EXHIBIT 99.1

Peraso Announces Second Quarter 2023 Results and Provides Business Update

SAN JOSE, Calif., August 14, 2023 – Peraso Inc. (NASDAQ: PRSO) (“Peraso” or the “Company”), a leader in mmWave technology, today announced financial results for the second quarter ended June 30, 2023 and provided a business update.

Management Commentary

“Our second quarter financial results reflected lower product revenue, which we primarily attribute to an industry-wide inventory correction,” stated Ron Glibbery, CEO of Peraso. “Although disappointed with the reduced shipments during the quarter, we have continued to make progress expanding the customer base for our millimeter wave (mmWave) products targeting fixed wireless access (FWA) applications. This progress included a series of recently announced new customers for our 60GHz mmWave solutions, as well as a collaboration with pSemi on a radio frequency (RF) solution for 5G mmWave FWA customer premises equipment.”

“Additionally, in connection with the end-of-life implemented earlier this year for our memory integrated circuit products (memory IC products), we have received initial forecasts from our customers. Based on those indications, we expect that customer purchase orders for last time buys will be in the range of $15 to $20 million, with the associated shipments and revenue anticipated to begin this year.”

“Despite the headwinds in our business, there continues to be positive momentum in the FWA market, as wireless internet service providers (ISPs) expand 60 GHz deployments to a growing number of subscribers. Leveraging Peraso’s leadership in mmWave FWA, we remain focused on expanding our pipeline of new engagements, which directly supports our strategic focus of diversifying our customer base to drive renewed and more predictable growth.”

Second Quarter 2023 Financial Results

Total net revenue for the second quarter of 2023 was $2.4 million, compared with $5.0 million in the prior quarter and $4.3 million in the same quarter a year ago. Product revenue for the second quarter of 2023 was $2.2 million, compared with $4.9 million in the prior quarter and $4.1 million in the same quarter a year ago. The sequential and year-over-year decrease in total revenue was primarily attributable to reduced shipments of both mmWave and memory IC products.

GAAP gross margin for the second quarter of 2023 was 25.3%, compared with 38.3% in the prior quarter and 34.7% in the same quarter a year ago. On a non-GAAP basis, gross margin for the second quarter of 2023 was 45.9%, compared with 45.4% in the prior quarter and 43.0% in the same quarter a year ago. The sequential and year-over-year increase in non-GAAP gross margin for the second quarter of 2023 primarily reflected product mix, which included increased revenue contribution from memory IC products.

Total operating expenses on a GAAP basis for the second quarter of 2023 were $5.6 million compared with $5.7 million in the prior quarter, which included a $0.4 million gain on an asset and license sale, and $8.5 million in the same quarter a year ago. Operating expenses on a non-GAAP basis for the second quarter of 2023, which exclude stock-based compensation expenses and amortization of intangible assets, were $4.1 million, compared with $4.3 million in the prior quarter and $6.6 million in the same quarter a year ago. The reductions in non-GAAP operating expenses were primarily attributable to cost reductions initiated in the second half of 2022, including the license and asset sale transaction completed in the third quarter of 2022.

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As of June 30, 2023, the Company had cash, cash equivalents and short-term investments of approximately $2.7 million, which includes the remaining proceeds from the Company’s registered direct offering and concurrent private placement completed at the beginning of June 2023. As a result of the Company’s expected operating losses and cash burn and recurring losses from operations, the Company will need to raise sufficient capital through additional equity or debt arrangements, as further described in the Company’s quarterly report on Form 10-Q for the quarterly period ended June 30, 2023 to be filed with the Securities and Exchange Commission.

GAAP net loss for the second quarter of 2023 was $4.1 million, or ($0.17) per share, compared with a net loss of $3.1 million, or ($0.15) per share, in the prior quarter, and a net loss of $7.0 million, or ($0.33) per share, in the second quarter 0f 2022.

Non-GAAP net loss for the second quarter of 2023 was $3.0 million, or ($0.12) per share, compared with a net loss of $2.0 million, or ($0.09) per share, in the prior quarter and a net loss of $4.8 million, or ($0.23) per share, in the second quarter of 2022. Adjusted EBITDA for the second quarter of 2023 was negative $2.8 million, compared with a negative $1.8 million in the prior quarter and a negative $4.5 million in the same quarter last year.

A reconciliation of GAAP to non-GAAP results and GAAP net loss to Adjusted EBITDA is provided in the financial statement tables following the text of this press release.

Recent Strategic Actions

The Company is pursuing a wide variety of potential funding arrangements to address its short-term cash needs, and provide the capital necessary to support its operations, while at the same time conserving cash by delaying or deferring certain expenditures. In addition, Peraso also announced it has recently engaged an investment bank to assist with the exploration of strategic alternatives, including a merger, sale of assets or other similar transaction, all intended to maximize stockholder value and further its business operations. The Company, in making this announcement, notes that there can be no assurance that the exploration process will result in any strategic alternative, or as to its outcome or timing.

Earnings Conference Call and Webcast Information

Ron Glibbery, CEO, and Jim Sullivan, CFO, will host a conference call and webcast with slides today, August 14, at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time).

Date: Monday, August 14, 2023

Time: 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time)

Conference Call Number: 1-888-506-0062

International Call Number: +1-973-528-0011

Passcode: 592289

Webcast and Slides: Click Here

For those unable to listen to the live Web broadcast, it will be archived on the Company’s website, and can be accessed by visiting the Company’s investor page at www.perasoinc.com. A replay of the conference call will also be available through August 28, 2023, and can be accessed by calling 1-877-481-4010, and using passcode 48726. International callers should dial 1-919-882-2331 and enter the same passcode at the prompt. Any supporting materials referenced during the live broadcast will be made available in the Investor Relations section of the Company’s website following the conclusion of the conference call.

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Use of Non-GAAP Financial Measures

To supplement Peraso’s consolidated financial statements presented in accordance with GAAP, Peraso uses non-GAAP financial measures that exclude from the statement of operations the effects of stock-based compensation, amortization of reported intangible assets, and the change in fair value of warrant liability. Peraso’s management believes that the presentation of these non-GAAP financial measures is useful to investors and other interested persons because they are one of the primary indicators that Peraso’s management uses for planning and forecasting future performance. The press release also makes reference to and reconciles GAAP net income (loss) and adjusted EBITDA, which the Company defines as GAAP net income (loss) before interest expense, income tax provision, and depreciation and amortization, as well as stock-based compensation, amortization of reported intangible assets, and the change in fair value of warrant liability. Management believes that the presentation of non-GAAP financial measures that exclude these items is useful to investors because management does not consider these charges part of the day-to-day business or reflective of the core operational activities of the Company that are within the control of management or that would be used to evaluate management’s operating performance.

Investors are encouraged to review the reconciliations of these non-GAAP financial measures to the comparable GAAP results, which are provided in tables below the Condensed Consolidated Statements of Operations. The non-GAAP financial measures disclosed by the Company should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements should be carefully evaluated. The non-GAAP financial measures used by the Company may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies. For additional information regarding these non-GAAP financial measures, and management’s explanation of why it considers such measures to be useful, refer to the Form 8-K dated August 14, 2023, that the Company filed with the Securities and Exchange Commission.

Forward-Looking Statements

This press release may contain forward-looking statements about the Company, including, without limitation, the Company’s expectations regarding growth prospects for the Company’s products and the Company’s 2023 revenue and gross margin trends. Forward-looking statements are based on certain assumptions and expectations of future events that are subject to risks and uncertainties. Actual results and trends may differ materially from historical results or those projected in any such forward-looking statements depending on a variety of factors. These factors include, but are not limited, to the following:

· our ability to continue as a going concern;

· our ability to raise additional capital to fund our operations;

· the process in which we engage to evaluate strategic alternatives;

· the terms, timing, structure, benefits and costs of any strategic transaction and whether one will be consummated at all;

· the impact of any strategic transaction on the Company;

· annual expense savings expected from the Company’s cost reduction initiatives;

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· the timing of customer orders and product shipments;

· risks related to the COVID-19 pandemic that may have an adverse impact on the Company’s business and financial results and result in component shortages and increased lead times that may negatively impact the Company’s ability to ship its products;

· inflationary risks;

· customer concentrations and length of billing and collection cycles, which may be impacted in the event of a global recession or economic downturn;

· lengthy sales cycle;

· ability to enhance our existing proprietary technologies and develop new technologies;

· achieving additional design wins for our products through the acceptance and adoption of our technology by potential customers and their suppliers;

· difficulties and delays in the production, testing and marketing of our products;

· reliance on our manufacturing partners to assist successfully with the fabrication of our and production of our products;

· impacts of the end-of-life of our memory products;

· availability of quantities of our products supplied by our manufacturing partners at a competitive cost;

· level of intellectual property protection provided by our patents, the expenses and other consequences of litigation, including intellectual property infringement litigation, to which we may be or may become a party from time to time;

· vigor and growth of markets served by our customers and our operations; and

· other risks identified in the Company’s public filings it makes with the Securities and Exchange Commission.

Peraso does not intend to update publicly any forward-looking statement for any reason, except as required by law, even as new information becomes available or other events occur in the future.

About Peraso Inc.

Peraso Inc. (NASDAQ: PRSO) is a pioneer in high performance 60 GHz unlicensed and 5G mmWave wireless technology, offering chipsets, antenna modules, software and IP. Peraso supports a variety of applications, including fixed wireless access, immersive video and factory automation. In addition, Peraso’s solutions for data and telecom networks focus on Accelerating Data Intelligence and Multi-Access Edge Computing, providing end-to-end solutions from the edge to the centralized core and into the cloud. For additional information, please visit www.perasoinc.com.

Company Contact:

Jim Sullivan, CFO

Peraso Inc.

P: 408-418-7500

E: jsullivan@perasoinc.com

Investor Relations Contacts:

Shelton Group

Brett L. Perry | Leanne K. Sievers

P: 214-272-0070 | 949-224-3874

E: sheltonir@sheltongroup.com

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PERASO INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts; unaudited)
	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2023			2022			2023			2022
Net Revenue
Product	$	2,235		$	4,120		$	7,123		$	7,324
Royalty and other		168			164			313			363
Total net revenue		2,403			4,284			7,436			7,687
Cost of Net Revenue		1,795			2,799			4,901			4,747
Gross Profit		608			1,485			2,535			2,940
Operating Expenses
Research and development		3,668			5,643			7,555			11,127
Selling, general and administrative		1,977			2,878			4,219			5,585
Gain on license and asset sale		-			-			(406	)		-
Total operating expenses		5,645			8,521			11,368			16,712
Loss from operations		(5,037	)		(7,036	)		(8,833	)		(13,772	)
Change in fair value of warrant liability		966			-			1,624			-
Other expense, net		(15	)		(7	)		(25	)		(25	)
Net loss	$	(4,086	)	$	(7,043	)	$	(7,234	)	$	(13,797	)
Net loss
Basic and diluted	$	(0.17	)	$	(0.33	)	$	(0.32	)	$	(0.64	)
Shares used in computing net loss per share
Basic and diluted		24,338			21,636			22,442			21,610

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PERASO INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, unaudited)
	June 30,		December 31,
	2023		2022
Assets
Current assets:
Cash, cash equivalents and investments	$	2,740	$	2,906
Accounts receivable, net		1,497		3,244
Inventories		5,160		5,348
Deferred cost of net revenue		-		600
Prepaid expenses and other		729		615
Total current assets		10,126		12,713
Property and equipment, net		1,850		2,225
Intangible assets, net		5,031		6,278
Right-of-use lease assets		820		1,147
Other		123		123
Total assets	$	17,950	$	22,486
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	1,142	$	1,844
Deferred revenue		175		332
Short-term lease liabilities		464		687
Accrued expenses and other		1,161		1,817
Total current liabilities		2,942		4,680
Lease liabilities		348		470
Warrant liabilities		3,618		2,079
Total liabilities		6,908		7,229
Stockholders' equity		11,042		15,257
Total liabilities and stockholders’ equity	$	17,950	$	22,486

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PERASO INC.
Reconciliation of GAAP to Non-GAAP Net Loss and Net Loss Per Share
(In thousands, except per share amounts; unaudited)
	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2023			2022			2023			2022
GAAP net loss	$	(4,086	)	$	(7,043	)	$	(7,234	)	$	(13,797	)
Stock-based compensation expense
- Research and development		769			1,025			1,534			1,721
- Selling, general and administrative		550			714			1,092			1,189
Total stock-based compensation expense		1,319			1,739			2,626			2,910
Amortization of intangibles (1)
- Cost of net revenue		495			358			853			716
- Selling, general and administrative		221			159			381			319
Total amortization of intangible assets		716			517			1,234			1,035
Change in fair value of warrant liability		(966	)		-			(1,624	)		-
Non-GAAP net loss	$	(3,017	)	$	(4,787	)	$	(4,998	)	$	(9,852	)
GAAP net loss per share	$	(0.17	)	$	(0.33	)	$	(0.32	)	$	(0.64	)
Reconciling items
- Stock-based compensation expense		0.06			0.08			0.12			0.13
- Amortization of intangible assets (1)		0.03			0.02			0.05			0.05
- Change in fair value of warrant liability		(0.04	)		-			(0.07	)		-
Non-GAAP net loss per share	$	(0.12	)	$	(0.23	)	$	(0.22	)	$	(0.46	)
Shares used in computing non-GAAP net loss per share
Basic and diluted		24,338			21,636			22,442			21,610
(1) Non-cash charges for amortization of intangibles arising from aquired assets. These charges are included in cost of net revenue and selling, general and administrative expenses.

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PERASO INC.
Reconciliation of GAAP Gross Profit to Non-GAAP Gross Profit
(In thousands, except percentages; unaudited)
	Three Months Ended				Six Months Ended
	June 30, 2023				June 30, 2023
GAAP gross profit	$	608	25.3	%	$	2,535	34.1	%
Reconciling items:
- Amortization of intangibles		495	20.6	%		853	11.5	%
Non-GAAP gross profit	$	1,103	45.9	%	$	3,388	45.6	%

 

	Three Months Ended				Six Months Ended
	June 30, 2022				June 30, 2022
GAAP gross profit	$	1,485	34.7	%	$	2,940	38.3	%
Reconciling items:
- Amortization of intangibles		358	8.3	%		716	9.3	%
Non-GAAP gross profit	$	1,843	43.0	%	$	3,656	47.6	%

 

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PERASO INC.
Reconciliation of GAAP and Non-GAAP Financial Information
(In thousands; unaudited)
	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2023			2022			2023			2022
Reconciliation of GAAP loss and adjusted EBITDA
GAAP net loss	$	(4,086	)	$	(7,043	)	$	(7,234	)	$	(13,797	)
Stock-based compensation expense
- Research and development		769			1,025			1,534			1,721
- Selling, general and administrative		550			714			1,092			1,189
Stock-based compensation expense		1,319			1,739			2,626			2,910
Amortization of intangibles (1)		716			517			1,234			1,035
Change in fair value of warrant liability		(966	)		-			(1,624	)		-
Non-GAAP net loss		(3,017	)		(4,787	)		(4,998	)		(9,852	)
EBITDA adjustments:
- Depreciation and amortization		242			245			479			504
- Interest expense		6			6			12			6
Adjusted EBITDA	$	(2,769	)	$	(4,536	)	$	(4,507	)	$	(9,342	)
(1) Non-cash charges for amortization of intangibles arising from aquired assets. These charges are included in cost of net revenue and selling, general and administrative expenses.

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