boxl-20230930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


			x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2023


			o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______________ to ______________

Commission File Number 001-37564

BOXLIGHT CORPORATION

(Exact name of registrant as specified in its charter)


Nevada						36-4794936
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification Number)

2750 Premiere Parkway, Suite 900

Duluth, Georgia 30097

(Address of principal executive offices) (Zip Code)

(678) 367-0809

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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

BOXL

The Nasdaq Stock Market LLC

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 x No o

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 x No o

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

The number of shares outstanding of the registrant’s common stock on November 6, 2023 was 9,610,634.

Table of Contents

BOXLIGHT CORPORATION

TABLE OF CONTENTS


		Page No.

	PART I. Financial Information

Item 1.	Unaudited Condensed Consolidated Financial Statements	3

	Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the three months and nine months ended September 30, 2023 and 2022	3

	Unaudited Condensed Consolidated Balance Sheets as of September 30, 2023 and December 31, 2022	4

	Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity for the three months and nine months ended September 30, 2023 and 2022	5

	Unaudited Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022	9

	Notes to Unaudited Condensed Consolidated Financial Statements	10

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	31

Item 3.	Quantitative and Qualitative Disclosure About Market Risk	39

Item 4.	Controls and Procedures	39

	PART II. Other Information

Item 1.	Legal Proceedings	40

Item 1A.	Risk Factors	40

Item 2.	Unregistered Sale of Equity Securities, Use of Proceeds and Issuer Purchase of Equity Securities	41

Item 3.	Defaults Upon Senior Securities	41

Item 4.	Mine Safety Disclosures	41

Item 5.	Other Information	41

Item 6.	Exhibits	42

	Signatures	43

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Boxlight Corporation

Condensed Consolidated Statements of Operations and Comprehensive Loss

For the three and nine months ended September 30, 2023 and 2022

(Unaudited)

(in thousands, except per share amounts)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Revenues, net	$	49,667	$	68,736	$	137,909	$	178,967
Cost of revenues	31,653		47,716		86,919		128,497
Gross profit	18,014		21,020		50,990		50,470

Operating expense:
General and administrative	15,408		13,952		45,366		44,714
Research and development	979		604		2,101		1,865
Impairment of goodwill	13,226		—		13,226		—
Total operating expense	29,613		14,556		60,693		46,579

(Loss) income from operations	(11,599)		6,464		(9,703)		3,891

Other (expense) income:
Interest expense, net	(2,987)		(2,598)		(8,222)		(7,330)
Other expense, net	(181)		(128)		(231)		(204)
Gain on settlement of liabilities, net	—		—		—		856
Change in fair value of derivative liabilities	90		(113)		50		1,537
Total other expense	(3,078)		(2,839)		(8,403)		(5,141)
(Loss) income before income taxes	$	(14,677)	$	3,625	$	(18,106)	$	(1,250)
Income tax expense	(3,073)		(520)		(3,379)		(475)
Net (loss) income	$	(17,750)	$	3,105	$	(21,485)	$

SEC Form 10-Q filed by Boxlight Corporation