8-K
false000133382200013338222023-01-032023-01-03

 

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): January 3, 2023

SEMILEDS CORPORATION

(Exact name of registrant as specified in charter)

 

Delaware

001-34992

20-2735523

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

3F, No.11 Ke Jung Rd., Chu-Nan Site,

Hsinchu Science Park, Chu-Nan 350,

Miao-Li County, Taiwan, R.O.C.

 

350

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: +886-37-586788

N/A

(Former name or former address if changed since last report)

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

 

Title of each class

 

TradingSymbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.0000056

 

LEDS

 

The Nasdaq Stock Market

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under any of the following provisions:

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

Soliciting material pursuant to Rule 14a-12(b) 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))

 

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.

 

1


Item 2.02. Results of Operations and Financial Condition.

On January 3, 2023, SemiLEDs Corporation issued a press release announcing its preliminary financial results for the first quarter of its fiscal year 2023, ended November 30, 2022.

Such information is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press release, dated January 3, 2023, entitled “SemiLEDs Reports First Quarter Fiscal Year 2023 Financial Results.”

 

 

 

104

 

Cover Page Interactive Data File - the cover page iXBRL tags are embedded within the Inline XBRL document.

 

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date: January 3, 2023

 

 

 

 

 

 

 

 

 

SemiLEDs Corporation

 

 

 

 

 

 

 

By:

 

/s/ Christopher Lee

 

 

Name:

 

Christopher Lee

 

 

Title:

 

Chief Financial Officer

 

 

3


EX-99.1

Exhibit 99.1

http://api.rkd.refinitiv.com/api/FilingsRetrieval3/.72047845.0000950170-23-000008img261740701_0.jpg.ashx 

SemiLEDs Reports First Quarter Fiscal Year 2023

Financial Results

Hsinchu, Taiwan (January 3, 2023) — SemiLEDs Corporation (NASDAQ: LEDS), “SemiLEDs” or the “Company,” a developer and manufacturer of LED chips and LED components, today announced its financial results for the first quarter of fiscal year 2023, ended November 30, 2022.

Revenue for the first quarter of fiscal 2023 was $1.7 million, compared to $1.6 million in the fourth quarter of fiscal 2022. GAAP net loss attributable to SemiLEDs stockholders for the first quarter of fiscal 2023 was $512 thousand, compared to a loss of $1.1 million in the fourth quarter of fiscal 2022, or a net loss of $0.11 per diluted share, compared to a net loss of $0.25 per diluted share for the fourth quarter of fiscal 2022.

GAAP gross margin for the first quarter of fiscal 2023 was 27%, compared with gross margin for the fourth quarter of fiscal 2022 of 21%. Operating margin for the first quarter of fiscal 2023 was negative 39%, compared with negative 66% in the fourth quarter of fiscal 2022. The Company’s cash and cash equivalents was $4.5 million at November 30, 2022, compared to $4.3 million at the end of fiscal 2022.

We are unable to forecast revenue for the second quarter ending February 28, 2023 at this time given the uncertain impact of COVID-19 on the economy and the Company.

The Chinese New Year (CNY) of 2023 will begin on January 21, 2023. Our office and factory in Chunan will be closed from January 20, 2023 until January 29, 2023 and will resume operations on Monday, January 30, 2023.

About SemiLEDs

SemiLEDs develops and manufactures LED chips and LED components for general lighting applications, including street lights and commercial, industrial, system and residential lighting, along with specialty industrial applications such as ultraviolet (UV) curing, medical/cosmetic, counterfeit detection, horticulture, architectural lighting and entertainment lighting. SemiLEDs sells blue, white, green and UV LED chips.

 

1


 

Forward Looking Statements

This press release contains statements that may constitute “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, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact could be deemed forward-looking, including, but not limited to, any statements about historical results that may suggest trends for SemiLEDs’ business; the potential continuing impact of a COVID-19 pandemic resurgence on our business; strategies and objectives of management for future operations; the impact of rising inflation on customer purchasing, any statements of expectation or belief regarding recovery of the LED industry, market opportunities and other future events or technology developments; any statements regarding SemiLEDs’ position to capitalize on any market opportunities; and any statements of assumptions underlying any of the foregoing. These forward-looking statements are based on current expectations, estimates, forecasts and projections of future SemiLEDs’ or industry performance based on management’s judgment, beliefs, current trends and market conditions and involve risks and uncertainties that may cause actual results to differ materially from those contained in the forward-looking statements. SemiLEDs’ Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) and other SemiLEDs filings with the SEC (which you may obtain for free at the SEC’s website at http://www.sec.gov) discuss some of the important risks and other factors that may affect SemiLEDs’ business, results of operations and financial condition. SemiLEDs undertakes no intent or obligation to publicly update or revise any of these forward looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Contacts:

Christopher Lee

Chief Financial Officer

SemiLEDs Corporation

+886-37-586788

investor@semileds.com

2


SEMILEDS CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands of U.S. dollars)

 

 

 

November 30,

 

 

August 31,

 

 

 

 

2022

 

 

2022

 

 

 

 

(Unaudited)

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

4,511

 

 

$

4,274

 

 

Restricted cash and cash equivalents

 

 

81

 

 

 

82

 

 

Accounts receivable (including related parties), net

 

 

610

 

 

 

880

 

 

Inventories

 

 

3,680

 

 

 

3,784

 

 

Prepaid expenses and other current assets

 

 

132

 

 

 

123

 

 

Total current assets

 

 

9,014

 

 

 

9,143

 

 

Property, plant and equipment, net

 

 

3,829

 

 

 

4,139

 

 

Operating lease right of use assets

 

 

1,521

 

 

 

1,578

 

 

Intangible assets, net

 

 

97

 

 

 

102

 

 

Investments in unconsolidated entities

 

 

909

 

 

 

922

 

 

Other assets

 

 

196

 

 

 

170

 

 

TOTAL ASSETS

 

$

15,566

 

 

$

16,054

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

Current installments of long-term debt

 

$

5,061

 

 

$

5,063

 

 

Accounts payable

 

 

210

 

 

 

286

 

 

Accrued expenses and other current liabilities

 

 

2,848

 

 

 

2,702

 

 

Other payable to related parties

 

 

1,145

 

 

 

1,061

 

 

Operating lease liabilities, current

 

 

137

 

 

 

143

 

 

Total current liabilities

 

 

9,401

 

 

 

9,255

 

 

Long-term debt, excluding current installments

 

 

1,722

 

 

 

1,866

 

 

Operating lease liabilities, less current portion

 

 

1,384

 

 

 

1,435

 

 

Total liabilities

 

 

12,507

 

 

 

12,556

 

 

Commitments and contingencies

 

 

 

 

 

 

 

EQUITY:

 

 

 

 

 

 

 

SemiLEDs stockholders’ equity

 

 

 

 

 

 

 

Common stock

 

 

 

 

 

 

 

Additional paid-in capital

 

 

183,836

 

 

 

183,711

 

 

Accumulated other comprehensive income

 

 

3,642

 

 

 

3,697

 

 

Accumulated deficit

 

 

(184,467

)

 

 

(183,955

)

 

Total SemiLEDs stockholders’ equity

 

 

3,011

 

 

 

3,453

 

 

Noncontrolling interests

 

 

48

 

 

 

45

 

 

Total equity

 

 

3,059

 

 

 

3,498

 

 

TOTAL LIABILITIES AND EQUITY

 

$

15,566

 

 

$

16,054

 

 

 

3


SEMILEDS CORPORATION AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Operations

(In thousands of U.S. dollars and shares, except per share data)

 

 

 

 

Three Months Ended

 

 

 

 

November 30,

 

 

August 31,

 

 

 

 

2022

 

 

2022

 

 

Revenues, net

 

$

1,695

 

 

$

1,626

 

 

Cost of revenues

 

 

1,232

 

 

 

1,291

 

 

Gross profit

 

 

463

 

 

 

335

 

 

Operating expenses:

 

 

 

 

 

 

 

Research and development

 

 

365

 

 

 

428

 

 

Selling, general and administrative

 

 

752

 

 

 

976

 

 

Total operating expenses

 

 

1,117

 

 

 

1,404

 

 

Loss from operations

 

 

(654

)

 

 

(1,069

)

 

Other income (expenses):

 

 

 

 

 

 

 

Interest expenses, net

 

 

(87

)

 

 

(92

)

 

Other income, net

 

 

242

 

 

 

270

 

 

Foreign currency transaction loss, net

 

 

(10

)

 

 

(247

)

 

Total other income (expenses), net

 

 

145

 

 

 

(69

)

 

Loss before income taxes

 

 

(509

)

 

 

(1,138

)

 

Income tax expense

 

 

 

 

 

 

 

Net loss

 

 

(509

)

 

 

(1,138

)

 

Less: Net income attributable to noncontrolling interests

 

 

3

 

 

 

 

 

Net loss attributable to SemiLEDs stockholders

 

$

(512

)

 

$

(1,138

)

 

Net loss per share attributable to SemiLEDs stockholders:

 

 

 

 

 

 

 

Basic and diluted

 

$

(0.11

)

 

$

(0.25

)

 

Shares used in computing net loss per share attributable to SemiLEDs stockholders:

 

 

 

 

 

 

 

Basic and diluted

 

 

4,836

 

 

 

4,533

 

 

 

 

4