Byrna Technologies Inc
For the period ended Feb 29, 2024. Filed Apr 5, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Feb 29, 2024 · Filed Apr 5, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended February 29, 2024
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to _________
Commission File No.333-132456
| Byrna Technologies Inc. | |
|---|---|
| (Exact name of registrant as specified in its charter) | |
| Delaware | 71-1050654 |
| (State or other jurisdiction of incorporation or | (I.R.S. Employer Identification No.) |
| organization) | |
| 100 Burtt Road, Suite 115 | |
| Andover, MA 01810 | |
| (Address of Principal Executive Offices, including zip code) | |
| (978) 868-5011 | |
| (Registrant’s telephone number, including area code) | |
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, $0.001, par value per share | BYRN | The Nasdaq Stock Market |
Securities registered pursuant to Section 12(g) of the Act: None.
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐ Accelerated filer ☐Non-accelerated filer ☒ Smaller reporting company☒ 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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes☐ No ☒
As of April 1, 2024, the Company had 24,924,389 issued and 22,736,497 outstanding shares of common stock.
TABLE OF CONTENTS
| Page | ||
|---|---|---|
| PART 1 – FINANCIAL INFORMATION | 2 | |
| Item 1. | Condensed Consolidated Financial Statements | 2 |
| Condensed Consolidated Balance Sheets as of February 29, 2024 (unaudited) and November 30, 2023 | 2 | |
| Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three Months Ended February 29, 2024 and February 28, 2023 (unaudited) | 2 | |
| Condensed Consolidated Statements of Cash Flows for the Three Months Ended February 29, 2024 and February 28, 2023 (unaudited) | 4 | |
| Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three Months Ended February 29, 2024 and February 28, 2023 (unaudited) | 5 | |
| Notes to Condensed Consolidated Financial Statements | 6 | |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 18 |
| Item 3. | Quantitative and Qualitative Disclosures about Market Risk | 23 |
| Item 4. | Controls and Procedures | 23 |
| PART II – OTHER INFORMATION | 24 | |
| Item 1. | Legal Proceedings | 24 |
| Item 1A. | Risk Factors | 24 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 24 |
| Item 3. | Defaults Upon Senior Securities | 24 |
| Item 4. | Mine Safety Disclosures | 24 |
| Item 5. | Other Information | 24 |
| Item 6. | Exhibits | 25 |
| SIGNATURES | 26 | |
PART 1–** FINANCIAL INFORMATION**
| ITEM 1. | Condensed Consolidated Financial Statements |
|---|
Condensed Consolidated Balance Sheets
(Amounts in thousands, except share and per share data)
| February 29, | November 30, | |
|---|---|---|
| 2024 | 2023 | |
| Unaudited | ||
| ASSETS | ||
| CURRENT ASSETS | ||
| Cash and cash equivalents | $24,176 | $20,498 |
| Accounts receivable, net | 1,536 | 2,945 |
| Inventory, net | 12,128 | 13,890 |
| Prepaid expenses and other current assets | 1,131 | 868 |
| Total current assets | 38,971 | 38,201 |
| LONG TERM ASSETS | ||
| Intangible assets, net | 3,510 | 3,583 |
| Deposits for equipment | 1,269 | 1,163 |
| Right-of-use asset, net | 1,688 | 1,805 |
| Property and equipment, net | 3,591 | 3,803 |
| Goodwill | 2,258 | 2,258 |
| Loan to joint venture | 1,431 | 1,473 |
| Other assets | 24 | 28 |
| TOTAL ASSETS | $52,742 | $52,314 |
| LIABILITIES | ||
| CURRENT LIABILITIES | ||
| Accounts payable and accrued liabilities | $5,131 | $6,158 |
| Operating lease liabilities, current | 641 | 644 |
| Deferred revenue, current | 2,595 | 1,844 |
| Total current liabilities | 8,367 | 8,646 |
| LONG TERM LIABILITIES | ||
| Deferred revenue, non-current | 71 | 91 |
| Operating lease liabilities, non-current | 1,135 | 1,258 |
| Total liabilities | 9,573 | 9,995 |
| COMMITMENTS AND CONTINGENCIES (NOTE 18) | ||
| STOCKHOLDERS’ EQUITY | ||
| Preferred stock, $0.001 par value, 5,000,000 shares authorized, no shares issued | — | — |
| Common stock, $0.001 par value, 50,000,000 shares authorized. 24,375,754 shares issued and 22,209,767 shares outstanding as of February 29, 2024 and, 24,168,014 shares issued and 22,002,027 outstanding as of November 30, 2023 | 24 | 24 |
| Additional paid-in capital | 131,374 | 130,426 |
| Treasury stock (2,165,987 shares purchased as of February 29, 2024 and November 30, 2023) | (17,500) | (17,500) |
| Accumulated deficit | (69,558) | (69,575) |
| Accumulated other comprehensive loss | (1,171) | (1,056) |
| Total Stockholders’ Equity | 43,169 | 42,319 |
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $52,742 | $52,314 |
Condensed Consolidated Statements of Operations and Comprehensive Loss
(Amounts in thousands except share and per share data)
| For the Three Months Ended | ||
|---|---|---|
| February 29, | February 28, | |
| 2024 | 2023 | |
| Net revenue | $16,654 | $8,411 |
| Cost of goods sold | 7,015 | 3,165 |
| Gross profit | 9,639 | 5,246 |
| Operating expenses | 9,803 | 7,240 |
| LOSS FROM OPERATIONS | (164) | (1,994) |
| OTHER INCOME (EXPENSE) | ||
| Foreign currency transaction loss | (58) | (136) |
| Interest income | 280 | 143 |
| Loss from joint venture | (42) | (167) |
| Other income (expense) | 1 | (58) |
| INCOME (LOSS) BEFORE INCOME TAXES | 17 | (2,212) |
| Income tax benefit | — | 59 |
| NET INCOME (LOSS) | 17 | (2,153) |
| Foreign currency translation adjustment for the period | (115) | (585) |
| COMPREHENSIVE LOSS | $(98) | $(2,738) |
| Basic net income (loss) per share | $0.00 | $(0.10) |
| Diluted net income (loss) per share | $0.00 | $(0.10) |
| Weighted-average number of common shares outstanding - basic | 22,035,249 | 21,860,200 |
| Weighted-average number of common shares outstanding - diluted | 22,838,827 | 21,860,200 |
Condensed Consolidated Statements of Cash Flows
(Amounts in thousands)
| For the Three Months Ended | ||
|---|---|---|
| February 29, | February 28, | |
| 2024 | 2023 | |
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Net income (loss) for the period | $17 | $(2,153) |
| Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
| Stock-based compensation expense | 938 | 1,464 |
| Depreciation and amortization | 338 | 276 |
| Amortization of debt issuance costs | 4 | — |
| Operating lease costs | 117 | 362 |
| Loss from joint venture | 42 | 167 |
| Changes in assets and liabilities: | ||
| Accounts receivable | 1,409 | 1,487 |
| Deferred revenue | 731 | 525 |
| Inventory | 1,762 | (2,896) |
| Prepaid expenses and other current assets | (263) | (418) |
| Other assets | — | 13 |
| Accounts payable and accrued liabilities | (1,027) | (1,823) |
| Operating lease liabilities | (126) | (375) |
| NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 3,942 | (3,371) |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Purchases of property and equipment | (171) | (206) |
| Equity method investment in joint venture | — | (520) |
| Loan to joint venture | — | (1,556) |
| NET CASH USED IN INVESTING ACTIVITIES | (171) | (2,282) |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Proceeds from stock option exercises | 10 | — |
| NET CASH PROVIDED BY FINANCING ACTIVITIES | 10 | — |
| Effects of foreign currency exchange rate changes | (103) | 11 |
| NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS FOR THE PERIOD | 3,678 | (5,642) |
| CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 20,498 | 20,068 |
| CASH AND CASH EQUIVALENTS END OF PERIOD | $24,176 | $14,426 |
Condensed Consolidated Statements of Changes in Stockholders’** Equity**
For the Three Months Ended February 29, 2024 and February 28, 2023
(Amounts in thousands except share numbers)
| Additional · Treasury · Accumulated Other | ||||||||
|---|---|---|---|---|---|---|---|---|
| Common Stock · Paid-in · Stock · Accumulated · Comprehensive | ||||||||
| Shares | $ | Capital | Shares | $ | Deficit | Loss | Total | |
| Balance, November 30, 2023 | 24,168,014 | $24 | $130,426 | (2,165,987) | $(17,500) | $(69,575) | $(1,056) | $42,319 |
| Stock-based compensation | — | — | 938 | — | — | — | — | 938 |
| Issuance of common stock pursuant to exercise of stock options | 167,967 | — | 10 | — | — | — | — | 10 |
| Issuance of common stock pursuant to vesting of restricted stock units | 39,773 | — | — | — | — | — | — | — |
| Net income | — | — | — | — | — | 17 | — | 17 |
| Foreign currency translation | — | — | — | — | — | — | (115) | (115) |
| Balance, February 29, 2024 | 24,375,754 | $24 | $131,374 | (2,165,987) | $(17,500) | $(69,558) | $(1,171) | $43,169 |
| Balance, November 30, 2022 | 24,018,612 | $23 | $125,474 | (2,165,987) | $(17,500) | $(61,383) | $(620) | $45,994 |
| Issuance of common stock pursuant to vesting of restricted stock units | 13,636 | — | — | — | — | — | — | — |
| Stock-based compensation | — | — | 1,464 | — | — | — | — | 1,464 |
| Net loss | — | — | — | — | — | (2,153) | — | (2,153) |
| Foreign currency translation | — | — | — | — | — | — | (585) | (585) |
| Balance, February 28, 2023 | 24,032,248 | $23 | $126,938 | (2,165,987) | $(17,500) | $(63,536) | $(1,205) | $44,720 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.