watt-10q_20210331.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2021

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

COMMISSION FILE NUMBER 001-36379

ENERGOUS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		46-1318953
(State of incorporation)		(I.R.S. Employer Identification No.)

3590 North First Street, Suite 210, San Jose, CA 95134

(Address of principal executive office) (Zip code)

(408) 963-0200

(Registrant’s telephone number, including area code)

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, $0.00001 par value

WATT

The Nasdaq Stock Market

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 ☑ No ☐

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 ☑ No ☐

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. ☐

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

As of May 12, 2021, there were 61,939,578 shares of our Common Stock, par value $0.00001 per share, outstanding.

ENERGOUS CORPORATION

FORM 10-Q

FOR THE THREE MONTHS ENDED MARCH 31, 2021

INDEX

PART I - FINANCIAL INFORMATION		3

Item 1. Financial Statements		3

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		18

Item 3. Quantitative and Qualitative Disclosure About Market Risk		22

Item 4. Controls and Procedures		22

PART II – OTHER INFORMATION		23

Item 1. Legal Proceedings		23

Item 1A. Risk Factors		23

Item 2. Recent Sales of Unregistered Securities; Use of Proceeds from Registered Securities		34

Item 3. Defaults Upon Senior Securities		34

Item 4. Mine Safety Disclosures		34

Item 5. Other Information		34

Item 6. Exhibits		34

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Energous Corporation

BALANCE SHEETS

	As of
	March 31, 2021			December 31, 2020
	(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	44,758,397		$	50,729,661
Accounts receivable		156,775			75,850
Prepaid expenses and other current assets		742,193			636,702
Total current assets		45,657,365			51,442,213

Property and equipment, net		449,664			402,711
Operating lease right-of-use assets		1,097,377			1,293,291
Other assets		1,610			1,610
Total assets	$	47,206,016		$	53,139,825
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	1,450,767		$	1,096,839
Accrued expenses		1,756,286			1,576,287
Operating lease liabilities, current portion		805,557			825,431
Deferred revenue		17,000			12,000
Total current liabilities		4,029,610			3,510,557

Operating lease liabilities, long-term portion		386,424			576,762
Total liabilities		4,416,034			4,087,319

Commitments and contingencies
Stockholders’ equity:
Preferred Stock, $0.00001 par value, 10,000,000 shares authorized at March 31, 2021 and December 31, 2020; no shares issued or outstanding		–			–
Common Stock, $0.00001 par value, 200,000,000 shares authorized at March 31, 2021 and December 31, 2020, respectively; 61,919,824 and 61,292,412 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively.		620			614
Additional paid-in capital		346,287,871			344,024,638
Accumulated deficit		(303,498,509	)		(294,972,746	)
Total stockholders’ equity		42,789,982			49,052,506
Total liabilities and stockholders’ equity	$	47,206,016		$	53,139,825

The accompanying notes are an integral part of these condensed financial statements.

Energous Corporation

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

	For the Three Months Ended March 31,
	2021			2020
Revenue	$	145,065		$	61,475
Operating expenses:
Research and development		4,591,244			4,575,303
Sales and marketing		1,794,212			1,447,909
General and administrative		2,287,396			2,652,394
Cost of services revenue		–			39,544
Total operating expenses		8,672,852			8,715,150
Loss from operations		(8,527,787	)		(8,653,675	)
Other income:
Interest income		2,024			55,939
Total other income		2,024			55,939
Net loss	$	(8,525,763	)	$	(8,597,736	)
Basic and diluted loss per common share	$	(0.14	)	$	(0.25	)
Weighted average shares outstanding, basic and diluted		61,567,003			34,816,553

The accompanying notes are an integral part of these condensed financial statements.

Energous Corporation

CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

	Common Stock				Additional Paid-in			Accumulated			Total Stockholders'
	Shares		Amount		Capital			Deficit			Equity
Balance at January 1, 2021		61,292,412	$	614	$	344,024,638		$	(294,972,746	)	$	49,052,506
Stock-based compensation - restricted stock units ("RSUs")		–		–		2,088,910			–			2,088,910
Stock-based compensation - employee stock purchase plan ("ESPP")		–		–		57,316			–			57,316
Issuance of shares for RSUs		627,412		6		(6	)		–			–
Proceeds from contributions to the ESPP		–		–		117,013			–			117,013
Net loss		–		–		–			(8,525,763	)		(8,525,763	)
Balance March 31, 2021 (unaudited)		61,919,824		620		346,287,871			(303,498,509	)		42,789,982

	Common Stock				Additional Paid-in			Accumulated			Total Stockholders'
	Shares		Amount		Capital			Deficit			Equity
Balance at January 1, 2020		33,203,806	$	333	$	282,153,201		$	(263,140,660	)	$	19,012,874
Stock-based compensation - restricted stock units ("RSUs")		–		–		2,321,820			–			2,321,820
Stock-based compensation - performance share units ("PSUs")		-		-		(88,348	)		-			(88,348	)
Stock-based compensation - employee stock purchase plan ("ESPP")		–		–		42,827			–			42,827
Issuance of shares for RSUs		396,559		4		(4	)		–			–
Proceeds from contributions to the ESPP		–		–		113,059			–			113,059
Issuance of shares in an at-the-market ("ATM") offering, net of $141,322 in issuance costs		4,351,652		44		5,506,836			–			5,506,880
Net loss		–		–		–			(8,597,736	)		(8,597,736	)
Balance, March 31, 2020 (unaudited)		37,952,017	$	381	$	290,049,391		$	(271,738,396	)	$	18,311,376

The accompanying notes are an integral part of these condensed financial statements.

Energous Corporation

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

	For the Three Months Ended March 31,
	2021			2020
Cash flows from operating activities:
Net loss	$	(8,525,763	)	$	(8,597,736	)
Adjustments to reconcile net loss to:
Net cash used in operating activities:
Depreciation and amortization		64,774			121,699
Stock based compensation		2,146,226			2,276,299
Changes in operating lease right-of-use assets		195,914