SINGAPORE, Dec. 5, 2024
/PRNewswire/ -- Maxeon Solar Technologies, Ltd. (NASDAQ:MAXN)
("Maxeon" or "the Company"), a global leader in solar innovation
and channels, today announced its financial results for the third
quarter ended September 29, 2024.
Maxeon's Chief Executive Officer George
Guo stated, "Third quarter results were distorted due to
deliveries detained by the United States Customs and Border
Protection ("CBP"), fixed costs associated with factory shutdowns
and low production levels, and costs and write-offs from our
ongoing restructuring. On top of this, we continue to observe
depressed prices as a result of the global oversupply and intense
competition. The average market price for high efficiency and
mainstream crystalline modules like our IBC products and
Performance line products has dropped by approximately 43.5% and
28.6%, respectively, since January
2024. We recently announced some of the key strategic
initiatives undertaken to optimize Maxeon's business portfolio and
geographic market focus. Moving forward, we intend to re-create
Maxeon as a world leader in solar, focused exclusively in
the United States where we believe
our market presence and planned local manufacturing create a strong
platform to drive growth and profitability in the future. We
appreciate the support and patience of our investors as we
translate our strategic thinking into concrete actions."
Maxeon's Chief Financial Officer Dmitri
Hu added, "As we establish our new strategy to transform
Maxeon, we are highly focused on our financial position. We intend
to reserve sufficient liquidity for daily operations, while we
recapitalize the company to fund our restructuring and growth.
However, considering the continued uncertainties around CBP
detentions, we are unable to provide financial guidance for fourth
quarter of 2024. We will defer holding a conference call to discuss
quarterly financial results, until the ongoing restructuring is
complete and we can provide a more comprehensive view of our
go-forward strategy."
Selected Q3
Unaudited Financial Summary
|
|
(In thousands,
except shipments)
|
Fiscal Q3
2024
|
|
Revised Fiscal Q2
2024
|
|
Fiscal Q3
2023
|
Shipments, in
MW
|
199
|
|
526
|
|
628
|
Revenue
|
$
88,560
|
|
$
184,219
|
|
$
227,630
|
Gross (loss)
profit(1)
|
(179,101)
|
|
(7,785)
|
|
2,728
|
GAAP Operating
expenses
|
153,218
|
|
61,670
|
|
66,562
|
Net loss attributable
to the stockholders(1)
|
(393,944)
|
|
(34,231)(2)
|
|
(108,257)
|
Capital
expenditures
|
11,129
|
|
17,707
|
|
15,127
|
|
|
|
Other Financial
Data(1)
|
(In
thousands)
|
Fiscal Q3
2024
|
|
Revised Fiscal Q2
2024
|
|
Fiscal Q3
2023
|
Non-GAAP Gross (loss)
profit
|
$
(174,742)
|
|
$
(5,794)
|
|
$
2,728
|
Non-GAAP Operating
expenses
|
42,861
|
|
40,180
|
|
37,535
|
Adjusted
EBITDA
|
(225,705)
|
|
(36,574)
|
|
(19,923)
|
|
|
(1)
|
The Company's use of
Non-GAAP financial information, including a reconciliation to U.S.
GAAP, is provided under "Use of Non-GAAP Financial Measures"
below.
|
(2)
|
Reflects the correction
of an error in the gain on extinguishment of debt reported in our
second quarter Form 6-K, filed with the SEC on September 3, 2024,
due to incorrect valuation methodology and assumptions used on the
ratio of warrants to number of shares. The revised gain on
extinguishment of debt should be $35.3 million instead of the
previously reported $77.3 million. In addition, $24.8 million of
warrants were erroneously classified as equity that should have
been classified as liabilities, as the fixed-for-fixed criteria was
not met until the three months ended September 29,
2024.Consequently, interest expense, net should be $14.1 million
instead of $10.1 million as reported previously. Total effect on
net loss attributable to the stockholders is $45.9
million.
|
For more information
Maxeon's third quarter 2024 financial results and management
commentary can be found on Form 6-K by accessing the Financials
& Filings page of the Investor Relations section of Maxeon's
website at: https://corp.maxeon.com/investor-relations. The Form
6-K and Company's other filings are also available online from the
Securities and Exchange Commission at www.sec.gov.
About Maxeon Solar Technologies
Maxeon Solar Technologies (NASDAQ: MAXN) is Powering Positive
Change™. Headquartered in Singapore, Maxeon leverages nearly 40
years of solar energy leadership and over 2,000 granted patents to
design innovative and sustainably made solar panels and energy
solutions for residential, commercial, and power plant customers.
For more information about how Maxeon is Powering Positive Change™
visit us at www.maxeon.com, and on LinkedIn.
Forward-Looking Statements
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, including, but not limited to, statements regarding: (a)
our ability to (i) meet short-term and long-term material cash
requirements, (ii) service our outstanding debts and make payments
as they come due and (iii) continue as a going concern; (b) the
success of our ongoing restructuring initiatives and our ability to
execute on our plans and strategy; (c) our expectations regarding
product pricing trends, demand and growth projections, including
our efforts to enforce our intellectual property rights against our
competitors; (d) disruptions to our operations and supply chain
resulting from, among other things, government regulatory or
enforcement actions, such as the detentions of our products by the
U.S. Customs Border and Protection (CBP) for an unforeseeable
amount of time, epidemics, natural disasters or military conflicts,
including the duration, scope and impact on the demand for our
products, market disruptions from the war in Ukraine and the
Israel-Hamas-Iran conflict; (e) anticipated product launch timing
and our expectations regarding ramp, customer acceptance and
demand, upsell and expansion opportunities; (f) our expectations
and plans for short- and long-term strategy, including our
anticipated areas of focus and investment, market expansion,
product and technology focus, implementation of restructuring plans
and projected growth and profitability; (g) our technology outlook,
including anticipated fab capacity expansion and utilization and
expected ramp and production timelines for the Company's
next-generation Maxeon 7 and Performance line solar panels,
expected cost reductions, and future performance; (h) our strategic
goals and plans, including statements regarding restructuring of
our business portfolio, the Company's anticipated manufacturing
facility in the U.S., our transformation initiatives and plans
regarding supply chain adaptation, improved costs and efficiencies,
capacity expansion, partnership discussions with respect to the
Company's next-generation technology, and our relationship with our
existing customers, suppliers and partners, and our ability to
achieve and maintain them; (i) our expectations regarding our
future performance and revenues resulting from contracted orders,
bookings, backlog, and pipelines in our sales channels and feedback
from our partners; and (j) our projected effective tax rate and
changes to the valuation allowance related to our deferred tax
assets.
The forward-looking statements can be also identified by
terminology such as "may," "might," "could," "will," "aims,"
"expects," "anticipates," "future," "intends," "plans," "believes,"
"estimates" and similar statements. Among other things, the
quotations from management in this press release and Maxeon's
operations and business outlook contain forward-looking
statements.
These forward-looking statements are based on our current
assumptions, expectations and beliefs and involve substantial risks
and uncertainties that may cause results, performance or
achievement to materially differ from those expressed or implied by
these forward-looking statements. These statements are not
guarantees of future performance and are subject to a number of
risks. The reader should not place undue reliance on these
forward-looking statements, as there can be no assurances that the
plans, initiatives or expectations upon which they are based will
occur. Factors that could cause or contribute to such differences
include, but are not limited to: (1) challenges in executing
transactions key to our strategic plans, and other restructuring
plans, as well as challenges in addressing regulatory and other
obstacles that may arise; (2) our liquidity, substantial
indebtedness, terms and conditions upon which our indebtedness is
incurred, and ability to obtain additional financing for our
projects, customers and operations; (3) an adverse final
determination of the CBP investigation related to CBP's examination
of Maxeon's compliance with the Uyghur Forced Labor Prevention Act;
(4) our ability to manage supply chain shortages and/or excess
inventory and cost increases and operating expenses; (5) potential
disruptions to our operations and supply chain that may result from
damage or destruction of facilities operated by our suppliers,
difficulties in hiring or retaining key personnel, epidemics,
natural disasters, including impacts of the war in Ukraine; (6) our ability to manage our key
customers and suppliers; (7) the success of our ongoing research
and development efforts and our ability to commercialize new
products and services, including products and services developed
through strategic partnerships; (8) competition in the solar and
general energy industry and downward pressure on selling prices and
wholesale energy pricing, including impacts of inflation, economic
recession and foreign exchange rates upon customer demand; (9)
changes in regulation and public policy, including the imposition
and applicability of tariffs; (10) our ability to comply with
various tax holiday requirements as well as regulatory changes or
findings affecting the availability of economic incentives
promoting use of solar energy and availability of tax incentives or
imposition of tax duties; (11) fluctuations in our operating
results and in the foreign currencies in which we operate; (12)
appropriate sizing, or delays in expanding our manufacturing
capacity and containing manufacturing and logistical difficulties
that could arise; (13) unanticipated impact to customer demand and
sales schedules due, among other factors, to the war in
Ukraine, economic recession and
environmental disasters; (14) reaction by securities or industry
analysts to our annual and/or quarterly guidance, in combination
with our results of operations or other factors, and/ or third
party reports or publications, whether accurate or not, which may
cause such securities or industry analysts to cease publishing
research or reports about us, or adversely change their
recommendations regarding our ordinary shares, which may negatively
impact the market price of our ordinary shares and volume of our
stock trading; and (15) unpredictable outcomes resulting from our
litigation activities and other disputes. Forward-looking and other
statements in this report may also address our corporate
sustainability or responsibility progress, plans, and goals
(including environmental matters), and the inclusion of such
statements is not an indication that these contents are necessarily
material to investors or required to be disclosed in the Company's
filings with the SEC. In addition, historical, current, and
forward-looking sustainability-related statements may be based on
standards for measuring progress that are still developing,
internal controls and processes that continue to evolve, and
assumptions that are subject to change in the future. A detailed
discussion of these factors and other risks that affect our
business is included in filings we make with the Securities and
Exchange Commission ("SEC") from time to time, including our most
recent report on Form 20-F, particularly under the heading "Risk
Factors" and Form 6-K filings discussing our quarterly earnings
results. Copies of these filings are available online from the SEC
at www.sec.gov, or on the SEC Filings section of our Investor
Relations website at https://corp.maxeon.com/investor-relations.
All forward-looking statements in this press release are based on
information currently available to us, and we assume no obligation
to update these forward-looking statements in light of new
information or future events.
Use of Non-GAAP Financial Measures
We present certain non-GAAP measures such as non-GAAP gross
(loss) profit, non-GAAP operating expenses and earnings before
interest, taxes, depreciation and amortization ("EBITDA") adjusted
for stock-based compensation, provision for expected credit losses,
restructuring charges and fees, remeasurement loss on prepaid
forward, physical delivery forward and warrants, gain on
extinguishment of debt and equity in income of unconsolidated
investees and associated gains ("Adjusted EBITDA") to
supplement our consolidated financial results presented in
accordance with GAAP. Non-GAAP gross (loss) profit is defined as
gross (loss) profit excluding stock-based compensation and
restructuring charges and fees. Non-GAAP operating expenses is
defined as operating expenses excluding stock-based compensation,
provision for expected credit losses and restructuring charges and
fees.
We believe that non-GAAP gross (loss) profit, non-GAAP operating
expenses and Adjusted EBITDA provide greater transparency into
management's view and assessment of the Company's ongoing operating
performance by removing items management believes are not
representative of our continuing operations and may distort our
longer-term operating trends. We believe these measures are useful
to help enhance the comparability of our results of operations
across different reporting periods on a consistent basis and with
our competitors, distinct from items that are infrequent or not
associated with the Company's core operations as presented above.
We also use these non-GAAP measures internally to assess our
business, financial performance and current and historical results,
as well as for strategic decision-making and forecasting future
results. Given our use of non-GAAP measures, we believe that these
measures may be important to investors in understanding our
operating results as seen through the eyes of management. These
non-GAAP measures are neither prepared in accordance with GAAP nor
are they intended to be a replacement for GAAP financial data,
should be reviewed together with GAAP measures and may be different
from non-GAAP measures used by other companies.
As presented in the "Reconciliation of Non-GAAP Financial
Measures" section, each of the non-GAAP financial measures excludes
one or more of the following items in arriving to the non-GAAP
measures:
- Stock-based compensation expense. Stock-based
compensation relates primarily to equity incentive awards.
Stock-based compensation is a non-cash expense that is dependent on
market forces that are difficult to predict and is excluded from
non-GAAP gross (loss) profit, non-GAAP operating expense and
Adjusted EBITDA. Management believes that this adjustment for
stock-based compensation expense provides investors with a basis to
measure our core performance, including the ability to compare our
performance with the performance of other companies, without the
period-to-period variability created by stock-based
compensation
- Provision for expected credit losses. This relates to
the expected credit loss in relation to the financial assets under
the Separation and Distribution Agreement dated November 8, 2019 (the "SDA") entered into with
SunPower Corporation ("SunPower") in connection with the Company's
spin-off from SunPower. Such loss is excluded from non-GAAP
operating expense and Adjusted EBITDA as this relates to SunPower's
business which Maxeon did not and will not have economic benefits
to, as the Company's involvement is solely through SunPower's
indemnification obligations set forth in the SDA. As such,
management believes that this is not part of core operating
activity and it is appropriate to exclude the provision for
expected credit losses from our non-GAAP financial measures as it
is not reflective of ongoing operating results nor do these charges
contribute to a meaningful evaluation of our past operating
performance.
- Restructuring charges and fees. We incur restructuring
charges, inventory impairment and other inventory related costs
associated with the re-engineering of our IBC capacity, and fees
related to reorganization plans aimed towards realigning resources
consistent with our global strategy and improving its overall
operating efficiency and cost structure. Restructuring charges and
fees are excluded from non-GAAP operating expenses and Adjusted
EBITDA because they are not considered core operating activities.
Although we have engaged in restructuring activities and
initiatives, past activities have been discrete events based on
unique sets of business objectives. As such, management believes
that it is appropriate to exclude restructuring charges and fees
from our non-GAAP financial measures as they are not reflective of
ongoing operating results nor do these charges contribute to a
meaningful evaluation of our past operating performance.
- Gain on extinguishment of debt. This relates to the gain
that arose from the substantial modification in June 2024 of our Green Convertible Senior Notes
due 2025 (the "2025 Notes") and First Lien Senior Secured
Convertible Notes due 2027. Gain on debt extinguishment is excluded
from Adjusted EBITDA because it is not considered part of core
operating activities. Such activities are discrete events based on
unique sets of business objectives. As such, management believes
that it is appropriate to exclude the gain on extinguishment of
debt from our non-GAAP financial measures as it is not reflective
of ongoing operating results nor do these charges contribute to a
meaningful evaluation of our past operating performance.
- Remeasurement loss (gain) on prepaid forward and physical
delivery forward. This relates to the mark-to-market fair value
remeasurement of privately negotiated prepaid forward and physical
delivery transactions. The transactions were entered into in
connection with the issuance on July 17,
2020 of the 2025 Notes for an aggregate principal amount of
$200 million. The prepaid forward is
remeasured to fair value at the end of each reporting period, with
changes in fair value booked in earnings. The fair value of the
prepaid forward is primarily affected by the Company's share price.
The physical delivery forward was remeasured to fair value at the
end of the note valuation period on September 29, 2020, and was reclassified to
equity after remeasurement, and will not be subsequently
remeasured. The fair value of the physical delivery forward was
primarily affected by the Company's share price. The remeasurement
loss (gain) on prepaid forward and physical delivery forward is
excluded from Adjusted EBITDA because it is not considered core
operating activities. As such, management believes that it is
appropriate to exclude the mark-to-market adjustments from our
Adjusted EBITDA as it is not reflective of ongoing operating
results nor do the loss contribute to a meaningful evaluation of
our past operating performance.
- Remeasurement loss (gain) on warrants. This relates to
the mark-to-market fair value remeasurement of the exchange
warrants and investor warrants. The transactions were entered into
in connection with the exchange of 99.25% of the 2025 Notes with
aggregate notional amount of $200
million and the 9.00% Convertible First Lien Senior Secured
Notes due 2029 of $97.5 million, both
entered on June 20, 2024. The
investor warrants were remeasured to fair value prior to them being
exercised and were reclassified to equity, and will not be
subsequently remeasured. The exchange warrants were remeasured to
fair value on September 12, 2024, and
were reclassified to equity after on such date, and will not be
subsequently remeasured. The fair value of the warrants was
primarily affected by the Company's share price. The remeasurement
loss on warrants is excluded from Adjusted EBITDA because it is not
considered a core operating activity. As such, management believes
that it is appropriate to exclude the mark-to-market adjustments
from our Adjusted EBITDA as it is not reflective of ongoing
operating results nor do the loss contribute to a meaningful
evaluation of our past operating performance.
- Equity in (income) losses of unconsolidated investees and
related gains. This relates to the loss on our former
unconsolidated equity investment Huansheng JV and gains on such
investment on divestment. This is excluded from our Adjusted EBITDA
financial measure as it is non-cash in nature and not reflective of
our core operational performance. As such, management believes that
it is appropriate to exclude such charges as they do not contribute
to a meaningful evaluation of our performance.
Reconciliation of
Non-GAAP Financial Measures
|
|
|
Three Months
Ended
|
(In
thousands)
|
September 29,
2024
|
|
June 30,
2024
|
|
October 1,
2023
|
Gross (loss)
profit
|
$
(179,101)
|
|
$
(7,785)
|
|
$
2,728
|
Stock-based
compensation
|
1,596
|
|
166
|
|
—
|
Restructuring charges
and fees
|
2,763
|
|
1,825
|
|
—
|
Non-GAAP Gross
(loss) profit
|
(174,742)
|
|
(5,794)
|
|
2,728
|
|
|
|
|
|
|
GAAP Operating
expenses
|
153,218
|
|
61,670
|
|
66,562
|
Stock-based
compensation
|
(4,293)
|
|
(5,070)
|
|
(4,888)
|
Reversal of (provision
for) expected credit losses
|
165
|
|
(11,462)
|
|
—
|
Restructuring charges
and fees
|
(106,229)
|
|
(4,958)
|
|
(24,139)
|
Non-GAAP Operating
expenses
|
42,861
|
|
40,180
|
|
37,535
|
|
|
|
|
|
|
Net loss
attributable to the stockholders
|
(393,944)
|
|
(34,231)(*)
|
|
(108,257)
|
Interest expense,
net
|
11,784
|
|
14,064(*)
|
|
7,734
|
Provision for (benefit
from) income taxes
|
18,925
|
|
3,212
|
|
(2,554)
|
Depreciation
|
15,886
|
|
10,338
|
|
14,495
|
Amortization
|
169
|
|
220
|
|
38
|
EBITDA
|
(347,180)
|
|
(6,397)
|
|
(88,544)
|
Stock-based
compensation
|
5,889
|
|
5,236
|
|
4,888
|
(Reversal of) provision
for expected credit losses
|
(165)
|
|
11,462
|
|
—
|
Gain on extinguishment
of debt
|
—
|
|
(35,326)(*)
|
|
—
|
Restructuring charges
and fees
|
108,992
|
|
6,783
|
|
24,139
|
Remeasurement loss on
prepaid forward
|
1,793
|
|
5,751
|
|
37,137
|
Remeasurement loss on
warrants
|
4,966
|
|
—
|
|
—
|
Equity in (income)
losses of unconsolidated investees and related gains
|
—
|
|
(24,083)
|
|
2,457
|
Adjusted
EBITDA
|
(225,705)
|
|
(36,574)
|
|
(19,923)
|
|
|
(*)
|
Reflects the correction
of an error in the gain on extinguishment of debt reported in our
second quarter Form 6-K, filed with the SEC on September 3, 2024,
due to incorrect valuation methodology and assumptions used on the
ratio of warrants to number of shares. The revised gain on
extinguishment of debt should be $35.3 million instead of the
previously reported $77.3 million. In addition, $24.8 million of
warrants were erroneously classified as equity that should have
been classified as liabilities, as the fixed-for-fixed criteria was
not met until the three months ended September 29,
2024.Consequently, interest expense, net should be $14.1 million
instead of $10.1 million as reported previously. Total effect on
net loss attributable to the stockholders is $45.9
million.
|
©2024 Maxeon Solar Technologies, Ltd. All rights reserved.
MAXEON is a registered trademark of Maxeon Solar Technologies, Ltd.
Visit https://corp.maxeon.com/trademarks for more
information.
MAXEON SOLAR
TECHNOLOGIES, LTD.
CONDENSED
CONSOLIDATED BALANCE SHEETS
(unaudited)
(In thousands,
except for shares data)
|
|
|
As of
|
|
September 29,
2024
|
|
December 31,
2023
|
Assets
|
|
|
|
Current
assets:
|
|
|
|
Cash and cash
equivalents
|
$
51,223
|
|
$
190,169
|
Restricted short-term
marketable securities
|
1,399
|
|
1,403
|
Accounts receivable,
net
|
18,625
|
|
62,687
|
Inventories
|
149,456
|
|
308,948
|
Prepaid expenses and
other current assets
|
41,412
|
|
55,812
|
Total current
assets
|
$
262,115
|
|
$
619,019
|
Property, plant and
equipment, net
|
138,707
|
|
280,025
|
Operating lease right
of use assets
|
17,574
|
|
22,824
|
Other intangible
assets, net
|
587
|
|
3,352
|
Other long-term
assets
|
22,379
|
|
68,910
|
Total
assets
|
$
441,362
|
|
$
1,002,009
|
Liabilities and
Equity
|
|
|
|
Current
liabilities:
|
|
|
|
Accounts
payable
|
$
116,161
|
|
$
153,020
|
Accrued
liabilities
|
78,654
|
|
113,456
|
Contract liabilities,
current portion
|
31,841
|
|
134,171
|
Short-term
debt
|
2,193
|
|
25,432
|
Convertible debt,
current portion
|
801
|
|
—
|
Operating lease
liabilities, current portion
|
7,427
|
|
5,857
|
Total current
liabilities
|
$
237,077
|
|
$
431,936
|
Long-term
debt
|
855
|
|
1,203
|
Contract liabilities,
net of current portion
|
48,038
|
|
113,564
|
Operating lease
liabilities, net of current portion
|
20,257
|
|
19,611
|
Convertible
debt
|
286,971
|
|
385,558
|
Deferred tax
liabilities
|
6,994
|
|
7,001
|
Other long-term
liabilities
|
46,904
|
|
38,494
|
Total
liabilities
|
$
647,096
|
|
$
997,367
|
Commitments and
contingencies
|
|
|
|
Equity:
|
|
|
|
Common stock, no par
value (1,522,138,260 and 53,959,109 issued and
outstanding as of September 29, 2024 and December 31, 2023,
respectively)
|
$
—
|
|
$
—
|
Additional paid-in
capital
|
1,107,063
|
|
811,361
|
Accumulated
deficit
|
(1,304,415)
|
|
(796,092)
|
Accumulated other
comprehensive loss
|
(13,712)
|
|
(16,378)
|
Equity attributable to
the Company
|
(211,064)
|
|
(1,109)
|
Noncontrolling
interests
|
5,330
|
|
5,751
|
Total equity
|
(205,734)
|
|
4,642
|
Total liabilities
and equity
|
$
441,362
|
|
$
1,002,009
|
MAXEON SOLAR
TECHNOLOGIES, LTD.
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
(In thousands,
except per share data)
|
|
|
Three Months
Ended
|
|
Nine Months
Ended
|
|
September 29,
2024
|
|
October 1,
2023
|
|
September 29,
2024
|
|
|
October 1,
2023
|
Revenue
|
$
88,560
|
|
$
227,630
|
|
$
460,235
|
|
|
$
894,335
|
Cost of
revenue
|
267,661
|
|
224,902
|
|
661,992
|
|
|
781,759
|
Gross (loss)
profit
|
(179,101)
|
|
2,728
|
|
(201,757)
|
|
|
112,576
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
Research and
development
|
8,962
|
|
11,627
|
|
28,284
|
|
|
35,715
|
Sales, general and
administrative
|
38,296
|
|
31,771
|
|
126,330
|
|
|
97,291
|
Restructuring
charges
|
105,960
|
|
23,164
|
|
108,942
|
|
|
23,307
|
Total operating
expenses
|
153,218
|
|
66,562
|
|
263,556
|
|
|
156,313
|
Operating
loss
|
(332,319)
|
|
(63,834)
|
|
(465,313)
|
|
|
(43,737)
|
Other (expense) income,
net
|
|
|
|
|
|
|
|
|
Interest
expense
|
(12,170)
|
|
(10,464)
|
|
(36,302)
|
(*)
|
|
(32,337)
|
Interest
income
|
386
|
|
2,730
|
|
1,713
|
|
|
6,701
|
Gain on extinguishment
of debt
|
—
|
|
—
|
|
35,326
|
(*)
|
|
—
|
Other, net
|
(30,702)
|
|
(36,904)
|
|
(20,828)
|
|
|
(7,911)
|
Other expense,
net
|
(42,486)
|
|
(44,638)
|
|
(20,091)
|
|
|
(33,547)
|
Loss before income
taxes and equity in losses of unconsolidated investees
|
(374,805)
|
|
(108,472)
|
|
(485,404)
|
|
|
(77,284)
|
(Provision for)
benefit from income taxes
|
(18,925)
|
|
2,554
|
|
(23,340)
|
|
|
(9,323)
|
Equity in losses of
unconsolidated investees
|
—
|
|
(2,457)
|
|
—
|
|
|
(2,811)
|
Net loss
|
(393,730)
|
|
(108,375)
|
|
(508,744)
|
|
|
(89,418)
|
Net (income) loss
attributable to noncontrolling interests
|
(214)
|
|
118
|
|
421
|
|
|
(77)
|
Net loss attributable
to the stockholders
|
$
(393,944)
|
|
$
(108,257)
|
|
$
(508,323)
|
|
|
$
(89,495)
|
|
|
|
|
|
|
|
|
|
Net loss per share
attributable to stockholders:
|
|
|
|
|
|
|
|
|
Basic and
diluted
|
$
(0.47)
|
|
$
(2.21)
|
|
$
(1.63)
|
|
|
$
(1.98)
|
|
|
|
|
|
|
|
|
|
Weighted average shares
used to compute net loss per share:
|
|
|
|
|
|
|
|
|
Basic and
diluted
|
832,620
|
|
48,925
|
|
311,441
|
|
|
45,157
|
|
|
(*)
|
Reflects the correction
of an error in the gain on extinguishment of debt reported in our
second quarter Form 6-K, filed with the SEC on September 3, 2024,
due to incorrect valuation methodology and assumptions used on the
ratio of warrants to number of shares. The revised gain on
extinguishment of debt should be $35.3 million instead of the
previously reported $77.3 million. In addition, $24.8 million of
warrants were erroneously classified as equity that should have
been classified as liabilities, as the fixed-for-fixed criteria was
not met until the three months ended September 29, 2024.
Consequently, interest expense should be $14.6 million instead of
$10.6 million as reported previously. Total effect on net loss
attributable to the stockholders is $45.9 million.
|
MAXEON SOLAR
TECHNOLOGIES, LTD.
CONDENSED
CONSOLIDATED STATEMENTS OF EQUITY
(unaudited)
(In
thousands)
|
|
|
Shares
|
|
Amount
|
|
Additional
Paid In
Capital
|
|
Accumulated
Deficit
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Equity
Attributable
to the
Company
|
|
Noncontrolling
Interests
|
|
Total
Equity
|
Balance at December
31, 2023
|
53,959
|
|
$
—
|
|
$
811,361
|
|
$ (796,092)
|
|
$
(16,378)
|
|
$
(1,109)
|
|
$
5,751
|
|
$
4,642
|
Net loss
|
—
|
|
—
|
|
—
|
|
(80,148)
|
|
—
|
|
(80,148)
|
|
(56)
|
|
(80,204)
|
Issuance of common
stock for stock-based compensation
|
725
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
Recognition of
stock-based compensation
|
—
|
|
—
|
|
7,027
|
|
—
|
|
—
|
|
7,027
|
|
—
|
|
7,027
|
Other comprehensive
income
|
—
|
|
—
|
|
—
|
|
—
|
|
1,019
|
|
1,019
|
|
—
|
|
1,019
|
Balance at March 31,
2024
|
54,684
|
|
$
—
|
|
$
818,388
|
|
$ (876,240)
|
|
$
(15,359)
|
|
$ (73,211)
|
|
$
5,695
|
|
$
(67,516)
|
Net loss
|
—
|
|
$
—
|
|
$
—
|
|
$
(34,231)
|
|
$
—
|
|
$ (34,231)
|
|
$
(579)
|
|
$
(34,810)
|
Issuance of common
stock for stock-based compensation
|
201
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
Issuance of common
stock for settlement of obligation
|
821
|
|
|
|
4,140
|
|
—
|
|
—
|
|
4,140
|
|
|
|
4,140
|
Recognition of
stock-based compensation
|
—
|
|
—
|
|
5,865
|
|
—
|
|
—
|
|
5,865
|
|
—
|
|
5,865
|
Other comprehensive
loss
|
—
|
|
—
|
|
—
|
|
—
|
|
(155)
|
|
(155)
|
|
—
|
|
(155)
|
Balance at June 30,
2024
|
55,706
|
|
—
|
|
828,393
|
*
|
(910,471)
|
*
|
(15,514)
|
|
(97,592)
|
|
5,116
|
|
(92,476)
|
Net loss
(income)
|
—
|
|
—
|
|
—
|
|
(393,944)
|
|
—
|
|
(393,944)
|
|
214
|
|
(393,730)
|
Issuance of common
stock, net of issuance cost
|
829,187
|
|
—
|
|
95,101
|
|
—
|
|
—
|
|
95,101
|
|
—
|
|
95,101
|
Issuance of common
stock for settlement of obligation
|
19,076
|
|
—
|
|
2,829
|
|
—
|
|
—
|
|
2,829
|
|
—
|
|
2,829
|
Issuance of common
stock for stock-based compensation
|
363
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
Issuance of common
stock through exercise of warrants
|
134,566
|
|
—
|
|
28,162
|
|
—
|
|
—
|
|
28,162
|
|
—
|
|
28,162
|
Reclassification of
warrants from liability to equity
|
—
|
|
|
|
47,384
|
|
—
|
|
—
|
|
47,384
|
|
—
|
|
47,384
|
Conversion of
convertible debts to equity
|
483,240
|
|
—
|
|
100,463
|
|
—
|
|
—
|
|
100,463
|
|
—
|
|
100,463
|
Recognition of
stock-based compensation
|
—
|
|
—
|
|
4,731
|
|
—
|
|
—
|
|
4,731
|
|
—
|
|
4,731
|
Other comprehensive
income
|
—
|
|
—
|
|
—
|
|
—
|
|
1,802
|
|
1,802
|
|
—
|
|
1,802
|
Balance at September
29, 2024
|
1,522,138
|
|
—
|
|
1,107,063
|
|
(1,304,415)
|
|
(13,712)
|
|
(211,064)
|
|
5,330
|
|
(205,734)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares
|
|
Amount
|
|
Additional
Paid In
Capital
|
|
Accumulated
Deficit
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Equity
Attributable
to the
Company
|
|
Noncontrolling
Interests
|
|
Total
Equity
|
Balance at January
1, 2023
|
45,033
|
|
$
—
|
|
$
584,808
|
|
$ (520,263)
|
|
$
(22,108)
|
|
$
42,437
|
|
$
5,633
|
|
$
48,070
|
Net loss
|
—
|
|
—
|
|
—
|
|
20,271
|
|
—
|
|
20,271
|
|
147
|
|
20,418
|
Issuance of common
stock for stock-based compensation
|
377
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
Distribution to
noncontrolling interest
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
Recognition of
stock-based compensation
|
—
|
|
—
|
|
4,033
|
|
—
|
|
—
|
|
4,033
|
|
—
|
|
4,033
|
Other comprehensive
income
|
—
|
|
—
|
|
—
|
|
—
|
|
1,627
|
|
1,627
|
|
—
|
|
1,627
|
Balance at April 2,
2023
|
45,410
|
|
$
—
|
|
$
588,841
|
|
$ (499,992)
|
|
$
(20,481)
|
|
$
68,368
|
|
$
5,780
|
|
$
74,148
|
Net (loss)
income
|
—
|
|
—
|
|
—
|
|
(1,509)
|
|
—
|
|
(1,509)
|
|
48
|
|
(1,461)
|
Issuance of common
stock, net of issuance cost
|
7,120
|
|
—
|
|
193,491
|
|
—
|
|
—
|
|
193,491
|
|
—
|
|
193,491
|
Issuance of common
stock for stock-based compensation
|
116
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
Recognition of
stock-based compensation
|
—
|
|
—
|
|
6,980
|
|
—
|
|
—
|
|
6,980
|
|
—
|
|
6,980
|
Other comprehensive
loss
|
—
|
|
—
|
|
—
|
|
—
|
|
(65)
|
|
(65)
|
|
—
|
|
(65)
|
Balance at July 2,
2023
|
52,646
|
|
—
|
|
789,312
|
|
(501,501)
|
|
(20,546)
|
|
267,265
|
|
5,828
|
|
273,093
|
Net loss
|
—
|
|
—
|
|
—
|
|
(108,257)
|
|
—
|
|
(108,257)
|
|
(118)
|
|
(108,375)
|
Issuance of common
stock for stock-based compensation
|
134
|
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
Recognition of
stock-based compensation
|
—
|
|
—
|
|
5,906
|
|
—
|
|
—
|
|
5,906
|
|
—
|
|
5,906
|
Other comprehensive
income
|
—
|
|
—
|
|
—
|
|
—
|
|
4,936
|
|
4,936
|
|
—
|
|
4,936
|
Balance at October
1, 2023
|
52,780
|
|
—
|
|
795,218
|
|
(609,758)
|
|
(15,610)
|
|
169,850
|
|
5,710
|
|
175,560
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(*)
|
Reflects the correction
of an error in the gain on extinguishment of debt reported in our
second quarter Form 6-K, filed with the SEC on September 3, 2024,
due to incorrect valuation methodology and assumptions used on the
ratio of warrants to number of shares. The revised gain on
extinguishment of debt should be $35.3 million instead of the
previously reported $77.3 million. In addition, $24.8 million of
warrants were erroneously classified as equity that should have
been classified as liabilities, as the fixed-for-fixed criteria was
not met until the three months ended September 29,
2024.Consequently, interest expense, net should be $14.1 million
instead of $10.1 million as reported previously. Total effect on
net loss attributable to the stockholders is $45.9
million.
|
MAXEON SOLAR
TECHNOLOGIES, LTD.
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
(In
thousands)
|
|
|
Nine Months
Ended
|
|
September 29,
2024
|
|
October 1,
2023
|
Cash flows from
operating activities
|
|
|
|
Net loss
|
$
(508,744)
|
|
$
(89,418)
|
Adjustments to
reconcile net loss to operating cash flows
|
|
|
|
Depreciation and
amortization
|
37,162
|
|
43,579
|
Stock-based
compensation
|
18,003
|
|
17,145
|
Non-cash interest
expense
|
7,850
|
|
7,042
|
Gain on disposal of
equity in unconsolidated investees
|
(24,083)
|
|
—
|
Equity in losses of
unconsolidated investees
|
—
|
|
2,811
|
Deferred income
taxes
|
17,710
|
|
(472)
|
Loss on impairment of
property, plant and equipment
|
157,673
|
|
442
|
Loss on impairment of
operating lease right of use assets
|
7,432
|
|
—
|
Loss on impairment of
intangible assets
|
2,167
|
|
—
|
Loss on impairment of
goodwill
|
7,879
|
|
—
|
Loss on disposal of
property, plant and equipment
|
260
|
|
33
|
Write-off of other
assets
|
21,401
|
|
—
|
Gain on debt
extinguishment
|
(35,326)
|
|
—
|
Remeasurement loss on
prepaid forward
|
16,082
|
|
8,570
|
Remeasurement loss on
warrants
|
4,966
|
|
—
|
Provision for
(reversal of) expected credit losses
|
11,504
|
|
(208)
|
Provision for
(utilization of) inventory reserves
|
132,474
|
|
(1,351)
|
Other, net
|
1,807
|
|
271
|
Changes in operating
assets and liabilities
|
|
|
|
Accounts
receivable
|
35,132
|
|
(37,353)
|
Inventories
|
23,953
|
|
(110,646)
|
Prepaid expenses and
other assets
|
1,139
|
|
5,498
|
Operating lease
right-of-use assets
|
4,347
|
|
3,766
|
Advances to
suppliers
|
—
|
|
730
|
Accounts payable and
other accrued liabilities
|
(31,913)
|
|
(52,808)
|
Contract
liabilities
|
(167,670)
|
|
27,404
|
Operating lease
liabilities
|
(4,313)
|
|
(2,917)
|
Net cash used in
operating activities
|
(263,108)
|
|
(177,882)
|
Cash flows from
investing activities
|
|
|
|
Purchases of property,
plant and equipment
|
(48,052)
|
|
(55,796)
|
Proceeds from disposal
of equity in unconsolidated investees
|
24,000
|
|
—
|
Purchases of
intangible assets
|
(10)
|
|
(136)
|
Proceeds from maturity
of short-term securities
|
—
|
|
76,000
|
Purchase of short-term
securities
|
—
|
|
(60,000)
|
Purchase of restricted
short-term marketable securities
|
—
|
|
(10)
|
Proceeds from maturity
of restricted short-term marketable securities
|
—
|
|
971
|
Proceeds from disposal
of property, plant and equipment
|
664
|
|
—
|
Proceeds from disposal
of asset held for sale
|
462
|
|
—
|
Net cash used in
investing activities
|
(22,936)
|
|
(38,971)
|
Cash flows from
financing activities
|
|
|
|
Proceeds from
debt
|
51,249
|
|
148,992
|
Repayment of
debt
|
(74,572)
|
|
(175,942)
|
Repayment of finance
lease obligations
|
(386)
|
|
(477)
|
Net proceeds from
issuance and modification of convertible notes and
warrants
|
71,418
|
|
—
|
Net proceeds from
issuance of common stock
|
97,270
|
|
193,531
|
Net cash provided by
financing activities
|
144,979
|
|
166,104
|
Effect of exchange rate
changes on cash, cash equivalents and restricted cash
|
(94)
|
|
124
|
Net decrease in cash,
cash equivalents and restricted cash
|
(141,159)
|
|
(50,625)
|
Cash, cash equivalents
and restricted cash, beginning of period
|
195,511
|
|
267,961
|
Cash, cash equivalents
and restricted cash, end of period
|
$
54,352
|
|
$
217,336
|
Non-cash
transactions
|
|
|
|
Property, plant and
equipment purchases funded by liabilities
|
$
5,755
|
|
$
10,158
|
Interest paid in
shares
|
6,969
|
|
—
|
Interest paid by
issuance of convertible notes
|
7,977
|
|
—
|
Right-of-use assets
obtained in exchange for lease obligations
|
8,025
|
|
10,743
|
The following table reconciles our cash and cash equivalents and
restricted cash reported on our Condensed Consolidated Balance
Sheets and the cash, cash equivalents and restricted cash reported
on our Condensed Consolidated Statements of Cash Flows as of
September 29, 2024 and October 1, 2023:
(In
thousands)
|
September 29,
2024
|
|
October 1,
2023
|
Cash and cash
equivalents
|
$
51,223
|
|
$
208,100
|
Restricted cash,
current portion, included in Prepaid
expenses and other current assets
|
3,028
|
|
9,234
|
Restricted cash, net of
current portion, included
in Other long-term assets
|
101
|
|
2
|
Total cash, cash
equivalents and restricted cash shown
in Condensed Consolidated Statements of Cash Flows
|
$
54,352
|
|
$
217,336
|
View original content to download
multimedia:https://www.prnewswire.com/news-releases/maxeon-solar-technologies-announces-third-quarter-2024-financial-results-302324375.html
SOURCE Maxeon Solar Technologies, Ltd.