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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): November 5, 2024
NEONODE INC.
(Exact name of issuer of securities held pursuant to the plan)
Commission File Number 001-35526
| Delaware | 94-1517641 | |
|
(State or other jurisdiction of incorporation) |
(I.R.S. Employer Identification No.) |
Karlavägen 100, 115 26 Stockholm, Sweden
(Address of Principal Executive Office, including Zip Code)
+46 (0) 702958519
Registrant’s telephone number, including area code:
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 Instruction 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 Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, par value $0.001 per share | NEON | 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 November 5, 2024, Neonode Inc. (the “Company”) reported its earnings for the three and nine months ended September 30, 2024 (the “Earnings Release”). A copy of the Earnings Release is attached hereto as Exhibits 99.1 is incorporated herein by reference.
The information furnished pursuant to 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 under that Section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Earnings Release of the Company dated November 6, 2024 | |
| 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.
| Date: November 6, 2024 | NEONODE INC. | |
| By: | /s/ Fredrik Nihlén | |
| Name: | Fredrik Nihlén | |
| Title: | Interim President and Chief
Executive Office and Chief Financial Officer |
|
2
Exhibit 99.1
Press Release
For Release, 09:10AM ET November 6, 2024
Neonode Reports Quarter Ended September 30, 2024 Financial Results
STOCKHOLM, SWEDEN, November 6, 2024 — Neonode Inc. (NASDAQ: NEON) (“Neonode” or the “Company”) today reported financial results for the three and nine months ended September 30, 2024. The financial results relate to continuing operations, which means Neonode’s licensing business as the products business has been reclassified to discontinued operations, following the decision in Q4 2023 to focus solely on the Company’s licensing business.
FINANCIAL SUMMARY FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2024
| ● | Revenues from continuing operations of $0.8 million, a decrease of 0.2% compared to the same period in the prior year. | |
| ● | Operating expenses from continuing operations of $2.0 million, a decrease of 2.7% compared to the same period in the prior year. | |
| ● | Net loss from continuing operations of $1.0 million, or $0.07 per share, compared to $1.1 million, or $0.07 per share, for the same period in the prior year. | |
| ● | Cash used by operations of $1.3 million compared to $1.8 million for the same period in the prior year. | |
| ● | Cash and accounts receivable of $18.6 million as of September 30, 2024 compared to $17.1 million as of December 31, 2023. |
FINANCIAL SUMMARY FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024
| ● | Revenue from continuing operations of $2.5 million, a decrease of 21.0% compared to the same period in the prior year. | |
| ● | Operating expenses from continuing operations of $7.2 million, an increase of 2.9% compared to the same period in the prior year. | |
| ● | Net loss from continuing operations of $4.4 million, or $0.28 per share, compared to $3.5 million, or $0.22 per share, for the same period in the prior year. | |
| ● | Cash used by operations of $4.4 million compared to $4.1 million for the same period in the prior year. |
BUSINESS HIGHLIGHTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024
| ● | Several ongoing discussions with potential customers regarding Touch Sensor Module (“TSM”) technology and the MultiSensing® platform. | |
| ● | TSM technology agreement with NEXTY Electronics, an electronics-trading company within the Toyota Tsusho Group, for sensor development and manufacturing of the next-generation amusement machines for a leading manufacturer in Japan’s amusement market. | |
| ● | TSM technology agreement with YesAR to develop and build holographic infotainment solutions for its customers in the automotive and elevator segments, as well as other market segments. |
“Our revenues from the continuing licensing business decreased in the third quarter of 2024 compared to the same quarter last year. However, non-recurring engineering revenues related to our new lines of business increased and were mainly attributable to the driver monitoring system (“DMS”) project with the original equipment manufacturer (“OEM”) of commercial vehicles customer that we announced at the end of last year. Licensing revenues from legacy customers within printer and passenger car touch applications decreased compared to the same quarter last year, mainly due to lower demand for their products. Cash used by operations decreased in the third quarter 2024 compared to the same quarter last year, as we discontinued component purchases after phasing out TSM manufacturing,” said Fredrik Nihlén, Neonode’s interim President and CEO and CFO.
“We remain positive toward the prospects of generating new projects and business with our driver and in-cabin monitoring solutions, which continue to generate positive attention from OEMs and suppliers to the automotive industry. Our flexible and scalable approach to driver and in-cabin monitoring presents manufacturers and their suppliers with a cost-effective and efficient platform for securing compliance and automotive innovation for years to come. We also see a growing market interest in licensing our cost-effective and proven touch interaction solutions,” concluded Mr. Nihlén.
FINANCIAL OVERVIEW FOR THE QUARTER ENDED SEPTEMBER 30, 2024
Revenues from continuing operations for the quarter ended September 30, 2024 were $0.8 million, a 0.2% decrease compared to the same period in 2023. License revenues were $0.7 million, a decrease of 12.6% compared to the same period in 2023. The decrease was mainly due to lower demand for our legacy customers products within printer and passenger car touch applications offset by revenues from our new licensing customers.
Revenues from non-recurring engineering for the third quarter of 2024 were $0.1 million, a 2,575.0% increase compared to the same period in 2023, mainly attributable to the DMS project with the commercial vehicle OEM customer that was announced at the end of 2023.
Our operating expenses from continuing operations decreased by 2.7% for the third quarter of 2024 compared to the same period in 2023, primarily due to lower payroll and related costs offset by higher professional fees and advertising costs.
Net loss from continuing operations for the third quarter of 2024 was $1.0 million, or $0.07 per share, compared to a net loss of $1.1 million, or $0.07 per share for the same period in 2023.
Cash used by operations was $1.3 million in the third quarter of 2024 compared to $1.8 million for the same period in 2023. The decrease was primarily due to the absence of component purchases following the phaseout of TSM manufacturing.
Cash and accounts receivable totaled $18.6 million and working capital for continuing operations was $17.7 million as of September 30, 2024, compared to $16.1 million and $16.8 million as of December 31, 2023, respectively. Our financial position and liquidity provide stability and enable us to execute our strategy to secure more licensing opportunities for our innovative technologies.
For more information, please contact:
Interim President and Chief Executive Officer and Chief Financial Officer
Fredrik Nihlén
E-mail: fredrik.nihlen@neonode.com
Phone: +46 703 97 21 09
About Neonode
Neonode Inc. (NASDAQ:NEON) is a publicly traded company, headquartered in Stockholm, Sweden and established in 2001. The Company provides advanced optical sensing solutions for contactless touch, touch, gesture control, and in-cabin monitoring. Building on experience acquired during years of advanced research and development and technology licensing, Neonode’s technology is currently deployed in more than 90 million products, and the Company holds more than 100 patents worldwide. Neonode’s customer base includes some of the world’s best-known Fortune 500 companies in the consumer electronics, office equipment, automotive, elevator, and self-service kiosk markets.
NEONODE and the NEONODE logo are trademarks of Neonode Inc. registered in the United States and other countries.
For further information please visit www.neonode.com
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Safe Harbor Statement
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These include, but are not limited to, statements relating to our expectations for growth and the growing demand for our products, future performance or future events. These statements are based on current assumptions, expectations and information available to Neonode management and involve a number of known and unknown risks, uncertainties and other factors that may cause Neonode’s actual results, levels of activity, performance or achievements to be materially different from any expressed or implied by these forward-looking statements.
These risks, uncertainties, and factors include risks related to our reliance on the ability of our customers to design, manufacture and sell their products with our touch technology, the length of a customer’s product development cycle, our dependence and our customers’ dependence on suppliers, the global economy generally and other risks discussed under “Risk Factors” and elsewhere in Neonode’s public filings with the SEC from time to time, including Neonode’s annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K. You are advised to carefully consider these various risks, uncertainties and other factors. Although Neonode management believes that the forward-looking statements contained in this press release are reasonable, it can give no assurance that its expectations will be fulfilled. Forward-looking statements are made as of today’s date, and Neonode undertakes no duty to update or revise them.
NEONODE INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
(Unaudited)
| September 30, | December 31, | |||||||
| 2024 | 2023 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 17,599 | $ | 16,155 | ||||
| Accounts receivable and unbilled revenues, net | 840 | 652 | ||||||
| Inventory | - | - | ||||||
| Prepaid expenses and other current assets | 760 | 891 | ||||||
| Current assets of discontinued operations | 364 | 922 | ||||||
| Total current assets | 19,563 | 18,620 | ||||||
| Property and equipment, net | 77 | 110 | ||||||
| Operating lease right-of-use assets, net | - | - | ||||||
| Noncurrent assets of discontinued operations | - | 284 | ||||||
| Total assets | $ | 19,640 | $ | 19,014 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 212 | $ | 400 | ||||
| Accrued payroll and employee benefits | 1,115 | 855 | ||||||
| Accrued expenses | 142 | 309 | ||||||
| Contract liabilities | 25 | 2 | ||||||
| Current portion of finance lease obligations | 4 | 8 | ||||||
| Current portion of operating lease obligations | - | - | ||||||
| Current liabilities of discontinued operations | 142 | 258 | ||||||
| Total current liabilities | 1,640 | 1,832 | ||||||
| Finance lease obligations, net of current portion | - | 2 | ||||||
| Noncurrent liabilities of discontinued operations | - | 17 | ||||||
| Total liabilities | 1,640 | 1,851 | ||||||
| Commitments and contingencies | ||||||||
| Stockholders’ equity: | ||||||||
| Common stock, 25,000,000 shares authorized, with par value of $0.001; 16,782,922 and 15,359,481 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively | 17 | 15 | ||||||
| Additional paid-in capital | 240,955 | 235,158 | ||||||
| Accumulated other comprehensive loss | (492 | ) | (396 | ) | ||||
| Accumulated deficit | (222,480 | ) | (217,614 | ) | ||||
| Total stockholders’ equity | 18,000 | 17,163 | ||||||
| Total liabilities and stockholders’ equity | $ | 19,640 | $ | 19,014 | ||||
NEONODE INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
| Three months ended September 30, |
Nine months ended September 30, |
|||||||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||||||
| Revenues: | ||||||||||||||||
| License fees | $ | 731 | $ | 836 | $ | 2,118 | $ | 3,078 | ||||||||
| Non-recurring engineering | 107 | 4 | 335 | 29 | ||||||||||||
| Total revenues | 838 | 840 | 2,453 | 3,107 | ||||||||||||
| Cost of revenues: | ||||||||||||||||
| Non-recurring engineering | 23 | - | 64 | 9 | ||||||||||||
| Total cost of revenues | 23 | - | 64 | 9 | ||||||||||||
| Total gross margin | 815 | 840 | 2,389 | 3,098 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Research and development | 822 | 827 | 2,692 | 2,692 | ||||||||||||
| Sales and marketing | 484 | 516 | 1,844 | 1,797 | ||||||||||||
| General and administrative | 734 | 754 | 2,696 | 2,542 | ||||||||||||
| Total operating expenses | 2,040 | 2,097 | 7,232 | 7,031 | ||||||||||||
| Operating loss | (1,225 | ) | (1,257 | ) | (4,843 | ) | (3,933 | ) | ||||||||
| Other income (expense): | ||||||||||||||||
| Interest income, net | 171 | 218 | 490 | 541 | ||||||||||||
| Other income (expense) | - | 12 | (35 | ) | 12 | |||||||||||
| Total other income, net | 171 | 230 | 455 | 553 | ||||||||||||
| Loss before provision for income taxes | (1,054 | ) | (1,027 | ) | (4,388 | ) | (3,380 | ) | ||||||||
| Provision for income taxes | (11 | ) | 35 | 10 | 95 | |||||||||||
| Net loss from continuing operations | (1,043 | ) | (1,062 | ) | (4,398 | ) | (3,475 | ) | ||||||||
| Net loss from discontinued operations | (44 | ) | (204 | ) | (468 | ) | (723 | ) | ||||||||
| Net loss | $ | (1,087 | ) | $ | (1,266 | ) | $ | (4,866 | ) | $ | (4,198 | ) | ||||
| Loss per common share: | ||||||||||||||||
| Basic and diluted loss per share from continuing operations | $ | (0.07 | ) | $ | (0.07 | ) | $ | (0.28 | ) | $ | (0.22 | ) | ||||
| Basic and diluted loss per share from discontinued operations | - | (0.01 | ) | (0.03 | ) | (0.05 | ) | |||||||||
| Basic and diluted loss per share | $ | (0.07 | ) | $ | (0.08 | ) | $ | (0.31 | ) | $ | (0.27 | ) | ||||
| Basic and diluted – weighted average number of common shares outstanding | 15,980 | 15,359 | 15,568 | 15,310 | ||||||||||||
NEONODE INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(In thousands)
(Unaudited)
| Three months ended September 30, |
Nine months ended September 30, |
|||||||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||||||
| Net loss | $ | (1,087 | ) | $ | (1,266 | ) | $ | (4,866 | ) | $ | (4,198 | ) | ||||
| Other comprehensive loss: | ||||||||||||||||
| Foreign currency translation adjustments | (30 | ) | (48 | ) | (96 | ) | (154 | ) | ||||||||
| Other comprehensive loss | $ | (1,117 | ) | $ | (1,314 | ) | $ | (4,962 | ) | $ | (4,352 | ) | ||||
NEONODE INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands)
(Unaudited)
For the three and six months ended June 30, 2024 and 2023
| Common Stock Shares Issued |
Common Stock Amount |
Additional Paid-in Capital |
Accumulated Other Comprehensive Loss |
Accumulated Deficit |
Total Stockholders’ Equity |
|||||||||||||||||||
| Balances, December 31, 2023 | 15,359 | $ | 15 | $ | 235,158 | $ | (396 | ) | $ | (217,614 | ) | $ | 17,163 | |||||||||||
| Stock-based compensation | - | - | 2 | - | - | 2 | ||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | (34 | ) | - | (34 | ) | ||||||||||||||||
| Net loss | - | - | - | - | (2,084 | ) | (2,084 | ) | ||||||||||||||||
| Balances, March 31, 2024 | 15,359 | $ | 15 | $ | 235,160 | $ | (430 | ) | $ | (219,698 | ) | $ | 15,047 | |||||||||||
| Stock-based compensation | - | - | 1 | - | - | 1 | ||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | (32 | ) | - | (32 | ) | ||||||||||||||||
| Net loss | - | - | - | - | (1,695 | ) | (1,695 | ) | ||||||||||||||||
| Balances, June 30, 2024 | 15,359 | $ | 15 | $ | 235,161 | $ | (462 | ) | $ | (221,393 | ) | $ | 13,321 | |||||||||||
| Stock-based compensation | - | - | - | - | - | - | ||||||||||||||||||
| Issuance of shares for cash, net of offering costs | 1,424 | 2 | 5,794 | - | - | 5,796 | ||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | (30 | ) | - | (30 | ) | ||||||||||||||||
| Net loss | - | - | - | - | (1,087 | ) | (1,087 | ) | ||||||||||||||||
| Balances, September 30, 2024 | 16,783 | $ | 17 | $ | 240,955 | $ | (492 | ) | $ | (222,480 | ) | $ | 18,000 | |||||||||||
| Common Stock Shares Issued |
Common Stock Amount |
Additional Paid-in Capital |
Accumulated Other Comprehensive Income (Loss) |
Accumulated Deficit |
Total Stockholders’ Equity |
|||||||||||||||||||
| Balances, December 31, 2022 | 14,456 | $ | 14 | $ | 227,235 | $ | (340 | ) | $ | (207,491 | ) | $ | 19,418 | |||||||||||
| Stock-based compensation | - | - | 18 | - | - | 18 | ||||||||||||||||||
| Issuance of shares for cash, net of offering costs | 903 | 1 | 7,865 | - | - | 7,866 | ||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | 35 | - | 35 | ||||||||||||||||||
| Net loss | - | - | - | - | (1,425 | ) | (1,425 | ) | ||||||||||||||||
| Balances, March 31, 2023 | 15,359 | $ | 15 | $ | 235,118 | $ | (305 | ) | $ | (208,916 | ) | $ | 25,912 | |||||||||||
| Stock-based compensation | - | - | 17 | - | - | 17 | ||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | (141 | ) | - | (141 | ) | ||||||||||||||||
| Net loss | - | - | - | - | (1,507 | ) | (1,507 | ) | ||||||||||||||||
| Balances, June 30, 2023 | 15,359 | $ | 15 | $ | 235,135 | $ | (446 | ) | $ | (210,423 | ) | $ | 24,281 | |||||||||||
| Stock-based compensation | - | - | 13 | - | - | 13 | ||||||||||||||||||
| Foreign currency translation adjustment | - | - | - | (48 | ) | - | (48 | ) | ||||||||||||||||
| Net loss | - | - | - | - | (1,266 | ) | (1,266 | ) | ||||||||||||||||
| Balances, September 30, 2023 | 15,359 | $ | 15 | $ | 235,148 | $ | (494 | ) | $ | (211,689 | ) | $ | 22,980 | |||||||||||
NEONODE INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
| Nine months ended September 30, |
||||||||
| 2024 | 2023 | |||||||
| Cash flows from operating activities: | ||||||||
| Net loss | $ | (4,866 | ) | $ | (4,198 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Stock-based compensation expense | 3 | 48 | ||||||
| Loss on disposal of assets | 18 | - | ||||||
| Depreciation and amortization | 49 | 55 | ||||||
| Amortization of operating lease right-of-use assets | 52 | 49 | ||||||
| Inventory impairment loss | 287 | - | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable and unbilled revenues, net | (105 | ) | 512 | |||||
| Inventory | 132 | (689 | ) | |||||
| Prepaid expenses and other current assets | 153 | (76 | ) | |||||
| Accounts payable, accrued payroll and employee benefits, and accrued expenses | (115 | ) | 256 | |||||
| Contract liabilities | 15 | (8 | ) | |||||
| Operating lease obligations | (52 | ) | (49 | ) | ||||
| Net cash used in operating activities | (4,429 | ) | (4,100 | ) | ||||
| Cash flows from investing activities: | ||||||||
| Purchase of property and equipment | (37 | ) | (58 | ) | ||||
| Proceeds from sale of property and equipment | 190 | - | ||||||
| Net cash (used in) provided by investing activities | 153 | (58 | ) | |||||
| Cash flows from financing activities: | ||||||||
| Proceeds from issuance of common stock, net of offering costs | 5,796 | 7,866 | ||||||
| Principal payments on finance lease obligations | (15 | ) | (77 | ) | ||||
| Net cash provided by financing activities | 5,781 | 7,789 | ||||||
| Effect of exchange rate changes on cash and cash equivalents | (61 | ) | 24 | |||||
| Net change in cash and cash equivalents | 1,444 | 3,655 | ||||||
| Cash and cash equivalents at beginning of period | 16,155 | 14,816 | ||||||
| Cash and cash equivalents at end of period | $ | 17,599 | $ | 18,471 | ||||
| Supplemental disclosure of cash flow information: | ||||||||
| Cash paid for income taxes | $ | 10 | $ | 95 | ||||
| Cash paid for interest | $ | 1 | $ | 8 | ||||
7