We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Luna Innovations Incorporated | NASDAQ:LUNA | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.07 | -2.29% | 2.99 | 2.96 | 3.00 | 14,525 | 12:21:53 |
|
ý
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
54-1560050
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
|
(I.R.S. Employer
Identification Number)
|
|
ITEM 1.
|
||
ITEM 2.
|
||
ITEM 3.
|
||
ITEM 4.
|
||
ITEM 1.
|
||
ITEM 1A.
|
||
ITEM 2.
|
||
ITEM 3.
|
||
ITEM 4.
|
||
ITEM 5.
|
||
ITEM 6.
|
||
ITEM 1.
|
FINANCIAL STATEMENTS
|
|
September 30, 2017
|
|
December 31, 2016
|
||||
|
(unaudited)
|
|
|
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
38,514,437
|
|
|
$
|
12,802,458
|
|
Accounts receivable, net
|
8,940,405
|
|
|
10,269,012
|
|
||
Inventory
|
7,300,035
|
|
|
6,848,835
|
|
||
Prepaid expenses and other current assets
|
924,196
|
|
|
1,375,659
|
|
||
Current assets held for sale
|
—
|
|
|
5,801,629
|
|
||
Total current assets
|
55,679,073
|
|
|
37,097,593
|
|
||
Property and equipment, net
|
3,145,769
|
|
|
3,482,687
|
|
||
Intangible assets, net
|
3,264,285
|
|
|
3,367,217
|
|
||
Goodwill
|
502,000
|
|
|
502,000
|
|
||
Long term receivable- sale of HSOR business
|
4,000,000
|
|
|
—
|
|
||
Other assets
|
18,024
|
|
|
38,194
|
|
||
Non-current assets held for sale
|
—
|
|
|
10,509,282
|
|
||
Total assets
|
$
|
66,609,151
|
|
|
$
|
54,996,973
|
|
Liabilities and stockholders’ equity
|
|
|
|
||||
Liabilities:
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Current portion of long-term debt obligations
|
$
|
1,833,333
|
|
|
$
|
1,833,333
|
|
Current portion of capital lease obligations
|
49,070
|
|
|
52,128
|
|
||
Accounts payable
|
2,188,776
|
|
|
2,954,742
|
|
||
Accrued liabilities
|
9,586,554
|
|
|
7,913,544
|
|
||
Deferred revenue
|
897,023
|
|
|
837,906
|
|
||
Current liabilities held for sale
|
—
|
|
|
2,376,703
|
|
||
Total current liabilities
|
14,554,756
|
|
|
15,968,356
|
|
||
Long-term deferred rent
|
1,221,170
|
|
|
1,319,402
|
|
||
Long-term debt obligations
|
1,057,263
|
|
|
2,420,032
|
|
||
Long-term capital lease obligations
|
79,246
|
|
|
114,940
|
|
||
Non-current liabilities held for sale
|
—
|
|
|
84,555
|
|
||
Total liabilities
|
16,912,435
|
|
|
19,907,285
|
|
||
Commitments and contingencies
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock, par value $0.001, 1,321,514 shares authorized, issued and outstanding at September 30, 2017 and December 31, 2016
|
1,322
|
|
|
1,322
|
|
||
Common stock, par value $0.001, 100,000,000 shares authorized, 28,402,887 and 27,988,104 shares issued, 27,815,060 and 27,541,277 shares outstanding at September 30, 2017 and December 31, 2016
|
29,074
|
|
|
28,600
|
|
||
Treasury stock at cost, 587,827 and 446,827 shares at September 30, 2017 and December 31, 2016
|
(746,007
|
)
|
|
(517,987
|
)
|
||
Additional paid-in capital
|
83,204,263
|
|
|
82,451,958
|
|
||
Accumulated deficit
|
(32,791,936
|
)
|
|
(46,874,205
|
)
|
||
Total stockholders’ equity
|
49,696,716
|
|
|
35,089,688
|
|
||
Total liabilities and stockholders’ equity
|
$
|
66,609,151
|
|
|
$
|
54,996,973
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(unaudited)
|
|
(unaudited)
|
||||||||||||
Revenues:
|
|
|
|
|
|
|
|
||||||||
Technology development
|
$
|
4,590,054
|
|
|
$
|
4,118,245
|
|
|
$
|
13,428,428
|
|
|
$
|
11,772,731
|
|
Products and licensing
|
7,052,094
|
|
|
7,066,908
|
|
|
19,593,648
|
|
|
18,301,631
|
|
||||
Total revenues
|
11,642,148
|
|
|
11,185,153
|
|
|
33,022,076
|
|
|
30,074,362
|
|
||||
Cost of revenues:
|
|
|
|
|
|
|
|
||||||||
Technology development
|
3,491,840
|
|
|
3,068,360
|
|
|
10,045,261
|
|
|
8,986,312
|
|
||||
Products and licensing
|
3,617,547
|
|
|
3,758,765
|
|
|
10,201,459
|
|
|
9,954,987
|
|
||||
Total cost of revenues
|
7,109,387
|
|
|
6,827,125
|
|
|
20,246,720
|
|
|
18,941,299
|
|
||||
Gross profit
|
4,532,761
|
|
|
4,358,028
|
|
|
12,775,356
|
|
|
11,133,063
|
|
||||
Operating expense:
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative
|
3,256,074
|
|
|
3,816,679
|
|
|
10,345,964
|
|
|
11,296,389
|
|
||||
Research, development and engineering
|
833,811
|
|
|
812,050
|
|
|
2,581,473
|
|
|
2,789,801
|
|
||||
Total operating expense
|
4,089,885
|
|
|
4,628,729
|
|
|
12,927,437
|
|
|
14,086,190
|
|
||||
Operating income/(loss)
|
442,876
|
|
|
(270,701
|
)
|
|
(152,081
|
)
|
|
(2,953,127
|
)
|
||||
Other income/(expense):
|
|
|
|
|
|
|
|
||||||||
Other expense
|
(3,389
|
)
|
|
(231
|
)
|
|
(4,258
|
)
|
|
(1,904
|
)
|
||||
Interest expense
|
(55,099
|
)
|
|
(71,991
|
)
|
|
(179,860
|
)
|
|
(237,081
|
)
|
||||
Total other expense
|
(58,488
|
)
|
|
(72,222
|
)
|
|
(184,118
|
)
|
|
(238,985
|
)
|
||||
Income/(loss) from continuing operations before income taxes
|
384,388
|
|
|
(342,923
|
)
|
|
(336,199
|
)
|
|
(3,192,112
|
)
|
||||
Income tax (benefit)/expense
|
(130,977
|
)
|
|
44,797
|
|
|
(63,350
|
)
|
|
(173,801
|
)
|
||||
Net income/(loss) from continuing operations
|
515,365
|
|
|
(387,720
|
)
|
|
(272,849
|
)
|
|
(3,018,311
|
)
|
||||
Income/(loss) from discontinued operations, net of income tax (benefit)/expense of $(349,515), $(35,095), $(349,515), and $209,678.
|
145,293
|
|
|
(57,358
|
)
|
|
(644,241
|
)
|
|
342,685
|
|
||||
Gain on sale, net of $1,508,373 of related income taxes
|
15,096,666
|
|
|
—
|
|
|
15,096,666
|
|
|
—
|
|
||||
Net income/(loss) from discontinued operations
|
15,241,959
|
|
|
(57,358
|
)
|
|
14,452,425
|
|
|
342,685
|
|
||||
Net income/(loss)
|
15,757,324
|
|
|
(445,078
|
)
|
|
14,179,576
|
|
|
(2,675,626
|
)
|
||||
Preferred stock dividend
|
33,699
|
|
|
28,941
|
|
|
97,331
|
|
|
74,731
|
|
||||
Net income/(loss) attributable to common stockholders
|
$
|
15,723,625
|
|
|
$
|
(474,019
|
)
|
|
$
|
14,082,245
|
|
|
$
|
(2,750,357
|
)
|
Net income/(loss) per share from continuing operations:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.02
|
|
|
$
|
(0.01
|
)
|
|
$
|
(0.01
|
)
|
|
$
|
(0.11
|
)
|
Diluted
|
$
|
0.02
|
|
|
$
|
(0.01
|
)
|
|
$
|
(0.01
|
)
|
|
$
|
(0.11
|
)
|
Net income/(loss) per share from discontinued operations:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.55
|
|
|
$
|
0.00
|
|
|
$
|
0.52
|
|
|
$
|
0.01
|
|
Diluted
|
$
|
0.47
|
|
|
$
|
0.00
|
|
|
$
|
0.52
|
|
|
$
|
0.01
|
|
Net income/(loss) per share attributable to common stockholders:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.57
|
|
|
$
|
(0.02
|
)
|
|
$
|
0.51
|
|
|
$
|
(0.10
|
)
|
Diluted
|
$
|
0.48
|
|
|
$
|
(0.02
|
)
|
|
$
|
0.51
|
|
|
$
|
(0.10
|
)
|
Weighted average common shares and common equivalent shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic
|
27,692,539
|
|
|
27,605,028
|
|
|
27,611,905
|
|
|
27,531,730
|
|
||||
Diluted
|
32,714,389
|
|
|
27,605,028
|
|
|
27,611,905
|
|
|
27,531,730
|
|
|
Nine Months Ended
September 30, |
|
||||||
|
2017
|
|
2016
|
|
||||
|
(unaudited)
|
|
||||||
Cash flows provided by/(used in) operating activities
|
|
|
|
|
||||
Net income/(loss)
|
$
|
14,179,576
|
|
|
$
|
(2,675,626
|
)
|
|
Adjustments to reconcile net income/(loss) to net cash used in operating activities
|
|
|
|
|
||||
Depreciation and amortization
|
2,241,867
|
|
|
2,759,877
|
|
|
||
Share-based compensation
|
476,428
|
|
|
665,354
|
|
|
||
Bad debt expense
|
40,753
|
|
|
255,522
|
|
|
||
Loss on disposal of fixed assets
|
3,640
|
|
|
—
|
|
|
||
Gain on sale of discontinued operations
|
(15,096,666
|
)
|
|
—
|
|
|
||
Change in assets and liabilities
|
|
|
|
|
||||
Accounts receivable
|
2,127,794
|
|
|
(1,197,885
|
)
|
|
||
Inventory
|
(2,251,236
|
)
|
|
964,443
|
|
|
||
Other current assets
|
380,858
|
|
|
(381,632
|
)
|
|
||
Accounts payable and accrued expenses
|
(1,581,608
|
)
|
|
(1,055,060
|
)
|
|
||
Deferred revenue
|
59,980
|
|
|
(120,871
|
)
|
|
||
Net cash provided by/(used in) operating activities
|
581,386
|
|
|
(785,878
|
)
|
|
||
Cash flows provided by/(used in) investing activities
|
|
|
|
|
||||
Acquisition of property and equipment
|
(893,698
|
)
|
|
(1,433,260
|
)
|
|
||
Intangible property costs
|
(392,485
|
)
|
|
(317,287
|
)
|
|
||
Proceeds from sale of property and equipment
|
3,000
|
|
|
—
|
|
|
||
Proceeds from sales of discontinued operations
|
28,026,528
|
|
|
—
|
|
|
||
Net cash provided by/(used in) investing activities
|
26,743,345
|
|
|
(1,750,547
|
)
|
|
||
Cash flows provided by/(used in) financing activities
|
|
|
|
|
||||
Payments on capital lease obligations
|
(38,752
|
)
|
|
(44,404
|
)
|
|
||
Payments of debt obligations
|
(1,375,000
|
)
|
|
(1,375,000
|
)
|
|
||
Repurchase of common stock
|
(228,020
|
)
|
|
(325,060
|
)
|
|
||
Proceeds from the exercise of options
|
29,020
|
|
|
—
|
|
|
||
Net cash used in financing activities
|
(1,612,752
|
)
|
|
(1,744,464
|
)
|
|
||
Net increase in cash and cash equivalents
|
25,711,979
|
|
|
(4,280,889
|
)
|
|
||
Cash and cash equivalents—beginning of period
|
12,802,458
|
|
|
17,464,040
|
|
|
||
Cash and cash equivalents—end of period
|
$
|
38,514,437
|
|
|
$
|
13,183,151
|
|
|
Supplemental disclosure of cash flow information
|
|
|
|
|
||||
Cash paid for interest
|
$
|
173,275
|
|
|
$
|
239,347
|
|
|
Cash paid for income taxes
|
$
|
41,131
|
|
|
$
|
203,305
|
|
|
Non-cash investing and financing activities
|
|
|
|
|
||||
Dividend on preferred stock, 59,469 shares of common stock issuable for the nine months ended September 30, 2017 and 2016
|
$
|
97,331
|
|
|
$
|
74,731
|
|
|
Capital expenditures funded by capital lease borrowings
|
$
|
—
|
|
|
$
|
157,246
|
|
|
1.
|
Basis of Presentation and Significant Accounting Policies
|
•
|
Level 1—Quoted prices for identical instruments in active markets
|
•
|
Level 2—Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets
|
•
|
Level 3—Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable
|
|
September 30, 2017
|
||
|
(unaudited)
|
||
Sale price
|
$
|
33,500,000
|
|
Less: transition services payments
|
(1,500,000
|
)
|
|
Adjusted purchase price
|
32,000,000
|
|
|
|
|
||
Assets held for sale
|
(16,851,540
|
)
|
|
Liabilities held for sale
|
2,330,052
|
|
|
Transaction costs
|
(873,473
|
)
|
|
Income tax expense
|
(1,508,373
|
)
|
|
Gain on sale of discontinued operations
|
$
|
15,096,666
|
|
|
December 31, 2016
|
||
|
|
||
Assets
|
|
||
Current assets:
|
|
||
Accounts receivable, net
|
$
|
4,028,713
|
|
Inventory
|
1,521,400
|
|
|
Prepaid expenses and other current assets
|
251,516
|
|
|
Total current assets
|
5,801,629
|
|
|
Property and equipment, net
|
3,298,151
|
|
|
Intangible assets, net
|
5,314,046
|
|
|
Goodwill
|
1,846,331
|
|
|
Other assets
|
50,754
|
|
|
Total non-current assets
|
10,509,282
|
|
|
Total assets held for sale
|
$
|
16,310,911
|
|
Liabilities
|
|
||
Current liabilities:
|
|
||
Accounts payable
|
$
|
1,511,450
|
|
Accrued liabilities
|
753,556
|
|
|
Deferred revenue
|
111,697
|
|
|
Total current liabilities
|
2,376,703
|
|
|
Long-term deferred rent
|
84,555
|
|
|
Total non-current liabilities
|
84,555
|
|
|
Total liabilities held for sale
|
$
|
2,461,258
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended September 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
(unaudited)
|
|
(unaudited)
|
||||||||||||
Net revenues
|
$
|
1,041,310
|
|
|
$
|
3,433,767
|
|
|
$
|
6,356,237
|
|
|
$
|
13,178,475
|
|
Cost of revenues
|
797,678
|
|
|
2,182,495
|
|
|
4,599,042
|
|
|
8,687,783
|
|
||||
Operating expenses
|
447,854
|
|
|
1,342,117
|
|
|
2,750,951
|
|
|
3,901,685
|
|
||||
Other expenses
|
—
|
|
|
(1,608
|
)
|
|
—
|
|
|
(36,644
|
)
|
||||
(Loss)/income before income taxes
|
(204,222
|
)
|
|
(92,453
|
)
|
|
(993,756
|
)
|
|
552,363
|
|
||||
Allocated tax (benefit)/expense
|
(349,515
|
)
|
|
(35,095
|
)
|
|
(349,515
|
)
|
|
209,678
|
|
||||
Operating income/(loss) from discontinued operations
|
145,293
|
|
|
(57,358
|
)
|
|
(644,241
|
)
|
|
342,685
|
|
||||
Gain on sale, net of related income taxes
|
15,096,666
|
|
|
—
|
|
|
15,096,666
|
|
|
—
|
|
||||
Net income/(loss) from discontinued operations
|
$
|
15,241,959
|
|
|
$
|
(57,358
|
)
|
|
$
|
14,452,425
|
|
|
$
|
342,685
|
|
3.
|
Inventory
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
|
(unaudited)
|
|
|
||||
Finished goods
|
$
|
2,234,828
|
|
|
$
|
1,952,885
|
|
Work-in-process
|
844,083
|
|
|
714,867
|
|
||
Raw materials
|
4,221,124
|
|
|
4,181,083
|
|
||
Total inventory
|
$
|
7,300,035
|
|
|
$
|
6,848,835
|
|
|
September 30, 2017
|
|
December 31, 2016
|
|
||||
|
(unaudited)
|
|
|
|
||||
Accrued compensation
|
$
|
4,377,850
|
|
|
$
|
4,742,760
|
|
|
Income tax payable
|
1,027,687
|
|
|
—
|
|
|
||
Claims reserve
|
1,727,123
|
|
|
1,577,123
|
|
|
||
Transition services
|
900,000
|
|
|
—
|
|
|
||
Accrued sub-contracts
|
581,544
|
|
|
483,477
|
|
|
||
Accrued professional fees
|
70,308
|
|
|
67,719
|
|
|
||
Deferred rent
|
141,500
|
|
|
155,138
|
|
|
||
Royalties
|
263,625
|
|
|
345,895
|
|
|
||
Warranty reserve
|
212,849
|
|
|
185,125
|
|
|
||
Accrued liabilities - other
|
284,068
|
|
|
356,307
|
|
|
||
Total accrued liabilities
|
$
|
9,586,554
|
|
|
$
|
7,913,544
|
|
|
5.
|
Debt
|
|
September 30, 2017
|
|
December 31, 2016
|
||||
|
(unaudited)
|
|
|
||||
Silicon Valley Bank Term Loan
|
$
|
2,916,666
|
|
|
$
|
4,291,666
|
|
Less: unamortized debt issuance costs
|
26,070
|
|
|
38,301
|
|
||
Less: current portion
|
1,833,333
|
|
|
1,833,333
|
|
||
Total long-term debt
|
$
|
1,057,263
|
|
|
$
|
2,420,032
|
|
2017
|
$
|
458,333
|
|
2018
|
1,833,333
|
|
|
2019
|
625,000
|
|
|
|
$
|
2,916,666
|
|
6.
|
Capital Stock and Share-Based Compensation
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||||||||||
|
Number of
Shares
|
|
Price per Share
Range |
|
Weighted
Average
Exercise
Price
|
|
Aggregate
Intrinsic
Value (1)
|
|
Number of
Shares
|
|
Weighted
Average
Exercise
Price
|
|
Aggregate
Intrinsic
Value (1)
|
||||||||||
Balance, January 1, 2017
|
2,857,114
|
|
|
$0.61 - $6.83
|
|
$
|
1.89
|
|
|
$
|
107,063
|
|
|
2,367,630
|
|
|
$
|
1.93
|
|
|
$
|
101,071
|
|
Granted
|
80,000
|
|
|
$1.51 - $1.54
|
|
$
|
1.53
|
|
|
|
|
|
|
|
|
|
|||||||
Exercised
|
(31,953
|
)
|
|
$0.82 - $1.38
|
|
$
|
0.95
|
|
|
|
|
|
|
|
|
|
|||||||
Canceled
|
(170,590
|
)
|
|
$1.40 - $6.83
|
|
$
|
2.27
|
|
|
|
|
|
|
|
|
|
|||||||
Balance, September 30, 2017
|
2,734,571
|
|
|
$0.61 - $6.55
|
|
$
|
1.87
|
|
|
$
|
585,292
|
|
|
2,619,914
|
|
|
$
|
1.88
|
|
|
$
|
555,926
|
|
(1)
|
The intrinsic value of an option represents the amount by which the market value of the stock exceeds the exercise price of the option of in-the-money options only. The aggregate intrinsic value is based on the closing price of our common stock on the NASDAQ Capital Market, as applicable, on the respective dates.
|
|
Number of Unvested Shares
|
|
Weighted Average Grant Date Fair Value
|
|
Aggregate Value of Unvested Shares
|
|||||
Balance, January 1, 2017
|
829,998
|
|
|
$
|
1.19
|
|
|
$
|
988,763
|
|
Granted
|
428,865
|
|
|
$
|
1.54
|
|
|
660,752
|
|
|
Vested
|
(442,498
|
)
|
|
$
|
1.20
|
|
|
(531,853
|
)
|
|
Repurchased
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
Forfeitures
|
(51,667
|
)
|
|
$
|
1.14
|
|
|
(58,917
|
)
|
|
Balance, September 30, 2017
|
764,698
|
|
|
$
|
1.38
|
|
|
$
|
1,058,745
|
|
|
Number of RSUs
|
|
|
|
Intrinsic Value
|
||||||||||
|
Issued
|
|
Unvested
|
|
Weighted Average Grant Date Fair Value per Share
|
|
Outstanding
|
|
Unvested
|
||||||
Balance, January 1, 2017
|
393,012
|
|
|
—
|
|
|
$1.37
|
|
$
|
577,728
|
|
|
$
|
—
|
|
Granted
|
55,748
|
|
|
—
|
|
|
$1.57
|
|
|
|
|
||||
Vested
|
—
|
|
|
—
|
|
|
$0.00
|
|
|
|
|
||||
Forfeitures
|
—
|
|
|
—
|
|
|
$0.00
|
|
|
|
|
||||
Converted
|
—
|
|
|
—
|
|
|
$0.00
|
|
|
|
|
||||
Balance, September 30, 2017
|
448,760
|
|
|
—
|
|
|
$1.39
|
|
$
|
758,404
|
|
|
$
|
—
|
|
|
Preferred Stock
|
|
Common Stock
|
|
Treasury Stock
|
|
Additional
Paid-in
Capital
|
|||||||||||||
|
Shares
|
|
$
|
|
Shares
|
|
$
|
|
Shares
|
|
$
|
|
$
|
|||||||
Balance, January 1, 2017
|
1,321,514
|
|
|
1,322
|
|
|
27,541,277
|
|
|
28,600
|
|
|
446,827
|
|
|
(517,987
|
)
|
|
82,451,958
|
|
Exercise of stock options
|
—
|
|
|
—
|
|
|
31,953
|
|
|
32
|
|
|
—
|
|
|
—
|
|
|
819
|
|
Share-based compensation
|
—
|
|
|
—
|
|
|
299,000
|
|
|
299
|
|
|
—
|
|
|
—
|
|
|
476,128
|
|
Non-cash compensation
|
—
|
|
|
—
|
|
|
135,497
|
|
|
136
|
|
|
—
|
|
|
—
|
|
|
178,035
|
|
Stock dividends to Carilion Clinic
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
59
|
|
|
—
|
|
|
—
|
|
|
97,271
|
|
Forfeitures of restricted stock grants
|
—
|
|
|
—
|
|
|
(51,667
|
)
|
|
(52
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Repurchase of common stock
|
—
|
|
|
—
|
|
|
(141,000
|
)
|
|
—
|
|
|
141,000
|
|
|
(228,020
|
)
|
|
52
|
|
Balance, September 30, 2017
|
1,321,514
|
|
|
1,322
|
|
|
27,815,060
|
|
|
29,074
|
|
|
587,827
|
|
|
(746,007
|
)
|
|
83,204,263
|
|
(1)
|
The stock dividends payable in connection with Carilion Clinic’s Series A Preferred Stock will be issued subsequent to
September 30, 2017
. For the period from January 12, 2010, the original issue date of the Series A Preferred Stock, through
September 30, 2017
, the Series A Preferred Stock issued to Carilion has accrued
$1,110,773
in dividends. The accrued and unpaid dividends as of
September 30, 2017
will be paid by the issuance of
611,870
shares of our common stock upon Carilion’s written request.
|
7.
|
Operating Segments
|
|
Three Months Ended
September 30, |
|
|
Nine Months Ended
September 30, |
||||||||||||
|
2017
|
|
2016
|
|
|
2017
|
|
2016
|
||||||||
|
(unaudited)
|
|
|
(unaudited)
|
||||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
||||||||
Technology development
|
$
|
4,590,054
|
|
|
$
|
4,118,245
|
|
|
|
$
|
13,428,428
|
|
|
$
|
11,772,731
|
|
Products and licensing
|
7,052,094
|
|
|
7,066,908
|
|
|
|
19,593,648
|
|
|
18,301,631
|
|
||||
Total revenues
|
$
|
11,642,148
|
|
|
$
|
11,185,153
|
|
|
|
$
|
33,022,076
|
|
|
$
|
30,074,362
|
|
Technology development operating income/(loss)
|
$
|
182,776
|
|
|
$
|
139,134
|
|
|
|
$
|
(77,323
|
)
|
|
$
|
(253,833
|
)
|
Products and licensing operating income/(loss)
|
260,100
|
|
|
(409,835
|
)
|
|
|
(74,758
|
)
|
|
(2,699,294
|
)
|
||||
Total operating income/(loss)
|
$
|
442,876
|
|
|
$
|
(270,701
|
)
|
|
|
$
|
(152,081
|
)
|
|
$
|
(2,953,127
|
)
|
Depreciation, technology development
|
$
|
87,389
|
|
|
$
|
87,884
|
|
|
|
$
|
267,282
|
|
|
$
|
264,549
|
|
Depreciation, products and licensing
|
$
|
117,219
|
|
|
$
|
300,530
|
|
|
|
$
|
688,700
|
|
|
$
|
827,661
|
|
Amortization, technology development
|
$
|
28,935
|
|
|
$
|
23,651
|
|
|
|
$
|
95,540
|
|
|
$
|
141,490
|
|
Amortization, products and licensing
|
$
|
247,522
|
|
|
$
|
486,209
|
|
|
|
$
|
1,178,113
|
|
|
$
|
1,526,177
|
|
|
September 30,
2017 |
|
December 31,
2016 |
||||
|
(unaudited)
|
|
|
||||
Total segment assets:
|
|
|
|
||||
Technology development
|
$
|
30,738,481
|
|
|
$
|
16,923,090
|
|
Products and licensing
|
35,870,670
|
|
|
38,073,883
|
|
||
Total assets
|
$
|
66,609,151
|
|
|
$
|
54,996,973
|
|
Property plant and equipment, and intangible assets, technology development
|
$
|
2,427,556
|
|
|
$
|
2,602,803
|
|
Property plant and equipment, and intangible assets, products and licensing
|
$
|
4,484,498
|
|
|
$
|
4,749,144
|
|
8.
|
Contingencies and Guarantees
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
|
Three Months Ended September 30,
|
|
|
|
|
|||||||||
|
2017
|
|
2016
|
|
$ Difference
|
|
% Difference
|
|||||||
Revenues:
|
|
|
|
|
|
|
|
|||||||
Technology development
|
$
|
4,590,054
|
|
|
$
|
4,118,245
|
|
|
$
|
471,809
|
|
|
11
|
%
|
Products and licensing
|
7,052,094
|
|
|
7,066,908
|
|
|
(14,814
|
)
|
|
0
|
%
|
|||
Total revenues
|
$
|
11,642,148
|
|
|
$
|
11,185,153
|
|
|
$
|
456,995
|
|
|
4
|
%
|
|
Three Months Ended September 30,
|
|
|
|
|
|||||||||
|
2017
|
|
2016
|
|
$ Difference
|
|
% Difference
|
|||||||
Cost of revenues:
|
|
|
|
|
|
|
|
|||||||
Technology development
|
$
|
3,491,840
|
|
|
$
|
3,068,360
|
|
|
$
|
423,480
|
|
|
14
|
%
|
Products and licensing
|
3,617,547
|
|
|
3,758,765
|
|
|
(141,218
|
)
|
|
(4
|
)%
|
|||
Total cost of revenues
|
7,109,387
|
|
|
6,827,125
|
|
|
282,262
|
|
|
4
|
%
|
|||
Gross profit
|
$
|
4,532,761
|
|
|
$
|
4,358,028
|
|
|
$
|
174,733
|
|
|
4
|
%
|
|
Three Months Ended September 30,
|
|
|
|
|
|||||||||
|
2017
|
|
2016
|
|
$ Difference
|
|
% Difference
|
|||||||
Operating expense:
|
|
|
|
|
|
|
|
|||||||
Selling, general and administrative
|
$
|
3,256,074
|
|
|
$
|
3,816,679
|
|
|
$
|
(560,605
|
)
|
|
(15
|
)%
|
Research, development and engineering
|
833,811
|
|
|
812,050
|
|
|
21,761
|
|
|
3
|
%
|
|||
Total operating expense
|
$
|
4,089,885
|
|
|
$
|
4,628,729
|
|
|
$
|
(538,844
|
)
|
|
(12
|
)%
|
|
Nine Months Ended September 30,
|
|
|
|
|
|||||||||
|
2017
|
|
2016
|
|
$ Difference
|
|
% Difference
|
|||||||
Revenues:
|
|
|
|
|
|
|
|
|||||||
Technology development
|
$
|
13,428,428
|
|
|
$
|
11,772,731
|
|
|
$
|
1,655,697
|
|
|
14
|
%
|
Products and licensing
|
19,593,648
|
|
|
18,301,631
|
|
|
1,292,017
|
|
|
7
|
%
|
|||
Total revenues
|
$
|
33,022,076
|
|
|
$
|
30,074,362
|
|
|
$
|
2,947,714
|
|
|
10
|
%
|
|
Nine Months Ended September 30,
|
|
|
|
|
|||||||||
|
2017
|
|
2016
|
|
$ Difference
|
|
% Difference
|
|||||||
Cost of revenues:
|
|
|
|
|
|
|
|
|||||||
Technology development
|
$
|
10,045,261
|
|
|
$
|
8,986,312
|
|
|
$
|
1,058,949
|
|
|
12
|
%
|
Products and licensing
|
10,201,459
|
|
|
9,954,987
|
|
|
246,472
|
|
|
2
|
%
|
|||
Total cost of revenues
|
20,246,720
|
|
|
18,941,299
|
|
|
1,305,421
|
|
|
7
|
%
|
|||
Gross profit
|
12,775,356
|
|
|
$
|
11,133,063
|
|
|
$
|
1,642,293
|
|
|
15
|
%
|
|
Nine Months Ended September 30,
|
|
|
|
|
|||||||||
|
2017
|
|
2016
|
|
$ Difference
|
|
% Difference
|
|||||||
Operating expense:
|
|
|
|
|
|
|
|
|||||||
Selling, general and administrative
|
$
|
10,345,964
|
|
|
$
|
11,296,389
|
|
|
$
|
(950,425
|
)
|
|
(8
|
)%
|
Research, development and engineering
|
2,581,473
|
|
|
2,789,801
|
|
|
(208,328
|
)
|
|
(7
|
)%
|
|||
Total operating expense
|
$
|
12,927,437
|
|
|
$
|
14,086,190
|
|
|
$
|
(1,158,753
|
)
|
|
(8
|
)%
|
|
Nine Months Ended September 30,
|
|
|
||||||||
|
2017
|
|
2016
|
|
$ Difference
|
||||||
Net cash provided by/(used in) operating activities
|
$
|
581,386
|
|
|
$
|
(785,878
|
)
|
|
$
|
1,367,264
|
|
Net cash provided by/(used in) investing activities
|
26,743,345
|
|
|
(1,750,547
|
)
|
|
28,493,892
|
|
|||
Net cash used in financing activities
|
(1,612,752
|
)
|
|
(1,744,464
|
)
|
|
131,712
|
|
|||
Net increase/(decrease) in cash and cash equivalents
|
$
|
25,711,979
|
|
|
$
|
(4,280,889
|
)
|
|
$
|
29,992,868
|
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 4.
|
CONTROLS AND PROCEDURES
|
ITEM 1.
|
LEGAL PROCEEDINGS
|
ITEM 1A.
|
RISK FACTORS
|
•
|
accurately anticipate customer needs;
|
•
|
innovate and develop new technologies and applications;
|
•
|
successfully commercialize new technologies in a timely manner;
|
•
|
price products competitively and manufacture and deliver products in sufficient volumes and on time; and
|
•
|
differentiate our product offerings from those of our competitors.
|
•
|
having to comply with U.S. export control regulations and policies that restrict our ability to communicate with non-U.S. employees and supply foreign affiliates and customers;
|
•
|
changes in or interpretations of foreign regulations that may adversely affect our ability to sell our products, perform services or repatriate profits to the United States;
|
•
|
the imposition of tariffs;
|
•
|
hyperinflation or economic or political instability in foreign countries;
|
•
|
imposition of limitations on, or increase of withholding and other taxes on remittances and other payments by foreign subsidiaries or joint ventures;
|
•
|
conducting business in places where business practices and customs are unfamiliar and unknown;
|
•
|
the imposition of restrictive trade policies;
|
•
|
the imposition of inconsistent laws or regulations;
|
•
|
the imposition or increase of investment and other restrictions or requirements by foreign governments;
|
•
|
uncertainties relating to foreign laws and legal proceedings;
|
•
|
having to comply with a variety of U.S. laws, including the Foreign Corrupt Practices Act ("FCPA"); and
|
•
|
having to comply with licensing requirements.
|
•
|
we or our licensors might not have been the first to make the inventions covered by each of our pending patent applications and issued patents;
|
•
|
we or our licensors might not have been the first to file patent applications for these inventions;
|
•
|
others may independently develop similar or alternative technologies or duplicate any of our technologies;
|
•
|
it is possible that none of our pending patent applications or the pending patent applications of our licensors will result in issued patents;
|
•
|
patents may issue to third parties that cover how we might practice our technology;
|
•
|
our issued patents and issued patents of our licensors may not provide a basis for commercially viable technologies, may not provide us with any competitive advantages, or may be challenged and invalidated by third parties; and
|
•
|
we may not develop additional proprietary technologies that are patentable.
|
•
|
sales of our common stock by our significant stockholders, or the perception that such sales may occur;
|
•
|
changes in earnings estimates, investors’ perceptions, recommendations by securities analysts or our failure to achieve analysts’ earnings estimates;
|
•
|
changes in our status as an entity eligible to receive SBIR contracts and grants;
|
•
|
quarterly variations in our or our competitors’ results of operations;
|
•
|
general market conditions and other factors unrelated to our operating performance or the operating performance of our competitors;
|
•
|
announcements by us, or by our competitors, of acquisitions, new products, significant contracts, commercial relationships or capital commitments;
|
•
|
pending or threatened litigation;
|
•
|
any major change in our board of directors or management or any competing proxy solicitations for director nominees;
|
•
|
changes in governmental regulations or in the status of our regulatory approvals;
|
•
|
announcements related to patents issued to us or our competitors;
|
•
|
a lack of, limited or negative industry or securities analyst coverage;
|
•
|
discussions of our company or our stock price by the financial and scientific press and online investor communities; and
|
•
|
general developments in our industry.
|
•
|
a classified board of directors serving staggered terms;
|
•
|
advance notice requirements to stockholders for matters to be brought at stockholder meetings;
|
•
|
a supermajority stockholder vote requirement for amending certain provisions of our amended and restated certificate of incorporation and bylaws; and
|
•
|
the right to issue preferred stock without stockholder approval, which could be used to dilute the stock ownership of a potential hostile acquirer.
|
ITEM 2.
|
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
|
|
|
|
Total Number of
|
Approximate Dollar
|
||||||
|
|
|
Shares Purchased as
|
Value of Shares that
|
||||||
|
Total Number of Shares
|
Average Price Paid per
|
Part of a Publicly
|
May Yet be Purchased
|
||||||
Period
|
Purchased
|
Share
|
Announced Program
|
Under the Program
|
||||||
9/1/2017 - 9/30/2017
|
50,100
|
|
$
|
1.70
|
|
50,100
|
|
$
|
1,914,745
|
|
ITEM 3.
|
DEFAULTS UPON SENIOR SECURITIES
|
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
ITEM 5.
|
OTHER INFORMATION
|
ITEM 6.
|
EXHIBITS
|
Exhibit
Number
|
|
Description
|
2.1+^
|
|
|
|
|
|
10.1+
|
|
|
|
|
|
31.1
|
|
|
|
|
|
31.2
|
|
|
|
|
|
32.1*
|
|
|
|
|
|
32.2*
|
|
|
|
|
|
101
|
|
The following materials from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets at September 30, 2017 and December 31, 2016, (ii) Consolidated Statements of Operations for the three and nine months ended September 30, 2017 and 2016, (iii) Consolidated Statements of Cash Flows for the nine months ended September 30, 2017 and 2016 and (iv) Notes to Unaudited Consolidated Financial Statements.
|
+
|
Confidential treatment has been requested with respect to portions of this exhibit, indicated by asterisks, which has been filed separately with the SEC.
|
^
|
Pursuant to Item 601(b)(2) of Regulation S-K promulgated by the SEC, certain exhibits and schedules to this agreement have been omitted. The Registrant hereby agrees to furnish supplementally to the SEC, upon its request, any or all of such omitted exhibits or schedules.
|
*
|
These certifications are being furnished solely to accompany this quarterly report pursuant to 18 U.S.C. Section 1350, and are not being filed for purposes of Section 18 of the Securities Exchange Act of 1934 and are not to be incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
|
|
|
|
Luna Innovations Incorporated
|
|
Date:
|
November 13, 2017
|
|
By:
|
/s/ Dale Messick
|
|
|
|
|
Dale Messick
|
|
|
|
|
Chief Financial Officer
(principal financial and accounting officer and duly authorized officer)
|
1 Year Luna Innovations Chart |
1 Month Luna Innovations Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions