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): February 15, 2018
ENERGOUS CORPORATION
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-36379 | 46-1318953 |
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
3590 North First Street, Suite 210 San Jose, California 95134 |
|
(Address of Principal Executive Offices)(Zip Code)
Registrant’s telephone number, including area code: (408) 963-0200 |
|
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:
| ¨ | 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)) |
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 x
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 February 15, 2018, Energous Corporation announced its unaudited financial results for the quarter ended December 31, 2017. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be 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 it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
| Item 9.01. | Financial Statements and Exhibits. |
Exhibits.
The exhibits required to be filed as part of this Current Report on Form 8-K are listed an the Exhibit Index attached hereto and incorporated by reference in such filing.
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ENERGOUS CORPORATION | ||
| Date: February 15, 2018 | By: | /s/ Brian Sereda |
| Brian Sereda | ||
| Senior Vice President & Chief Financial Officer | ||
| 3 |
EXHIBIT INDEX
|
Exhibit No. |
Exhibit Description |
||
| 99.1 | Press Release, dated February 15, 2018, issued by Energous Corporation, furnished herewith. | ||
| 4 |
Exhibit 99.1
Energous Corporation Reports Fourth Quarter and
Full Year 2017 Financial Results
SAN JOSE, CA – Feb. 15, 2018 – Energous Corporation (NASDAQ: WATT), the developer of WattUp®, a revolutionary wire-free, over-the-air, power-at-a-distance charging technology, today announced financial results for the fourth quarter and full year ended December 31, 2017, and provided an update on its operational progress.
Recent Highlights
| · | Completed $40 million at-the-market equity offering |
| · | Bolstered regulatory expertise with appointment of Daniel Lawless, VP of Regulatory Affairs, and adding Sheryl Wilkerson to Board of Advisors |
| · | Increased patent count to 125 (75 patents/50 allowed applications as of Feb. 14, 2018) |
| · | Demonstrated latest WattUp Enabled products at 2018 CES from Myant and SK Telesys/Delight |
Fourth Quarter Highlights
| · | Achieved FCC Part 18 Certification for its Mid Field WattUp transmitter, which sends focused, RF-based power to devices at a distance |
| · | Introduced customers who are integrating WattUp technology into products that are expected to begin commercial shipments in 2018 |
| · | Reduced quarterly cash burn to $7.8 million, on lower cash expenses |
“With our recent FCC Part 18 certification and the completion of a $40 million equity transaction, Energous is well-positioned to continue executing on the vision of a WattUp-enabled wireless charging ecosystem,” said Stephen R. Rizzone, president and CEO. “Capitalizing on the momentum from an exceptionally strong CES, our focus in 2018 is to continue the expansion of our customer engagements with the expectation of seeing multiple WattUp-enabled products launched to the global market, resulting in significant revenue growth.”
Unaudited 2017 Fourth Quarter Financial Results
For the fourth quarter ended December 31, 2017, Energous recorded:
| · | Revenue of approximately $29,000 |
| · | Operating expenses of $11.3 million (GAAP), comprised of $7.4 million in research and development, $2.5 million in general and administrative costs, and $1.3 million in sales and marketing expenses |
| · | Net loss of $11.2 million, or a loss of $0.50 per basic and diluted share |
| · | Adjusted EBITDA (a non-GAAP financial measure) loss of $7.6 million |
| · | $12.8 million in cash and cash equivalents at the end of the fourth quarter, with no debt, exclusive of the $40 million at-the-market equity offering in January |
Unaudited 2017 Full-Year Financial Results
For the year ended December 31, 2017, Energous recorded:
| · | Revenue of approximately $1.2 million |
| · | Operating expenses of $50.5 million, comprised of $33.2 million in research and development, $12.1 million in general and administrative costs, and $5.2 million in sales and marketing |
| · | Net loss of $49.4 million, or a loss of $2.31 per basic and diluted share |
| · | Adjusted EBITDA (a non-GAAP financial measure) loss of $32.3 million |
2017 Fourth Quarter and Year End Conference Call
Energous will host a conference call to discuss its financial results, recent progress and prospects for the future.
When:
Thursday, February 15, 2018
Time: 1:30 p.m. PT (4:30 p.m. ET)
Phone: 866-235-9911 (domestic); 412-317-1083 (international)
Replay: Accessible through February 28, 2018
877-344-7529 (domestic); 412-317-0088 (international); passcode 10117030
Webcast: Accessible at Energous.com; archive available for approximately one year
Note about Non-GAAP Financial Measures
In addition to the unaudited results presented in accordance with generally accepted accounting principles, or GAAP, in this press release, Energous presents adjusted EBITDA, which is a non-GAAP financial measure. Adjusted EBITDA is determined by taking net loss and eliminating the impacts of interest, taxes, depreciation, amortization, and stock-based compensation. The company’s definition of adjusted EBITDA may not be comparable to the definitions of similarly-titled measures used by other companies. Energous believes that this non-GAAP financial measure, viewed in addition to and not in lieu of its reported GAAP results, provides useful information to investors by providing a more focused measure of operating results. This metric is used as part of the company’s internal reporting to evaluate its operations and the performance of senior management. A table reconciling this measure to the comparable GAAP measure is available in the accompanying financial tables below.
About Energous Corporation
Energous Corporation is the developer of WattUp® -- an award-winning, wire-free charging technology that will transform the way consumers and industries charge and power electronic devices at home, in the office, in the car and beyond. WattUp is a revolutionary radio frequency (RF) based charging solution that delivers intelligent, scalable power via radio bands, similar to a Wi-Fi router. WattUp differs from older wireless charging systems in that it delivers contained power, at a distance, to multiple devices -- thus resulting in a wire-free experience that saves users from having to remember to plug in their devices. For more information, please visit Energous.com.
Safe Harbor Statement
This press release contains forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be covered by
the “safe harbor” created by those sections. Forward-looking statements, which are based on certain assumptions and describe
our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,”
“expect,” “may,” “will,” “should,” “could,” “seek,” “intend,”
“plan,” “estimate,” “anticipate” or other comparable terms. All statements in this release that are
not based on historical fact are “forward-looking statements.” Examples of forward-looking statements include, among
others, our statements about d the timing of required regulatory approvals, number and timing of potential orders and customers’
product launches, and commercialization of our technology. While management bases its forward-looking statements in this release
on its current expectations, the information on which those expectations were based may change. Forward-looking statements involve
inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements.
Important factors that could cause our actual results and financial condition to differ materially from those indicated in the
forward-looking statements include, among others, the following: our ability to develop commercially feasible technologies; receipt
of necessary regulatory approvals; timing and amount of new orders and revenue recognition; dependence on an exclusive component
provider for WattUp technology for sales and distribution; market acceptance of our technology; the extent of competition in our
industry; our ability to protect our intellectual property; and other risks and uncertainties described in the Risk Factors and
in Management’s Discussion and Analysis of Financial Condition and Results of Operations sections of our most recent annual report
on Form 10-K and subsequent quarterly reports on Form 10-Q. We urge you to consider those risks and uncertainties in evaluating
our forward-looking statements. We caution readers not to place undue reliance upon any such forward-looking statements, which
speak only as of the date made. Except as otherwise required by the federal securities laws, we disclaim any obligation or undertaking
to publicly release any updates or revisions to any forward-looking statement contained herein (or elsewhere) to reflect any change
in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
-- Financial Tables Follow --
Energous Corporation
BALANCE SHEETS
(Unaudited)
| As of | ||||||||
| December 31, 2017 | December 31, 2016 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 12,795,254 | $ | 31,258,637 | ||||
| Accounts receivable | - | 149,500 | ||||||
| Prepaid expenses and other current assets | 1,026,310 | 1,374,585 | ||||||
| Prepaid rent, current | 80,784 | 80,784 | ||||||
| Total current assets | 13,902,348 | 32,863,506 | ||||||
| Property and equipment, net | 1,413,917 | 2,209,475 | ||||||
| Prepaid rent, non-current | 56,668 | 137,452 | ||||||
| Other assets | 32,512 | 48,507 | ||||||
| Total assets | $ | 15,405,445 | $ | 35,258,940 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 2,024,690 | $ | 4,707,763 | ||||
| Accrued expenses | 1,622,025 | 1,867,995 | ||||||
| Deferred revenue | - | 131,959 | ||||||
| Total current liabilities | 3,646,715 | 6,707,717 | ||||||
| Stockholders’ equity: | ||||||||
| Preferred Stock, $0.00001 par value, 10,000,000 shares authorized at December 31, 2017 and | ||||||||
| December 31, 2016; no shares issued or outstanding. | - | - | ||||||
| Common Stock, $0.00001 par value, 50,000,000 shares authorized at December 31, 2017 and | ||||||||
| December 31, 2016; 22,584,588 and 20,367,929 shares issued and outstanding at | ||||||||
| December 31, 2017 and December 31, 2016, respectively. | 225 | 202 | ||||||
| Additional paid-in capital | 185,659,954 | 153,075,595 | ||||||
| Accumulated deficit | (173,901,449 | ) | (124,524,574 | ) | ||||
| Total stockholders’ equity | 11,758,730 | 28,551,223 | ||||||
| Total liabilities and stockholders’ equity | $ | 15,405,445 | $ | 35,258,940 | ||||
Energous Corporation
STATEMENTS OF OPERATIONS
(Unaudited)
| For the Three Months Ended December 31, | For the Twelve Months Ended December 31, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
| Revenue: | ||||||||||||||||
| Engineering product development | $ | 29,135 | $ | 129,786 | $ | 1,154,009 | $ | 1,451,941 | ||||||||
| Total revenue | 29,135 | 129,786 | 1,154,009 | 1,451,941 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Research and development | 7,442,047 | 9,751,759 | 33,230,668 | 32,832,677 | ||||||||||||
| Sales and marketing | 1,283,129 | 1,011,554 | 5,207,746 | 3,201,549 | ||||||||||||
| General and administrative | 2,542,772 | 3,981,592 | 12,103,423 | 11,248,435 | ||||||||||||
| Total operating expenses | 11,267,948 | 14,744,905 | 50,541,837 | 47,282,661 | ||||||||||||
| Loss from operations | (11,238,813 | ) | (14,615,119 | ) | (49,387,828 | ) | (45,830,720 | ) | ||||||||
| Other income (expense): | ||||||||||||||||
| Interest income | 2,336 | 3,885 | 11,679 | 13,326 | ||||||||||||
| Loss on sales of property and equipment, net | - | - | (726 | ) | - | |||||||||||
| Total | 2,336 | 3,885 | 10,953 | 13,326 | ||||||||||||
| Net loss | $ | (11,236,477 | ) | $ | (14,611,234 | ) | $ | (49,376,875 | ) | $ | (45,817,394 | ) | ||||
| Basic and diluted net loss per common share | $ | (0.50 | ) | $ | (0.75 | ) | $ | (2.31 | ) | $ | (2.60 | ) | ||||
| Weighted average shares outstanding, basic and diluted | 22,258,769 | 19,532,158 | 21,343,001 | 17,649,013 | ||||||||||||
Energous Corporation
Reconciliation of Non-GAAP Information
(Unaudited)
| For the Three Months Ended December 31, | For the Twelve Months Ended December 31, | |||||||||||||||
| 2017 | 2016 | 2017 | 2016 | |||||||||||||
| Net loss (GAAP) | $ | (11,236,477 | ) | $ | (14,611,234 | ) | $ | (49,376,875 | ) | $ | (45,817,394 | ) | ||||
| Add (subtract) the following items: | ||||||||||||||||
| Interest income | (2,336 | ) | (3,885 | ) | (11,679 | ) | (13,326 | ) | ||||||||
| Depreciation and amortization | 310,584 | 329,223 | 1,309,980 | 957,836 | ||||||||||||
| Stock-based compensation | 3,329,949 | 4,102,267 | 15,802,819 | 9,508,175 | ||||||||||||
| Adjusted EBITDA (non-GAAP) | $ | (7,598,280 | ) | $ | (10,183,629 | ) | $ | (32,275,755 | ) | $ | (35,364,709 | ) | ||||
# # #
Energous Public Relations
PR@energous.com
408-963-0200
Investor Relations Contact:
Bishop IR
Mike Bishop
(415) 894-9633
IR@energous.com