Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a‑16 OR 15d‑16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

FOR THE MONTH OF AUGUST 2024

COMMISSION FILE NUMBER 001-41045

Mynaric AG

(Registrant’s name)

Bertha-Kipfmüller Straße 2-8

81249 München

Germany

[phone]

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20‑F or Form 40‑F: Form 20‑F ☒ Form 40‑F ☐

Indicate by check mark if the registrant is submitting the Form 6‑K in paper as permitted by Regulation S‑T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6‑K in paper as permitted by Regulation S‑T Rule 101(b)(7): ☐

 

DOCUMENTS INCLUDED AS PART OF THIS FORM 6-K

Explanatory Note

On August 20, 2024, Mynaric AG issued an ad-hoc and corporate news. A copy of the ad-hoc is furnished as Exhibit 99.1 and a copy of the corporate news is furnished as Exhibit 99.2 hereto.

 

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DOCUMENTS INCLUDED AS PART OF THIS FORM 6-K

Exhibit		Description of Exhibit
99.1		Ad-hoc Financial Guidance Update
99.2		Corporate News CFO Update

SIGNATURE

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, thereunto duly authorized.

	Mynaric AG
	By	/s/ Mustafa Veziroglu
		Name:	Mustafa Veziroglu
		Title:	Chief Executive Officer
	By	/s/ Joachim Horwath
		Name:	Joachim Horwath
		Title:	Chief Technology Officer

Date: August 20, 2024

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Mynaric Lowers Revenue, Cash-In from Customer Contracts and Increases Operating Loss Guidance for 2024 Due to Slower than Expected Production Ramp and Higher Production Costs

 

MUNICH, August 20, 2024 – Mynaric AG (NASDAQ: MYNA; ISIN: US62857X1019) (FRA: M0YN; ISIN: DE000A31C305) (the “Company”) has today resolved an update to full-year 2024 guidance published on June 20, 2024, for its key financial performance metrics:

IFRS-15 revenue: the company now expects full-year 2024 IFRS-15 revenue to range between EUR 16.0 million to EUR 24.0 million compared to previous guidance of a range between EUR 50.0 million to EUR 70.0 million. The guidance decrease is due to production delays of CONDOR Mk3 caused by lower than expected production yields and component supplier shortages of key components.

Operating loss: the company now expects full-year 2024 operating loss to range between a loss of EUR 55.0 million to EUR 50.0 million compared to previous guidance of a range between a loss of EUR 40.0 million to EUR 30.0 million. The guidance decrease is mainly driven by the lower than expected revenue and higher than expected production costs due to lower yields.

Cash-In from Customer Contracts(1): the company now expects full-year 2024 guidance to range between EUR 45.0 million to EUR 50.0 million compared to the previously communicated guidance of a range between EUR 65 million to EUR 100 million. The guidance decrease is mainly driven by lower shipments and delays in the program awards relative to previous expectations.

Optical Communications Terminal Backlog(2): the previous company guidance of a range between 800 to 1,000 terminal units in backlog is unchanged.

As of August 16, 2024, the Company had cash and cash equivalents on hand of EUR 6.3 million. With the lower than previously expected revenue and cash-in from customers for fiscal year 2024, we will need to pursue additional capital sources to secure our on-going operations and production ramp. At this time, we are evaluating a number of different strategic options to address our near-term capital needs.

 

(1) Cash-In from Customer Contracts includes payments from customers under purchase orders and other signed agreements, including accrued payment milestones under customer programs.

(2) Optical communications terminal backlog represents the quantity of all open optical communications terminal deliverables in the context of signed customer programs at the end of a reporting period.

Further explanations about how Mynaric uses these metrics can be found in Mynaric’s Annual Report 2023, which has been published on Mynaric’s investor relations website.

 

About Mynaric

Mynaric (NASDAQ: MYNA)(FRA: M0YN) is leading the industrial revolution of laser communications by producing optical communications terminals for air, space and mobile applications. Laser communication networks provide connectivity from the sky, allowing for

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ultra-high data rates and secure, long-distance data transmission between moving objects for wireless terrestrial, mobility, airborne- and space-based applications. The company is headquartered in Munich, Germany, with additional locations in Los Angeles, California, and Washington, D.C. For more information, visit mynaric.com.

 

Forward-Looking Statement

This release includes forward-looking statements. All statements other than statements of historical or current facts contained in this release, including statements regarding our future results of operations and financial position, industry dynamics, business strategy and plans and our objectives for future operations, are forward-looking statements. These statements represent our opinions, expectations, assumptions, beliefs, intentions, estimates or strategies regarding the future, which may not be realized. Forward looking statements are often indicated by terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “look forward to,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target” “will,” “would” and/or the negative of these terms or other similar expressions that are intended to identify forward-looking statements.

The forward-looking statements included in this release are based largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements involve known and unknown risks, uncertainties and assumptions that are difficult to predict or are beyond our control, and actual results may differ materially from those expected or implied as forward-looking statements. These risks, uncertainties and assumptions include, but are not limited to (i) the impact of any geopolitical tensions or the global COVID-19 pandemic on the global economy, our industry and markets as well as our business, (ii) risks related to our limited operating history, our history of significant losses and the execution of our business strategy, (iii) risks related to our ability to successfully manufacture and deploy our products and risks related to serial production of our products, (iv) risks related to our sales cycle which can be long and complicated, (v) risks related to our limited experience with order processing, our dependency on third-party suppliers and external procurement risks, (vi) risks related to defects or performance problems in our products, (vii) effects of competition and the development of the market for laser communication technology in general, (viii) risks related to our ability to manage future growth effectively and to obtain sufficient financing for the operations and ongoing growth of our business, (ix) risks relating to the uncertainty of the projected financial information, (x) risks related to our ability to adequately protect our intellectual property and proprietary rights and (xi) changes in regulatory requirements, governmental incentives and market developments. Moreover, new risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this release may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. We caution you therefore against relying on these forward-looking statements, and we qualify all of our forward-looking statements by these cautionary statements.

The forward-looking statements included in this release are made only as of the date hereof. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. Neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. Unless required under applicable law, neither we nor any other person undertakes any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release or otherwise. You should read this release with the understanding that our actual future results, levels of activity, performance and events and circumstances may materially differ from what we expect.

This release may include certain financial measures not presented in accordance with IFRS. Such financial measures are not measures of financial performance in accordance with IFRS and may exclude items that are significant in understanding and assessing our financial results. Therefore, these measures should not be considered in isolation or as an alternative to loss for the period or other measures of

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profitability, liquidity or performance under IFRS. You should be aware that our presentation of these measures may not be comparable to similarly titled measures used by other companies, which may be defined and calculated differently.

 

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Mynaric Announces Voluntary Departure of CFO Stefan Berndt von-Bülow

 

MUNICH, August 20, 2024 – Today Mynaric (NASDAQ: MYNA) (FRA: M0YN) announces the voluntary departure of CFO Stefan Berndt von-Bülow for personal reasons, effective last week. Berndt von-Bülow has been with Mynaric since 2018 and assumed the role as CFO in 2020. As CFO, Berndt von-Bülow made significant contributions to the company’s financial strategy and operations, investor relations, several capital raises, significant debt financing, and, particularly Mynaric’s listing on Nasdaq in November 2021, during a time of significant growth and transformation.

“Stefan has been a key member of the management team, and we are grateful for his contributions,” said Mustafa Veziroglu, Mynaric CEO. “Under Stefan’s leadership, Mynaric transformed from a start-up company to a leading supplier of free space optical communications technology to both government and commercial organizations. We wish him the best in his future endeavors.”

“Stefan understood the importance of securing capital allowing us to innovate and improve our free space optical communications technology and products,” said Joachim Horwath, CTO and founder of Mynaric. “With his financial instinct, we were able to invest in the infrastructure and capabilities to develop and manufacture industry-leading laser communications terminals to meet the increased market demand.”

“On behalf of the entire supervisory board, I extend our deepest gratitude to Stefan for his dedication to Mynaric,” said Bulent Altan, Chairman, Mynaric Supervisory Board. “Stefan played a critical role as a member of the management team during a pivotal time as we achieved significant financial and operational milestones.”

Mynaric has initiated a global search for a new CFO. In the interim, the two remaining members of the management team, Mustafa Veziroglu and Joachim Horwath, will assume the responsibilities of the CFO.

About Mynaric

Mynaric (NASDAQ: MYNA)(FRA: M0YN) is leading the industrial revolution of laser communications by producing optical communications terminals for air, space and mobile applications. Laser communication networks provide connectivity from the sky, allowing for ultra-high data rates and secure, long-distance data transmission between moving objects for wireless terrestrial, mobility, airborne- and space-based applications. The company is headquartered in Munich, Germany, with additional locations in Los Angeles, California, and Washington, D.C. For more information, visit mynaric.com.

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