributable to Non-controlling Interest | (975 | ) | 15 | |||
| Net Loss Attributable to Stockholders of Inpixon | (69,155 | ) | (29,229 | ) | ||
| Accretion of Series 7 preferred stock | (8,161 | ) | -- | |||
| Net Loss Attributable to Common Stockholders | $ | (77,316 | ) | $ | (29,229 | ) |
| Net Loss Per Share - Basic and Diluted | $ | (0.72 | ) | $ | (1.01 | ) |
| Weighted Average Shares Outstanding | ||||||
| Basic and Diluted | 107,981,441 | 28,800,493 | ||||
| Comprehensive Loss | ||||||
| Net Loss | $ | (70,130 | ) | $ | (29,214 | ) |
| Unrealized foreign exchange (loss) gain from cumulative translation adjustments | (617 | ) | 566 | |||
| Comprehensive Loss | $ | (70,747 | ) | $ | (28,648 | ) |
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INPIXON AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
| **** | For the Years Ended | **** | ||||
|---|---|---|---|---|---|---|
| **** | December 31, | **** | ||||
| **** | 2021 | **** | 2020 | **** | ||
| Cash Flows Used In Operating Activities | ||||||
| Net loss | $ | (70,130 | ) | $ | (29,214 | ) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||
| Depreciation and amortization | 1,344 | 826 | ||||
| Amortization of intangible assets | 5,107 | 2,545 | ||||
| Amortization of right of use asset | 677 | 490 | ||||
| Stock based compensation | 10,879 | 1,194 | ||||
| Earnout payment expense | 6,524 | -- | ||||
| Loss on exchange of debt for equity | 30 | 210 | ||||
| Amortization of debt discount | 224 | 2,594 | ||||
| Accrued interest income, related party | (1,627 | ) | (32 | ) | ||
| Provision for doubtful accounts | 121 | 956 | ||||
| Unrealized gain/loss on note | (92 | ) | -- | |||
| Provision for inventory obsolescense | 300 | 138 | ||||
| (Recovery) provision for the valuation allowance for held for sale loan | (7,345 | ) | 2,370 | |||
| Provision for the valuation allowance for related party receivable | -- | 648 | ||||
| Gain on settlement of related party promissory note | (49,817 | ) | -- | |||
| Deferred income tax | (2,593 | ) | (87 | ) | ||
| Unrealized loss on equity securities | 57,067 | -- | ||||
| Impairment of goodwill | 14,789 | -- | ||||
| Loss on disposal of property and equipment | 24 | -- | ||||
| Other | 235 | (6 | ) | |||
| Changes in operating assets and liabilities: | ||||||
| Accounts receivable and other receivables | (313 | ) | (964 | ) | ||
| Inventory | (112 | ) | (117 | ) | ||
| Prepaid expenses and other current assets | (4,006 | ) | (563 | ) | ||
| Other assets | 199 | (248 | ) | |||
| Accounts payable | 391 | (1,815 | ) | |||
| Accrued liabilities | 490 | 269 | ||||
| Income tax liabilities | 16 | -- | ||||
| Deferred revenue | 817 | 242 | ||||
| Operating lease obligation | (658 | ) | (490 | ) | ||
| Other liabilities | 328 | 453 | ||||
| Net Cash Used in Operating Activities | $ | (37,131 | ) | $ | (20,601 | ) |
| Cash Flows Used in Investing Activities | ||||||
| Purchase of property and equipment | (346 | ) | (972 | ) | ||
| Investment in capitalized software | (1,019 | ) | (862 | ) | ||
| Purchases of short term investments | (2,000 | ) | (7,998 | ) | ||
| Sales of short term investments | 2,000 | -- | ||||
| Purchases of treasury bills | (63,362 | ) | -- | |||
| Sales of treasury bills | 28,000 | -- | ||||
| Investment in Systat licensing agreement | (900 | ) | (2,200 | ) | ||
| Purchase of intangibles assets | (4 | ) | -- | |||
| Acquisition of the Ten Degrees | -- | (1,500 | ) | |||
| Acquisition of Nanotron | -- | (7,786 | ) | |||
| Acquisition of Intranav | (1,023 | ) | -- | |||
| Acquisition of Game Your Game | 184 | -- | ||||
| Acquisition of CXApp | (14,977 | ) | -- | |||
| Acquisition of Visualix | (61 | ) | -- | |||
| Investment in long term investment | -- | (2,500 | ) | |||
| Cash acquired in the Nanotron acquisition | -- | 311 | ||||
| Net Cash Used in Investing Activities | $ | (53,508 | ) | $ | (23,507 | ) |
| Cash From Financing Activities | ||||||
| Net repayments to bank facility | $ | -- | $ | (150 | ) | |
| Net proceeds from issuance of preferred stock and warrants | 50,585 | -- | ||||
| Net proceeds from issuance of common stock and warrants | 77,852 | 55,352 | ||||
| Taxes paid related to net share settlement of restricted stock units | (1,855 | ) | -- | |||
| Net repayment of notes payable | -- | (74 | ) | |||
| Loans to related party | (117 | ) | (2,569 | ) | ||
| Repayments from related party | -- | 200 | ||||
| Net proceeds from promissory notes | -- | 5,000 | ||||
| Repayment of CXApp acquisition liability | (461 | ) | -- | |||
| Repayment of acquisition liability to Nanotron shareholders | (467 | ) | -- | |||
| Repayment of acquisition liability to Locality shareholders | (500 | ) | (500 | ) | ||
| Net Cash Provided By Financing Activities | $ | 125,037 | $ | 57,259 | ||
| Effect of Foreign Exchange Rate on Changes on Cash | 86 | (4 | ) | |||
| Net Increase in Cash and Cash Equivalents | 34,484 | 13,147 | ||||
| Cash and Cash Equivalents - Beginning of year | 17,996 | 4,849 | ||||
| Cash and Cash Equivalents - End of year | $ | 52,480 | $ | 17,996 |
8
Reconciliation of Non-GAAP Financial Measures:
| For the Years Ended | ||||||
|---|---|---|---|---|---|---|
| December 31, | ||||||
| (In thousands) | 2021 | 2020 | ||||
| Net loss attributable to common stockholders | $ | (77,316 | ) | $ | (29,229 | ) |
| Adjustments: | ||||||
| Non-recurring one-time charges: | ||||||
| Loss on exchange of debt for equity | 30 | 210 | ||||
| (Recovery) provision for valuation allowance on held for sale loan | (7,345 | ) | 2,370 | |||
| Provision for the valuation allowance related party receivable | - | 648 | ||||
| Gain on related party loan held for sale | (49,817 | ) | - | |||
| Unrealized loss on equity securities | 57,067 | - | ||||
| Acquisition transaction/financing costs | 1,248 | 1,057 | ||||
| Earnout compensation expense | 6,524 | - | ||||
| Professional service fees | 1,366 | - | ||||
| Accretion of series 7 preferred stock | 8,161 | - | ||||
| Impairment of goodwill | 14,789 | - | ||||
| Unrealized gains on notes, loans, investments | 241 | - | ||||
| Bad debts expense/provision | 121 | 956 | ||||
| Reserve for inventory obsolescence | 300 | - | ||||
| Stock-based compensation – compensation and related benefits | 10,879 | 1,194 | ||||
| Severance costs | 294 | - | ||||
| Interest expense, net | (1,183 | ) | 2,426 | |||
| Income tax benefit | (1,412 | ) | (87 | ) | ||
| Depreciation and amortization | 6,451 | 3,371 | ||||
| Adjusted EBITDA | $ | (29,602 | ) | $ | (17,084 | ) |
| For the Years Ended | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| December 31, | ||||||
| (In thousands, except share data) | 2021 | 2020 | ||||
| Net loss attributable to common stockholders | $ | (77,316 | ) | $ | (29,229 | ) |
| Adjustments: | ||||||
| Non-recurring one-time charges: | ||||||
| Loss on exchange of debt for equity | 30 | 210 | ||||
| (Recovery) provision for valuation allowance on held for sale loan | (7,345 | ) | 2,370 | |||
| Provision for the valuation allowance related party receivable | - | 648 | ||||
| Gain on related party loan held for sale | (49,817 | ) | - | |||
| Unrealized loss on equity securities | 57,067 | - | ||||
| Acquisition transaction/financing costs | 1,248 | 1,057 | ||||
| Earnout compensation expense | 6,524 | - | ||||
| Professional service fees | 1,366 | - | ||||
| Accretion of series 7 preferred stock | 8,161 | - | ||||
| Impairment of goodwill | 14,789 | - | ||||
| Unrealized gains on notes, loans, investments | 241 | - | ||||
| Bad debts expense/provision | 121 | 956 | ||||
| Reserve for inventory obsolescence | 300 | - | ||||
| Stock-based compensation – compensation and related benefits | 10,879 | 1,194 | ||||
| Severance costs | 294 | - | ||||
| Amortization of intangibles | 5,107 | 2,306 | ||||
| Proforma non-GAAP net loss | $ | (28,351 | ) | $ | (20,488 | ) |
| Proforma non-GAAP net loss per basic and diluted common share | $ | (0.26 | ) | $ | (0.71 | ) |
| Weighted average basic and diluted common shares outstanding | 107,981,441 | 28,800,493 |
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