Form 8-K - Current report

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 13, 2024

Smith Micro Software, Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-35525	33-0029027
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)


5800 Corporate Drive Pittsburgh, PA			15237
(Address of Principal Executive Offices)			(Zip Code)

Registrant’s Telephone Number, Including Area Code: (412) 837-5300

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

SMSI

NASDAQ

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02Results of Operations and Financial Condition

On November 13, 2024, Smith Micro Software, Inc. issued a press release announcing its financial results for the three and nine months ended September 30, 2024. A copy of the press release is hereby furnished to the Securities and Exchange Commission as Exhibit 99.1 and incorporated by reference herein.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 7.01Regulation FD

The information set forth under Item 2.02 is incorporated into this Item 7.01 by reference.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits


Exhibit			Description
99.1			Press Release issued on November 13, 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.


	Smith Micro Software, Inc.

Date: November 13, 2024	By:	/s/ James M. Kempton
		James M. Kempton
		Vice President, Chief Financial Officer and Treasurer

Exhibit 99.1

IR INQUIRIES:

Charles Messman

Investor Relations

949-362-5800

IR@smithmicro.com

Smith Micro Reports Third Quarter 2024 Financial Results

PITTSBURGH, PA, November 13, 2024 – Smith Micro Software, Inc. (Nasdaq: SMSI) (“Smith Micro” or the “Company”) today reported financial results for its third quarter ended September 30, 2024.

“We believe that the actions that we’ve taken to rationalize our costs over the past several months, coupled with the expansion of our revenue opportunities, have positioned us for a return to profitability on a non-GAAP basis and free cash flow during 2025,” said William W. Smith Jr., president, chief executive officer, and chairman of the board of Smith Micro. “With the pending launch of our Tier One carrier in Europe, new product innovations that align with our customers' strengths, and new prospects on the horizon, we are confident that the Company is positioned for growth over the coming quarters.”

“We had targeted eliminating at least $2 million in quarterly expenses from our cost structure by the fourth quarter of this year. As compared with the first quarter of this year, we have already achieved $1.9 million in cost reductions during the third quarter and we have yet to see the full benefit of the actions that we have taken,” Smith continued. “I’m very confident in our outlook for 2025, as evidenced by the recent $3 million investment I made into the Company last month as part of our combined $6.9 million capital raise.”

Third Quarter 2024 Financial Results

Smith Micro reported revenue of $4.6 million for the quarter ended September 30, 2024, compared to $11.0 million reported in the quarter ended September 30, 2023.

Gross profit for the quarter ended September 30, 2024 was $3.3 million, compared to $8.5 million for the quarter ended September 30, 2023.

Gross profit as a percentage of revenue was 71.6 percent for the quarter ended September 30, 2024, compared to 77.0 percent for the quarter ended September 30, 2023.

GAAP net loss for the quarter ended September 30, 2024 was $6.4 million, or $0.54 loss per share, compared to GAAP net loss of $5.1 million, or $0.61 loss per share, for the quarter ended September 30, 2023.

Non-GAAP net loss for the quarter ended September 30, 2024 was $3.6 million, or $0.30 loss per share, compared to non-GAAP net gain of $0.6 million, or $0.08 earnings per share, for the quarter ended September 30, 2023. Non-GAAP net loss excludes the items noted below under "Non-GAAP Measures."

All share and per share amounts for common stock herein have been retroactively adjusted for all periods presented to give effect to the one-for-eight reverse stock split of our common stock, which became effective April 10, 2024 at 11:59 pm Eastern time.


Smith Micro Software Third Quarter 2024 Financial Results			Page 2

Third Quarter Year-to-Date 2024 Financial Results

Smith Micro reported revenue of $15.6 million for the nine months ended September 30, 2024, compared to $32.3 million reported in the nine months ended September 30, 2023.

Gross profit for the nine months ended September 30, 2024 was $10.7 million compared to $23.9 million reported for the same period in 2023.

Gross profit as a percentage of revenue was 68.5 percent for the nine months ended September 30, 2024 compared to 74.0 percent for the nine months ended September 30, 2023.

GAAP net loss for the nine months ended September 30, 2024 was $44.3 million, or $4.17 loss per share, compared to GAAP net loss of $17.7 million, or $2.27 loss per share, for the nine months ended September 30, 2023.

Non-GAAP net loss for the nine months ended September 30, 2024 was $11.8 million, or $1.11 loss per share, compared to non-GAAP net loss of $3.6 million, or $0.46 loss per share, for the nine months ended September 30, 2023. Non-GAAP net loss excludes the items noted below under "Non-GAAP Measures."

Total cash and cash equivalents as of September 30, 2024 were $1.5 million.

Non-GAAP Measures

To supplement our financial information presented in accordance with GAAP, the Company considers, and has included in this press release, the following non-GAAP financial measures and a non-GAAP reconciliation from the equivalent GAAP metric: non-GAAP net (loss) income, non-GAAP gross profit, and non-GAAP basic and diluted (loss) earnings per share in the presentation of financial results in this press release. Management believes this non-GAAP presentation may be more meaningful in analyzing the Company's income generation and has therefore excluded the following items from GAAP earnings calculations: stock compensation, intangibles amortization, depreciation, fair value adjustments, amortization of debt issuance costs and discount, goodwill impairment, personnel severance and reorganization activities, and adjustment for non-recurring items. Additionally, since the Company currently has federal and state net operating loss carryforwards that can be utilized to reduce future cash payments for income taxes, these non-GAAP adjustments have not been tax effected, and the resulting income tax expense reflects actual taxes paid or accrued during each period. This presentation may be considered more indicative of the Company's ongoing operational performance. The table below presents the differences between non-GAAP net loss and net loss on an absolute and per-share basis. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information presented in compliance with GAAP, and the non-GAAP financial measures as reported by Smith Micro may not be comparable to similarly titled amounts reported by other companies.

Investor Conference Call

Smith Micro will hold an investor conference call today, November 13, 2024, at 4:30 p.m. ET, to discuss the Company’s third quarter 2024 financial results. To access the call, dial 1-844-701-1164; international participants can call 1-412-317-5492. A passcode is not required to join the call; ask the operator to be placed into the Smith Micro conference. Participants are asked to call the assigned number approximately 10 minutes before the conference call begins. An internet webcast is available at https://event.choruscall.com/mediaframe/webcast.html?webcastid=wslPnih5. In addition, the conference call will be available on the Smith Micro website in the Investor Relations section.


Smith Micro Software Third Quarter 2024 Financial Results			Page 3

About Smith Micro Software, Inc.

Smith Micro develops software to simplify and enhance the mobile experience, providing solutions to some of the leading wireless service providers around the world. From enabling the family digital lifestyle to providing powerful voice messaging capabilities, our solutions enrich today’s connected lifestyles while creating new opportunities to engage consumers via smartphones and consumer IoT devices. The Smith Micro portfolio also includes a wide range of products for creating, sharing, and monetizing rich content, such as visual voice messaging, optimizing retail content display and performing analytics on any product set. For more information, visit www.smithmicro.com.

Smith Micro and the Smith Micro logo are registered trademarks or trademarks of Smith Micro Software, Inc. All other trademarks and product names are the property of their respective owners.

Forward-Looking Statements

Certain statements in this press release are, and certain statements on the related conference call may be, forward-looking statements regarding future events or results within the meaning of the Private Securities Litigation Reform Act, including statements related to our financial prospects, goals and other projections of our outlook or performance our cost reduction plans and other future business plans, and statements using such words as “expect,” “anticipate,” “believe,” “plan,” “intend,” “could,” “will” and other similar expressions. Forward-looking statements involve risks and uncertainties, which could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Among the important factors that could cause or contribute to such differences are customer concentration, given that the majority of our sales depend on a few large customer relationships and the loss of any of them could materially and negatively affect our business, delay or failure of our customers to accept and deploy our products and services or new or upgraded versions thereof, delay or failure of our customers’ end users to adopt our products and services or new or upgraded versions thereof, our reliance on third party operating systems and other technology for the proper operation and delivery of our solutions and any barriers to our use of such third party technology, our reliance on third party application stores for the distribution of our software applications to users and any barriers to such distribution, including any delay or failure of such third party to approve new versions of our applications or their implementation and/or application of policies that may be harmful to our business, unanticipated delays or obstacles in our development and release cycles, the degree to which competing business needs may affect our allocation of resources to planned projects, the risk of harm to our business resulting from our recent and any future cost reduction efforts, our ability to attract and retain key technical personnel that are essential to our product development and support efforts, changes in demand for our products from our customers and their end users, changes in requirements for our products imposed by our customers or by the third party providers of software, hardware and/or platforms that we use or operate with, our ability to effectively integrate, market and sell acquired product lines, new and changing technologies and customer acceptance and timing of deployment of those technologies, and our ability to compete effectively with other software and technology companies. These and other factors discussed in our filings with the Securities and Exchange Commission, including our filings on Forms 10-K and 10-Q, could cause actual results to differ materially from those expressed or implied in any forward-looking statements. The forward-looking statements contained in this release are made on the basis of the views and assumptions of management, and we do not undertake any obligation to update these statements to reflect events or circumstances occurring after the date of this release.


Smith Micro Software Third Quarter 2024 Financial Results			Page 4


Smith Micro Software, Inc.
Consolidated Balance Sheets
(in thousands except share and par value data)

	September 30, 2024		December 31, 2023
	(unaudited)		(audited)
Assets
Current assets:
Cash and cash equivalents	$	1,509	$	7,125
Accounts receivable, net of related allowances of $3 and $3 at 2024 and 2023, respectively	3,406		7,912
Prepaid expenses and other current assets	1,505		1,843
Total current assets	6,420		16,880
Equipment and improvements, net	615		883
Right-of-use assets	2,657		2,759
Other assets	504		482
Intangible assets, net	24,931		29,532
Goodwill	11,052		35,041
Total assets	$	46,179	$	85,577
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	2,050	$	2,522
Accrued payroll and benefits	2,121		2,500
Current operating lease liabilities	1,228		1,483
Other current liabilities	1,011		1,137
Total current liabilities	6,410		7,642
Non-current liabilities:

Warrant liabilities	149		597
Operating lease liabilities	1,706		1,780

Deferred tax liabilities, net	168		168
Total non-current liabilities	2,023		2,545
Commitments and contingencies
Stockholders' equity:
Common stock, par value $0.001 per share; 100,000,000 shares authorized; 11,857,234 and 9,347,979 shares issued and outstanding 2024 and 2023, respectively	12		9
Additional paid-in capital	387,988		381,329
Accumulated comprehensive deficit	(350,254)		(305,948)
Total stockholders’ equity	37,746		75,390
Total liabilities and stockholders' equity	$	46,179	$	85,577


Smith Micro Software Third Quarter 2024 Financial Results			Page 5


Smith Micro Software, Inc.
Consolidated Statements of Operations
(in thousands except share data)
	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
	(unaudited)		(unaudited)		(unaudited)		(unaudited)
Revenues	$	4,648	$	11,001	$	15,585	$	32,269
Cost of revenues (including depreciation of $3, $12, $14, and $40 in the three and nine months ended September 30, 2024 and 2023, respectively)	1,321		2,528		4,915		8,400
Gross profit	3,327		8,473		10,670		23,869
Operating expenses:
Selling and marketing	2,060		2,449		7,202		8,631
Research and development	3,637		3,704		11,328		13,276
General and administrative	2,715		2,934		8,213		9,448

Depreciation and amortization	1,422		1,567		4,872		4,872
Goodwill impairment	—		—		23,989		—
Total operating expenses	9,834		10,654		55,604		36,227
Operating loss	(6,507)		(2,181)		(44,934)		(12,358)
Other income (expense):
Change in fair value of warrant and derivative liabilities	221		73		448		3,486

Loss on derecognition of debt	—		(1,583)		—		(2,985)
Interest (expense) income, net	(12)		(1,443)		89		(5,740)
Other (expense) income, net	(71)		15		130		(62)
Loss before provision for income taxes	(6,369)		(5,119)		(44,267)		(17,659)
Provision for income tax expense	—		14		39		25
Net loss	$	(6,369)	$	(5,133)	$	(44,306)	$	(17,684)

Loss per share:
Basic and diluted	$	(0.54)	$	(0.61)	$	(4.17)	$	(2.27)

Weighted average shares outstanding:
Basic and diluted	11,832		8,419		10,626		7,787


Smith Micro Software Third Quarter 2024 Financial Results			Page 6


Smith Micro Software, Inc.
Consolidated Statements of Cash Flows
(in thousands)

	For the Nine Months Ended September 30,
	2024		2023
	(unaudited)		(unaudited)
Operating activities:
Net loss	$	(44,306)	$	(17,684)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	4,886		4,912
Goodwill impairment charge	23,989		—
Non-cash lease expense	(227)		(160)
Change in fair value of warrant and derivative liabilities	(448)		(3,486)
Loss on derecognition of debt	—		2,985
Amortization of debt discount and issuance costs	—		5,398
Stock based compensation	3,520		3,316
Gain on license of patents, net	(198)		—
Loss on disposal of assets	—		12
Changes in operating accounts:
Accounts receivable	4,506		208
Prepaid expenses and other assets	315		220
Accounts payable and accrued liabilities	(1,375)		(2,224)
Other liabilities	(30)		553
Net cash used in operating activities	(9,368)		(5,950)
Investing activities:
Capital expenditures, net	(17)		(5)
Proceeds from license of patents, net	198		—
Other investing activities, net	—		71
Net cash provided by investing activities	181		66
Financing activities:
Proceeds from Common Stock, Warrants, and Pre-Funded Warrants Offering, net	3,351		—
Proceeds from financing arrangements	1,044		981
Repayments of financing arrangements	(829)		(1,156)
Other financing activities	5		15
Net cash provided by (used in) financing activities	3,571		(160)
Net decrease in cash and cash equivalents	(5,616)		(6,044)
Cash and cash equivalents, beginning of period	7,125		14,026
Cash and cash equivalents, end of period	$	1,509	$	7,982


Smith Micro Software Third Quarter 2024 Financial Results			Page 7


Smith Micro Software, Inc.
Reconciliation of GAAP to Non-GAAP Results
(in thousands, except per share data) - unaudited
	GAAP		Stock Compensation		Intangibles Amortization		Depreciation		Fair Value Adjustments		Amortization of Debt Issuance Costs and Discount		Personnel Severance and Reorganization Activities		Adjustment for Non-Recurring Items		Non-GAAP
Three Months Ended September 30, 2024
Gross profit	$	3,327	$	—	$	—	$	3	$	—	$	—	$	—	$	—	$	3,330
Selling and marketing	2,060		(315)		—		—		—		—		(20)		—		1,725
Research and development	3,637		(318)		—		—		—		—		(227)		(6)		3,086
General and administrative	2,715		(616)		—		—		—		—		(37)		(58)		2,004
Depreciation and amortization	1,422		—		(1,334)		(88)		—		—		—		—		—

Total operating expenses	$	9,834	$	(1,249)	$	(1,334)	$	(88)	$	—	$	—	(284)		(64)		$	6,815

(Loss) Income before provision for income taxes	$	(6,369)	$	1,249	$	1,334	$	91	$	(221)	$	—	284		64		$	(3,568)
Net (Loss) Income	$	(6,369)	$	1,249	$	1,334	$	91	$	(221)	$	—	284		64		$	(3,568)

(Loss) earnings per share: basic and diluted	$	(0.54)	$	0.11	$	0.11	$	0.01	$	(0.02)	$	—	0.02		$	0.01	$	(0.30)


Three Months Ended September 30, 2023
Gross profit	$	8,473	$	—	$	—	$	12	$	—	$	—	$	—	$	—	$	8,485
Selling and marketing	2,449		(300)		—		—		—		—		—		—		2,149
Research and development	3,704		(290)		—		—		—		—		—		—		3,414
General and administrative	2,934		(749)		—		—		—		—		—		—		2,185

Depreciation and amortization	1,567		—		(1,454)		(113)		—		—		—		—		—
Total operating expenses	$	10,654	$	(1,339)	$	(1,454)	$	(113)	$	—	$	—	$	—	$	—	$	7,748

(Loss) Income before provision for income taxes	$	(5,119)	$	1,339	$	1,454	$	125	$	1,510	$	1,343	$	—	$	—	$	652
Net (Loss) Income	$	(5,133)	$	1,339	$	1,454	$	125	$	1,510	$	1,343	$	—	$	—	$	638
(Loss) earnings per share: basic and diluted	$	(0.61)	$	0.16	$	0.17	$	0.01	$	0.18	$	0.16	$	—	$	—	$	0.08

Note: (Loss) earnings per share: basic and diluted - may be impacted by rounding to allow rows to calculate.


Smith Micro Software Third Quarter 2024 Financial Results			Page 8


Smith Micro Software, Inc.
Reconciliation of GAAP to Non-GAAP Results
(in thousands, except per share data) - unaudited
	GAAP		Stock Compensation		Intangibles Amortization		Depreciation		Fair Value Adjustments		Amortization of Debt Issuance Costs and Discount		Goodwill Impairment		Personnel Severance and Reorganization Activities		Adjustment for Non-Recurring Items		Non-GAAP
Nine Months Ended September 30, 2024
Gross profit	$	10,670	$	—	$	—	$	14	$	—	$	—	$	—	$	11	$	—	$	10,695

Selling and marketing	7,202		(968)		—		—		—		—		$	—	(174)		—		6,060
Research and development	11,328		(827)		—		—		—		—		—		(315)		(6)		10,180
General and administrative	8,213		(1,725)		—		—		—		—		—		(61)		(230)		6,197
Depreciation and amortization	4,872		—		(4,601)		(271)		—		—		—		—		—		—
Goodwill Impairment	23,989		—		—		—		—		—		(23,989)		—		—		—
Total operating expenses	55,604		(3,520)		(4,601)		(271)		—		—		(23,989)		(550)		(236)		22,437

(Loss) income before provision for income taxes	(44,267)		3,520		4,601		285		(448)		—		23,989		561		38		(11,721)
Net (loss) income	(44,306)		3,520		4,601		285		(448)		—		23,989		561		38		(11,760)
(Loss) earnings per share: basic and diluted	(4.17)		0.33		0.43		0.03		(0.04)		—		2.26		0.05		—		(1.11)


Nine Months Ended September 30, 2023
Gross profit	$	23,869	$	—	$	—	$	40	$	—	$	—	$	—	$	183	$	—	$	24,092
Selling and marketing	8,631		(653)		—		—		—		—		—		(93)		—		7,885
Research and development	13,276		(753)		—		—		—		—		—		(471)		—		12,052
General and administrative	9,448		(1,907)		—		—		—		—		—		(210)		—		7,331

Depreciation and amortization	4,872		—		(4,419)		(453)		—		—		—		—		—		—
Total operating expenses	36,227		(3,313)		(4,419)		(453)		—		—		—		(774)		—		$	27,268

(Loss) income before provision for income taxes	(17,659)		3,313		4,419		493		(501)		5,397		—		957		—		(3,581)
Net (loss) income	(17,684)		3,313		4,419		493		(501)		5,397		—		957		—		(3,606)
(Loss) earnings per share: basic and diluted	(2.27)		0.43		0.57		0.06		(0.06)		0.69		—		0.12		—		(0.46)

Note: (Loss) earnings per share: basic and diluted - may be impacted by rounding to allow rows to calculate.

Cover	Nov. 13, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Nov. 13, 2024
Entity Registrant Name	Smith Micro Software, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-35525
Entity Tax Identification Number	33-0029027
Entity Address, Address Line One	5800 Corporate Drive
Entity Address, City or Town	Pittsburgh
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	15237
City Area Code	412
Local Phone Number	837-5300
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	SMSI
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000948708
Amendment Flag	false