SOLESENCE, INC. quarterly report, Q3 FY2017

Business Context and Reporting Period

This Form 10-Q is for Nanophase Technologies Corporation, for the quarter and nine months ended September 30, 2017. Nanophase develops and manufactures engineered nano- and sub-micron materials; its wholly owned Solésence subsidiary markets finished skin-care formulations. The filing is not a separate Solésence, Inc. report.

Financial Results

Amounts are in thousands of dollars except per-share data and percentages.

MetricQ3 2017Q3 2016Nine months 2017Nine months 2016
Total revenue$2,785$2,521$9,852$8,415
Product revenue$2,524$2,510$9,525$8,377
Gross profit / margin$585 / 21.0%$680 / 27.0%$2,990 / 30.3%$2,649 / 31.5%
Operating loss$(634)$(422)$(549)$(562)
Net loss$(643)$(425)$(574)$(573)
Basic and diluted loss per share$(0.02)$(0.01)$(0.02)$(0.02)
  • Cash and cash equivalents were $1.070 million at September 30, down from $1.779 million at December 31, 2016. The company used $866,000 in operating cash in the first nine months, versus $354,000 in the comparable 2016 period.
  • Investing activities provided $15,000, including $136,000 of equipment-sale proceeds; financing activities provided $142,000, including a $250,000 line-of-credit draw. The draw was repaid October 3, 2017.
  • At September 30, the balance sheet showed $250,000 drawn on the line of credit and $401,000 of current and long-term capital lease obligations. Current assets were $3.916 million and current liabilities $2.111 million.

Material Changes and Management Commentary

  • Quarterly revenue rose 10.5%, but product revenue was nearly flat; the increase in total revenue primarily reflected a one-time $250,000 ETI technology-development fee, as well as stronger coatings orders and new personal-care revenue. Nine-month revenue increased 17.1%, primarily on higher orders from major customers.
  • Q3 gross profit declined despite higher revenue, and gross margin fell to 21.0% from 27.0%. Management cited higher zinc costs and manufacturing inefficiencies associated with new Solésence products. Nine-month gross profit increased, but gross margin also declined.
  • Research and development expense increased to $494,000 in Q3 and $1.354 million year to date, reflecting added personnel and Solésence testing. Management expected Q4 R&D expense to decline about 10%; it expected SG&A to remain near current levels.
  • Under June 2017 agreements, Eminess Technologies received an exclusive license for certain polishing products and an exclusive supply arrangement for others. ETI paid a $250,000 one-time development fee and $36,000 for testing equipment.

Outlook, Risks, and Unusual Items

  • Management expected cash, operating cash flow, and available borrowing capacity to fund operating plans through 2017. It estimated remaining-2017 capital spending of $30,000–$80,000, subject to project outcomes; no longer-term earnings or revenue guidance was provided.
  • Management cautioned that additional financing might be unavailable or dilutive, and that inadequate capital could curtail plans and raise going-concern concerns. It also cited uncertain customer demand, raw-material costs, product mix, manufacturing capacity, and Solésence launch costs.
  • Three customers represented approximately 70% of Q3 revenue and 78% of nine-month revenue. BASF, the largest customer, has supply-agreement covenants that can permit technology transfer and equipment sale if specified conditions are met, including a combination of negative trailing-12-month earnings and cash/investments below $1 million. The filing warns that such an outcome could materially reduce revenue and impair replacement capacity.
  • The company reported a roughly $82 million tax net operating loss carryforward, some of which may expire unused or be subject to limitations. No material litigation was reported; management stated there were no material changes to previously disclosed risk factors.
  • After quarter-end, CFO Frank J. Cesario resigned effective November 17, 2017. The filing said the resignation was not related to a disagreement with the company.

Investor Verification Priorities

  • Track cash conversion and receivables: accounts receivable increased to $1.581 million from $434,000 at year-end, and the filing attributes much of operating cash use to shipment timing.
  • Monitor customer concentration, BASF covenant compliance, and any changes in supply agreements or potential technology-transfer rights.
  • Assess whether Solésence and other new products generate repeat revenue and improve manufacturing efficiency and gross margins, apart from non-recurring ETI fees.
  • Verify liquidity and financing needs after repayment of the quarter-end credit draw, including the cost and obligations of new capital leases.