0001124796false00011247962024-11-072024-11-07


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 7, 2024
________________________________________________________
NLIGHT, INC.
(Exact name of registrant as specified in its charter)
________________________________________________________
Delaware001-3846291-2066376
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. Employer
Identification Number)
4637 NW 18th Avenue
Camas, Washington
98607
(Address of principal executive offices)(Zip Code)
(360) 566-4460
(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 ClassTrading SymbolName of Exchange on which Registered
Common Stock, par value
$0.0001 per share		LASRThe 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 7, 2024, nLIGHT, Inc. (the "Company") announced its financial results for the three and nine months ended September 30, 2024. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information included in Item 2.02 of this Current Report on Form 8-K (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 of that Section, nor shall it be deemed incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01.    Financial Statements and Exhibits

(d)    Exhibits
Exhibit No.Description
Earnings Release issued by nLIGHT, Inc. on November 7, 2024
104Cover 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 hereunto duly authorized.
NLIGHT, INC.
(Registrant)
Date:November 7, 2024
By:/s/ JOSEPH CORSO
Joseph Corso
Chief Financial Officer



nlightlogoa15a.jpg
Exhibit 99.1

nLIGHT, Inc. Announces Third Quarter 2024 Results
Revenues of $56.1 million for the third quarter of 2024

CAMAS, Wash., November 7, 2024 - nLIGHT, Inc. (Nasdaq: LASR), a leading provider of high-power semiconductor and fiber lasers used in the industrial, microfabrication, and aerospace and defense markets, today reported financial results for the third quarter of 2024.

"Driven by record results in Aerospace & Defense, third quarter revenue of $56.1 million was above the midpoint of our guidance range and increased 11% compared to the third quarter of 2023,” commented Scott Keeney, nLIGHT’s President & Chief Executive Officer. “Strong execution across multiple programs in both directed energy and laser sensing resulted in record Aerospace & Defense product revenue during the quarter, and we remain well-positioned for near- and long-term growth in the Aerospace & Defense market.”

Mr. Keeney continued, “A strong growth quarter in Microfabrication coupled with higher A&D products revenue enabled us to increase products gross margin to 29%, an improvement of approximately 500 basis points compared to the third quarter of 2023. Our balance sheet remains strong as we ended the quarter with approximately $107 million in cash and investments with no debt.”

Third Quarter 2024 Financial Highlights
Three Months Ended September 30,
(In thousands, except percentages)20242023% Change
Revenues$56,129 $50,634 10.9 %
Gross margin22.4 %19.6 %
Loss from operations$(11,799)$(12,531)5.8 %
Operating margin(21.0)%(24.7)%
Net loss$(10,335)$(11,879)13.0 %
Adjusted EBITDA(1)
$(994)$(1,919)NM*
Adjusted EBITDA, as a percentage of revenues (1.8)%(3.8)%
(1) A reconciliation of the non-GAAP metrics presented here to the most directly comparable GAAP metric has been provided in the tables included at the end of this release.
* Not meaningful

Revenues of $56.1 million for the third quarter of 2024 were up 10.9% compared to $50.6 million for the third quarter of 2023. Gross margin was 22.4% for the third quarter of 2024 compared to 19.6% for the third quarter of 2023. GAAP net loss for the third quarter of 2024 was $10.3 million, or $0.21 per diluted share, compared to net loss of $11.9 million, or $0.26 per diluted share, for the third quarter of 2023. Non-GAAP net loss for the third quarter of 2024 was $3.7 million, or $0.08 per diluted share, compared to non-GAAP net loss of $4.9 million, or $0.10 per diluted share, for the third quarter of 2023. Reconciliations of the non-GAAP metrics presented here to the most directly comparable GAAP metric have been provided in the tables included at the end of this release.

Outlook

For the fourth quarter of 2024, nLIGHT expects revenues to be in the range of $49 million to $54 million. The midpoint of $51.5 million includes Laser Products revenue of approximately $36.5 million and Advanced Development revenue of approximately $15 million. nLIGHT expects overall gross margin to be in the range of 17% to 21%, with Laser Products gross margin in the range of 21% to 25% and Advanced Development gross margin of approximately 8%. nLIGHT expects Adjusted EBITDA to be in the range of ($5) million to ($2) million.

We have not reconciled our outlook for Adjusted EBITDA because unrealized and realized foreign exchange gains and losses cannot be reasonably calculated or predicted nor can the probable significance be determined at this time. Accordingly, a reconciliation is not available without unreasonable effort.



Investor Conference Call at 2:00 p.m. Pacific Time, Thursday, November 7, 2024

Parties interested in listening to nLIGHT’s quarterly conference call may do so by dialing 1-800-579-2543 (U.S., toll-free) or +1-785-424-1789 (international and toll), with the conference title: nLIGHT Third Quarter 2024 Earnings. The call can also be accessed via the web by going to nLIGHT’s Investor Relations page at http://investors.nlight.net.

Use of Non-GAAP Financial Results

In addition to U.S. GAAP results, this press release contains non-GAAP financial results, including Adjusted EBITDA, non-GAAP net income (loss) and non-GAAP net income (loss) per share, basic and diluted. We use Adjusted EBITDA to help us evaluate our business, measure our performance, identify trends affecting our business, formulate business plans and make strategic decisions. In addition to our results determined in accordance with GAAP, we believe Adjusted EBITDA is a meaningful measure of performance as it is commonly utilized by us and the investment community to analyze operating performance in our industry. Similarly, we believe that providing non-GAAP net income (loss) and non-GAAP net income (loss) per share, basic and diluted, is useful to our investors as they present an informative supplemental view of our results from period to period by removing the effect of stock-based compensation expense and other non-recurring items. However, the non-GAAP metrics presented herein are specific to us and may not be comparable to similar metrics disclosed by other companies because of differing methods used by other companies in calculating them.

We define Adjusted EBITDA as net income (loss) adjusted for income tax expense (benefit), other non-operating income or expense, interest income or expense, depreciation and amortization, stock-based compensation, acquisition and integration-related costs, and other non-recurring items as determined by management, as applicable. We define non-GAAP net income (loss) as GAAP net income (loss) adjusted for stock-based compensation, amortization of purchased intangibles, acquisition and integration-related costs, and other non-recurring items as determined by management, as applicable. We define non-GAAP net income (loss) per share, basic and diluted, as non-GAAP net income (loss) divided by the weighted-average number of shares outstanding during the respective period plus the dilutive effect of any common stock equivalents during the period in the case of non-GAAP net income (loss) per share, diluted.

Tables presenting the reconciliation of net loss to Adjusted EBITDA, as well as the reconciliation of GAAP to non-GAAP net income (loss) and GAAP to non-GAAP net income (loss) per share, basic and diluted, are included at the end of this press release.

Safe Harbor Statement

Certain statements in this release are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Words such as “outlook,” “guidance,” “expects,” “intends,” “projects,” “plans,” “believes,” “estimates,” “targets,” “anticipates,” and similar expressions may identify these forward-looking statements. Examples of forward-looking statements include, but are not limited to, statements regarding expected revenues, gross margin, and Adjusted EBITDA, and our business strategy and ability to profitably grow our business, as well as any other statement that does not directly relate to any historical or current fact. Forward-looking statements are based on our current expectations and assumptions, which may not prove to be accurate. These statements are not guarantees and are subject to risks, uncertainties and changes in circumstances that are difficult to predict. Many factors could cause actual results to differ materially and adversely from these forward-looking statements, including but not limited to our ability to compete successfully in the markets for our products; changes in the markets we serve or in the global economy; our ability to increase our volumes and decrease our costs to offset potential declines in the average selling prices of our products; rapid technological changes in the markets that we participate in; our ability to develop and maintain products that can achieve market acceptance; our ability to generate sufficient revenues to achieve or maintain profitability in the future; our high levels of fixed costs and inventory and their effect on our gross profits and results of operations if demand for our products declines or we maintain excess inventory levels; our ability to manage growth and spending during economic downturns; our manufacturing capacity and operations and their suitability for future levels of demand; our reliance on third parties to manufacture certain of our products and product components; our reliance on a small number of customers for a significant portion of our revenues; our ability to manage risks associated with international customers and operations; the effect of government export and import controls on our ability to compete in international markets; our ability to protect our proprietary technology and intellectual property rights; fluctuations in our quarterly results of operations and other operating measures; and the effect on our business of


claims, lawsuits, government investigations, other legal or regulatory proceedings, or commercial or contractual disputes that we are or may become involved in. Additional information concerning these and other factors can be found in nLIGHT's filings with the Securities and Exchange Commission (the “SEC”), including other risks, relevant factors and uncertainties identified in the “Risk Factors” section of nLIGHT's most recent Annual Report on Form 10-K or subsequent filings with the SEC. nLIGHT undertakes no obligation to update publicly or revise any forward-looking statements contained herein to reflect future events or developments, except as required by law.

The nLIGHT logo and “nLIGHT” are registered trademarks or trademarks of nLIGHT, Inc. in various jurisdictions.

About nLIGHT

nLIGHT, Inc. is a leading provider of high-power semiconductor and fiber lasers for industrial, microfabrication, aerospace and defense applications. Our lasers are changing not only the way things are made but also the things that can be made. Headquartered in Camas, Washington, nLIGHT employs over 900 people with operations in the U.S., China, Finland, Korea and Italy. For more information, please visit www.nlight.net.

For more information, contact:
John Marchetti
Vice President, Corporate Development & Investor Relations
nLIGHT, Inc.
(360) 566-4460
john.marchetti@nlight.net








































nLIGHT, Inc.
Consolidated Statements of Operations
(In thousands, except per share data)
(Unaudited)
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Revenue:
Products$41,132 $38,103 $104,960 $118,802 
Development14,997 12,531 46,207 39,227 
Total revenue56,129 50,634 151,167 158,029 
Cost of revenue:
Products29,286 29,015 76,528 84,813 
Development14,293 11,681 42,751 36,907 
Total cost of revenue(1)
43,579 40,696 119,279 121,720 
Gross profit12,550 9,938 31,888 36,309 
Operating expenses:
Research and development(1)
11,328 10,744 33,723 34,049 
Sales, general, and administrative(1)
13,021 11,725 37,372 34,684 
Total operating expenses24,349 22,469 71,095 68,733 
Loss from operations(11,799)(12,531)(39,207)(32,424)
Other income:
Interest income, net394 303 1,308 990 
Other income, net1,331 536 2,594 1,997 
Loss before income taxes(10,074)(11,692)(35,305)(29,437)
Income tax expense261 187 525 (1,005)
Net loss$(10,335)$(11,879)$(35,830)$(28,432)
Net loss per share, basic $(0.21)$(0.26)$(0.75)$(0.62)
Net loss per share, diluted$(0.21)$(0.26)$(0.75)$(0.62)
Shares used in per share calculations:
Basic48,133 46,403 47,679 45,857 
Diluted48,133 46,403 47,679 45,857 
(1)Includes stock-based compensation as follows:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Cost of revenues$629 $508 $1,829 $1,871 
Research and development2,046 2,613 5,834 7,537 
Sales, general, and administrative3,852 3,506 11,298 10,237 
$6,527 $6,627 $18,961 $19,645 




nLIGHT, Inc.

Condensed Consolidated Balance Sheets
(In thousands)
(Unaudited)
As of
September 30, 2024December 31, 2023
Assets
Current assets:
     Cash and cash equivalents$41,456 $53,210 
     Marketable Securities65,241 59,672 
     Accounts receivable, net40,282 39,585 
     Inventory48,828 52,160 
     Prepaid expenses and other current assets14,975 15,927 
          Total current assets210,782 220,554 
Restricted cash258 256 
Lease right-of-use assets11,270 12,616 
Property, plant and equipment, net47,889 52,300 
Intangible assets, net981 1,652 
Goodwill12,408 12,399 
Other assets, net7,706 7,026 
          Total assets$291,294 $306,803 
Liabilities and Stockholders’ Equity
Current liabilities:
     Accounts payable$16,467 $12,166 
     Accrued liabilities14,141 12,556 
     Deferred revenue2,921 4,849 
     Current portion of lease liabilities2,616 3,181 
          Total current liabilities36,145 32,752 
Non-current income taxes payable5,638 5,391 
Long-term lease liabilities10,017 10,978 
Other long-term liabilities4,224 3,263 
     Total liabilities56,024 52,384 
Stockholders' equity:
     Common stock - par value16 16 
     Additional paid-in capital537,776 521,184 
     Accumulated other comprehensive loss(2,388)(2,477)
     Accumulated deficit(300,134)(264,304)
          Total stockholders’ equity235,270 254,419 
          Total liabilities and stockholders’ equity$291,294 $306,803 











nLIGHT, Inc.

Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
Nine Months Ended September 30,
20242023
Cash flows from operating activities:
Net loss$(35,830)$(28,432)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation9,356 9,292 
Amortization3,403 2,697 
Reduction in carrying amount of right-of-use assets1,367 947 
Provision for losses on (recoveries of) accounts receivable1,489 (2)
Stock-based compensation18,961 19,645 
Deferred income taxes— 7 
Loss on disposal of property, plant and equipment76 525 
Changes in operating assets and liabilities:
Accounts receivable, net(2,119)2,308 
Inventory3,348 5,491 
Prepaid expenses and other current assets954 1,358 
Other assets, net(3,351)(442)
Accounts payable4,628 (2,079)
Accrued and other long-term liabilities2,511 161 
Deferred revenues(1,931)617 
Lease liabilities(1,546)(1,076)
Non-current income taxes payable212 (1,330)
Net cash provided by operating activities1,528 9,687 
Cash flows from investing activities:
Purchases of property, plant and equipment(5,313)(4,386)
Purchase of marketable securities(88,643)(103,008)
Proceeds from maturities and sales of marketable securities83,033 94,231 
Net cash used in investing activities(10,923)(13,163)
Cash flows from financing activities:
Proceeds from employee stock plan purchases1,355 1,220 
Proceeds from stock option exercises221 385 
Tax payments related to stock award issuances(3,945)(3,667)
Net cash used in financing activities(2,369)(2,062)
Effect of exchange rate changes on cash12 (198)
Net increase (decrease) in cash, cash equivalents and restricted cash(11,752)(5,736)
Cash, cash equivalents and restricted cash, beginning of period53,466 58,078 
Cash, cash equivalents and restricted cash, end of period$41,714 $52,342 
Supplemental disclosures:
Cash paid for interest, net$40 $20 
Cash paid for income taxes302 270 
Operating cash outflows from operating leases3,057 2,890 
Right-of-use assets obtained in exchange for lease liabilities995 1,295 
Accrued purchases of property, equipment and patents415 561 
Reconciliation of cash, cash equivalents, and restricted cash:
Cash and cash equivalents$41,456 $52,087 
Restricted cash258 255 
Total cash, cash equivalents, and restricted cash$41,714 $52,342 






nLIGHT, Inc.

Reconciliation of GAAP Financial Metrics to Non-GAAP
(In thousands, except per share data)
(Unaudited)

Reconciliation of Net Loss to Adjusted EBITDA
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Net loss$(10,335)$(11,879)$(35,830)$(28,432)
Income tax expense261 187 525 (1,005)
Other income, net(1,331)(536)(2,594)(1,997)
Interest income, net(394)(303)(1,308)(990)
Depreciation and amortization4,278 3,985 12,759 11,983 
Stock-based compensation6,527 6,627 18,961 19,645 
Adjusted EBITDA$(994)$(1,919)$(7,487)$(796)


Reconciliation of GAAP to Non-GAAP Net Loss, and GAAP to Non-GAAP Net Loss per Share, Basic and Diluted

Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Net loss$(10,335)$(11,879)$(35,830)$(28,432)
Add back:
Stock-based compensation(1)
6,527 6,627 18,961 19,645 
Amortization of purchased intangibles(1)
149 383 446 1,151 
Non-GAAP net loss(3,659)(4,869)(16,423)(7,636)
GAAP weighted-average shares outstanding48,133 46,403 47,679 45,857 
Participating securities— — — — 
Non-GAAP weighted-average number of shares, basic48,133 46,403 47,679 45,857 
Dilutive effect of common stock equivalents— — — — 
Non-GAAP weighted-average number of shares, diluted48,133 46,403 47,679 45,857 
Non-GAAP net loss per share, basic and diluted$(0.08)$(0.10)$(0.34)$(0.17)
(1) There is no income tax effect related to the stock-based compensation and amortization of purchased intangibles adjustments due to the full valuation allowance in the United States.


v3.24.3
Cover
Nov. 07, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Nov. 07, 2024
Entity Registrant Name NLIGHT, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-38462
Entity Tax Identification Number 91-2066376
Entity Address, Address Line One 4637 NW 18th Avenue
Entity Address, City or Town Camas
Entity Address, State or Province WA
Entity Address, Postal Zip Code 98607
City Area Code 360
Local Phone Number 566-4460
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 $0.0001 per share
Trading Symbol LASR
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0001124796
Amendment Flag false
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