8-K

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): May 11, 2022

Everspin Technologies, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-37900	26-2640654
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

5670 W. Chandler Blvd.

Suite 130

Chandler, Arizona 85226

(Address of principal executive offices, including zip code)

(480) 347-1111

(Registrant’s telephone number, including area code)

5670 W. Chandler Blvd.

Suite 100

Chandler, Arizona 85226

(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:

☐ 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:

		Name of each exchange on which
Title of each class	Trading Symbol(s)	registered
Common Stock, par value $0.0001	MRAM	The 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 May 11, 2022, Everspin Technologies, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2022, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or deemed 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.

Exhibit No.	Description
99.1	Press release, dated May 11, 2022
104	Cover Page Interactive Data File (formatted as Inline XBRL)

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.

	Everspin Technologies, Inc.
Dated: May 11, 2022
	By:	/s/ Anuj Aggarwal
		Anuj Aggarwal
		Chief Financial Officer

EX-99.1

Exhibit 99.1

Q1’22 Earnings Press Release

Everspin Reports Unaudited First Quarter 2022 Financial Results

The Company continues growth into 2022 with profitable first quarter results

Chandler, AZ, May 11, 2022 —Everspin Technologies, Inc. (NASDAQ: MRAM), the market leader in MRAM, today announced preliminary unaudited financial results for the first quarter ended March 31, 2022.

First Quarter 2022 Highlights

● Q1’22 revenue increased $4.0 million, or 39%, to $14.3 million from $10.3 million for Q1’21.

● The Company reported net income of $1.9 million for Q1’22, compared to a net loss of $0.5 million for Q1’21.

● Adjusted EBITDA for Q1’22 improved to $3.1 million, compared to $0.8 million for Q1’21.

● Basic EPS for Q1’22 was $0.10 compared to a net loss per share of $0.02 for Q1’21.

“The Everspin team delivered an excellent quarter focusing on sales, yield improvement, and operational discipline in this tough supply chain environment,” said Sanjeev Aggarwal, President & CEO. “We are optimistic about our business outlook and expect our new xSPI family of Low Density STT-MRAM products to drive growth across industrial and IoT markets.”

First Quarter 2022 Results

Total revenue for the first quarter of 2022 was $14.3 million, a decrease of 21% from the $18.2 million reported in the fourth quarter of 2021, which primarily reflects $3.9M in revenue recognized in the fourth quarter of

2021 from a one-time intellectual property (“IP”) monetization deal. This is an increase of 39% compared to $10.3 million of revenue in the first quarter of 2021.

MRAM product sales in the first quarter of 2022, which includes both Toggle and STT-MRAM revenue, was $12.7 million compared to $12.6 million in the fourth quarter of 2021 and $9.1 million in the first quarter of 2021.

Licensing, Royalties, Patents and Other revenue in the first quarter of 2022 was $1.7 million compared to $5.6 million in the fourth quarter of 2021 and $1.2 million in the first quarter of 2021.

The increase in total revenue for the first quarter of 2022 compared to the first quarter of 2021 was due to strong Toggle sales and an increase in revenue recognized from a U.S. Government RAD-Hard program entered into during the second quarter of 2021.

Gross margin for the first quarter of 2022 was 58.0%, compared to 62.8% in the fourth quarter of 2021, and 58.2% in the first quarter of 2021.  The decrease in gross margin in the first quarter of 2022 compared to the fourth quarter of 2021 was attributable to higher margin related to the IP monetization deal in the fourth quarter of 2021 as noted above.

GAAP operating expenses was $6.3 million in the first quarter of 2022, compared to $7.7 million in the fourth quarter of 2021 and $6.3 million in the first quarter of 2021. GAAP operating expenses decreased in the first quarter of 2022 compared to the fourth quarter of 2021 as a result of decreased research and development spend related to the new 28nm product sampling this quarter.

GAAP net income for the first quarter of 2022 was $1.9 million, or $0.10 per basic share, based on 19.9 million weighted-average basic common shares outstanding. This compares to a net income of $3.7 million, or $0.19 per basic share, in the fourth quarter of 2021 and a net loss of $0.5 million, or ($0.02) per basic share, in the first quarter of 2021.

Business Outlook

For the second quarter 2022, Everspin expects total revenue in a range of $13.6 million to $14.6 million. Everspin expects industry supply constraints to limit supply and push some unfulfilled customer demand to the second half of the year. Everspin expects GAAP net income (loss) per basic share to be between ($0.06) and breakeven, primarily driven by expenses related to next generation 28nm STT MRAM product development and price increases from our suppliers.

This outlook is dependent on Everspin's current expectations, which may be impacted by, among other things, evolving external conditions, such as the resurgence of COVID-19 and its variants, local safety guidelines, worsening impacts due to supply chain constraints or interruptions, including due to the recent military conflict in Ukraine, and the other risk factors described in Everspin's filings with the Securities and Exchange Commission (the "SEC"), including its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC.

Use of Non-GAAP Financial Measures

We supplement the reporting of our financial information determined under generally accepted accounting principles in the United States of America (GAAP) with Adjusted EBITDA, which is a non-GAAP financial measure. We define Adjusted EBITDA as net income (loss) adjusted for interest expense, taxes, depreciation and amortization, stock-based compensation expense, and restructuring costs if any.

Our management and board of directors use Adjusted EBITDA to understand and evaluate our operating performance and trends, to prepare and approve our annual budget and to develop short-term and long-term operating and financing plans. Accordingly, we believe that Adjusted EBITDA provides useful information for investors in understanding and

evaluating our operating results in the same manner as our management and our board of directors. Adjusted EBITDA is a non-GAAP financial measure and should be considered in addition to, not as superior to, or as a substitute for, net income (loss) reported in accordance with GAAP. Moreover, other companies may define non-GAAP measures differently, which limits the usefulness of these measures for comparisons with such other companies. We encourage investors to review our financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure.

Conference Call

Everspin will host a conference call for analysts and investors on Wednesday, May 11, 2022, at 5:00 p.m. Eastern Time. Interested participants can access the call bydialing1-844-889-7788 andprovidingpasscode6790186.International callers may join the call by dialing +1-661-378-9932, using the samecode. The call will also be available as a live and archived webcast in the InvestorRelationssectionofthecompany’swebsiteatinvestor.everspin.com.

A telephone replay of the conference call will be available approximately two hours after the call through May 18, 2022. The replay can be accessed by dialing 1-855-859-2056 and using the passcode 6790186. International callers should dial +1-404-537-3406 and enter the same passcode at the prompt.

About Everspin Technologies

EverspinTechnologies,Inc.istheworld’sleadingproviderofMagnetoresistiveRAM(MRAM).EverspinMRAMdeliverstheindustry’s most robust, highest performance non-volatile memory forIndustrialIoT,DataCenter,andothermission-criticalapplicationswheredata persistence is paramount. Headquartered in Chandler, Arizona, Everspin provides commercially available MRAM solutions to a large and diverse customer base. For more information, visit www.everspin.com.NASDAQ: MRAM.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements regarding futureresults that involve risks and uncertainties that could cause actual resultsor events to differmateriallyfrom the expectationsdisclosedin theforward-looking statements, including, but not limited to the statementsmadeunderthecaption“BusinessOutlook.”Forward-lookingstatementsare identified by words such as “believe”, “will”, “may”, “estimate”,“continue”, “anticipate”, “intend”, “should”, “plan”, “expect”, “predict”,“could”,“potentially" or the negative of these terms or similar expressions. These include, but are not limited to, our future plans, strategies, objectives, expectations, intentions and financial performance, including the outlook and guidance for second quarter 2022 results; our expectations regarding supply constraints, expenses relating to 28nm STT MRAM product development and price increases from our suppliers; our expectations that our new xSPI family of Low Density STT-MRAM products will drive growth across industrial and IoT markets; and the assumptions that underlie these statements. Actual results could differ materially from these forward-looking statements as a result of certain risks and uncertainties, including, without limitation, the risks set forth under the caption “Risk Factors” in Everspin’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 9, 2022, its Quarterly Reports on Form 10-Q filed with the SEC during 2022, as well as in its subsequent filings with the SEC. Any forward-looking statements made by Everspin in this press release speak only as of the date on which they are made and subsequent events may cause theseexpectations to change. Everspin disclaims any obligations to update oraltertheseforward-lookingstatementsinthefuture,whetherasaresultofnewinformation,futureeventsorotherwise.

Company Contact:

Anuj Aggarwal,CFO

T:480-347-1082

E: anuj.aggarwal@everspin.com

EVERSPIN TECHNOLOGIES, INC.

Condensed Balance Sheets

(In thousands, except share and per share amounts)

(Unaudited)

	March 31,		December 31,
	2022		2021
Assets
Current assets:
Cash and cash equivalents	$	19,885	$	21,409
Accounts receivable, net		10,240		8,193
Inventory		6,208		6,396
Prepaid expenses and other current assets		636		762
Total current assets		36,969		36,760
Property and equipment, net		959		973
Right-of-use assets		3,974		913
Other assets		769		734
Total assets	$	42,671	$	39,380
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	2,287	$	1,776
Accrued liabilities		1,565		3,579
Deferred revenue		330		832
Current portion of long-term debt		3,377		3,370
Lease liabilities		942		724
Other liabilities		39		50
Total current liabilities		8,540		10,331
Long-term debt, net of current portion		954		1,529
Lease liabilities, net of current portion		2,897		68
Long-term income tax liability		214		214
Total liabilities	$	12,605	$	12,142
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.0001 par value per share; 5,000,000 shares authorized; no shares issued and outstanding as of March 31, 2022 and December 31, 2021		—		—
Common stock, $0.0001 par value per share; 100,000,000 shares authorized; 19,970,786 and 19,858,460 shares issued and outstanding as of March 31, 2022, and December 31, 2021		2		2
Additional paid-in capital		180,960		180,067
Accumulated deficit		(150,896)		(152,831)
Total stockholders’ equity		30,066		27,238
Total liabilities and stockholders’ equity	$	42,671	$	39,380

EVERSPIN TECHNOLOGIES, INC.

Condensed Statements of Operations and Comprehensive Income (Loss)

(In thousands, except share and per share amounts)

(Unaudited)

	Three Months Ended March 31,
	2022		2021
Product sales	$	12,671	$	9,068
Licensing, royalty, patent, and other revenue		1,676		1,212
Total revenue		14,347		10,280
Cost of product sales		5,752		4,256
Cost of licensing, royalty, patent, and other revenue		272		39
Total cost of sales		6,024		4,295
Gross profit		8,323		5,985
Operating expenses:1
Research and development		2,436		2,439
General and administrative		2,729		2,843
Sales and marketing		1,134		987
Total operating expenses		6,299		6,269
Income (loss) from operations		2,024		(284)
Interest expense		(75)		(152)
Other expense, net		(14)		(15)
Net income (loss) before income taxes		1,935		(451)
Income tax expense		—		(9)
Net income (loss) and comprehensive income (loss)	$	1,935	$	(460)
Net income (loss) per common share:
Basic	$	0.10	$	(0.02)
Diluted	$	0.09	$	(0.02)
Weighted average shares of common stock outstanding:
Basic		19,896,654		19,092,367
Diluted		20,726,193		19,092,367
1Operating expenses include stock-based compensation as follows:
Research and development	$	333	$	181
General and administrative		371		485
Sales and marketing		120		77
Total stock-based compensation	$	824	$	743

EVERSPIN TECHNOLOGIES, INC.

Condensed Statement of Cash Flows

(In thousands)

(Unaudited)

	Three Months Ended March 31,
	2022		2021
Cash flows from operating activities
Net income (loss)	$	1,935	$	(460)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization		258		383
Stock-based compensation		824		743
Non-cash warrant revaluation		(11)		4
Non-cash interest expense		32		86
Changes in operating assets and liabilities:
Accounts receivable		(2,047)		(2,708)
Inventory		188		363
Prepaid expenses and other current assets		126		62
Right-of-use assets		(3,061)		343
Other assets		(13)		—
Accounts payable		267		(63)
Accrued liabilities		(2,014)		280
Deferred revenue		(502)		3,000
Lease liabilities		3,047		(382)
Net cash (used in) provided by operating activities		(971)		1,651
Cash flows from investing activities
Purchases of property and equipment		(22)		(309)
Net cash used in investing activities		(22)		(309)
Cash flows from financing activities
Payments on long-term debt		(600)		(600)
Proceeds from exercise of stock options and purchase of shares in employee stock purchase plan		69		144
Net cash used in financing activities		(531)		(456)
Net (decrease) increase in cash and cash equivalents		(1,524)		886
Cash and cash equivalents at beginning of period		21,409		14,599
Cash and cash equivalents at end of period	$	19,885	$	15,485
Supplementary cash flow information:
Interest paid	$	43	$	66
Operating cash flows paid for operating leases	$	318	$	413
Financing cash flows paid for finance leases	$	2	$	—
Non-cash investing and financing activities:
Right-of-use assets obtained in exchange for operating lease liabilities	$	3,350	$	—
Right-of-use assets obtained in exchange for finance lease liabilities	$	36	$	—
Purchases of property and equipment in accounts payable and accrued liabilities	$	257	$	—
Bonus settled in shares of common stock	$	—	$	364

EVERSPIN TECHNOLOGIES, INC.

Adjusted EBITDA Reconciliation

(In thousands)

(Unaudited)

	Three Months Ended
	March 31, 2022		December 31, 2021		March 31, 2021
Adjusted EBITDA reconciliation:
Net income (loss)	$	1,935	$	3,667	$	(460)
Depreciation and amortization		258		338		383
Stock-based compensation expense		824		753		743
Interest expense		75		86		152
Income tax expense		-		4		-
Adjusted EBITDA	$	3,092	$	4,848	$	818

XML

Document and Entity Information	May 11, 2022
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	May 11, 2022
Entity File Number	001-37900
Entity Registrant Name	Everspin Technologies, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-2640654
Entity Address, Address Line One	5670 W. Chandler Blvd.
Entity Address, Adress Line Two	Suite 130
Entity Address, City or Town	Chandler
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85226
City Area Code	480
Local Phone Number	347-1111
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001438423
Amendment Flag	false