8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) April 27, 2022

MicroVision, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-34170	91-1600822
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

6244 185^th Avenue NE, Suite 100

Redmond, Washington 98052

(Address of principal executive offices) (Zip code)

(425) 936-6847

Registrant’s telephone number, including area code

Not Applicable

(Former name or former address if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, par value $0.001 per share	MVIS	The NASDAQ Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.  ☐

Item 2.02. Results of Operations and Financial Condition.

The information in this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

On April 27, 2022, MicroVision, Inc. issued a press release announcing its first quarter 2022 results. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

Pursuant to the rules and regulations of the SEC, the attached exhibit is deemed to have been furnished to, but not filed with, the SEC.

Exhibit No.	Description
99.1	Press Release of MicroVision, Inc. dated April 27, 2022
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 hereunto duly authorized.

MICROVISION, INC.
By:	/s/ Drew G. Markham
	Drew G. Markham
	Vice President, General Counsel and Secretary

Dated: April 27, 2022

EX-99.1

Exhibit 99.1

MicroVision Announces First Quarter 2022 Results

REDMOND, WA / ACCESSWIRE / April 27, 2022 / MicroVision, Inc. (NASDAQ:MVIS), a leader in MEMS-based solid-state automotive lidar and ADAS solutions, today announced its first quarter 2022 results.

“We made significant progress in the first quarter of 2022. We track tested our integrated Long Range Lidar sensor and perception software, demonstrating promising ground-truth data of our high-fidelity/low-latency solution at speeds of over 60 mph,” said Sumit Sharma, MicroVision’s Chief Executive Officer. “We continue to receive positive feedback and interest from automotive OEMs and Tier 1 suppliers for our best-in-class product with cost advantages.”

“We began our testing in the U.S. and expect to conduct several more rounds of tests of our high-speed Highway Pilot system both in the U.S. and Germany during the second quarter as we work to deliver on our 2022 objectives,” continued Sharma.

Key Financial Highlights for Q1 2022

• Revenue for the first quarter of 2022 was $0.4 million, compared to $0.5 million for the first quarter of 2021.

• Net loss for the first quarter of 2022 was $13.2 million, or $0.08 per share, which includes $3.7 million of non-cash, share-based compensation expense, compared to a net loss of $6.2 million, or $0.04 per share, which includes $1.6 million of non-cash, share-based compensation expense, for the first quarter of 2021.

• Adjusted EBITDA for the first quarter of 2022 was negative $9.0 million, compared to negative $4.3 million in the first quarter of 2021.

• Cash used in operations for the first quarter of 2022 was $10.9 million, compared to cash used in operations for the first quarter in 2021 of $4.5 million.

• The Company ended the first quarter of 2022 with $103.3 million in cash and cash equivalents including investment securities, compared to $115.4 million at the end of December 31, 2021.

Conference Call and Webcast: Q1 2022 Results

MicroVision will host a conference call and webcast, consisting of prepared remarks by management, a slide presentation, and a question-and-answer session at 2:00 PM PT/5:00 PM ET on Wednesday, April 27, 2022 to discuss the financial results and provide a business update. Analysts and investors may pose questions for management during the live webcast on April 27, 2022.

The live webcast and slide presentation can be accessed on the Company’s Investor Relations website under the Events tab at https://ir.microvision.com/events. The webcast will be archived on the website for future viewing.

About MicroVision

MicroVision is a pioneering company in MEMS based laser beam scanning technology that integrates MEMS, lasers, optics, hardware, algorithms and machine learning software into its proprietary technology to address existing and emerging markets. The Company’s integrated approach uses its proprietary technology today to develop automotive lidar sensors and provide solutions for advanced driver-assisted systems (ADAS), leveraging its experience building augmented reality micro-display engines, interactive display modules and consumer lidar modules.

For more information, visit the Company’s website at www.microvision.com, on Facebook at www.facebook.com/microvisioninc or follow MicroVision on Twitter at @MicroVision.

MicroVision is a trademark of MicroVision, Inc. in the United States and other countries. All other trademarks are the properties of their respective owners.

Non-GAAP information

To supplement MicroVision’s condensed financial statements presented in accordance with GAAP, the Company presents investors with the non-GAAP financial measure “adjusted EBITDA.” Adjusted EBITDA consists of GAAP net income (loss) excluding the impact of the following: interest income and interest expense; income tax expense; depreciation and amortization; and share-based compensation.

MicroVision believes that the presentation of adjusted EBITDA provides important supplemental information to management and investors regarding financial and business trends, provides consistency and comparability with MicroVision’s past financial reports, and facilitates comparisons with other companies in the Company’s industry, many of which use similar non-GAAP financial measures to supplement their GAAP results. Internally, management uses this non-GAAP measure when evaluating operating performance because the exclusion of the items described above provides an additional useful measure of the Company’s operating results and facilitates comparisons of the Company’s core operating performance against prior periods and its business objectives. Externally, the Company believes that adjusted EBITDA is useful to investors in their assessment of MicroVision’s operating performance and the valuation of the Company.

Adjusted EBITDA is not calculated in accordance with GAAP, and should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. Non-GAAP financial measures have limitations in that they do not reflect all of the costs associated with the operations of MicroVision’s business as determined in accordance with GAAP. The Company expects to continue to incur expenses similar to the non-GAAP adjustments described above, and exclusion of these items from its non-GAAP financial measure should not be construed as an inference that these costs are unusual or infrequent. The Company compensates for limitations of the measure by prominently disclosing GAAP net income (loss), which the Company believes is the most directly comparable GAAP measure, and providing investors with a reconciliation from GAAP net income (loss) to adjusted EBITDA.

MicroVision has included a reconciliation of GAAP net income (loss) to adjusted EBITDA for the relevant periods.

Forward-Looking Statements

Certain statements contained in this release, including the Company’s plans regarding product demonstration and product capabilities are forward-looking statements that involve a number of risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those projected in such forward-looking statements include the risk its ability to operate with limited cash or to raise additional capital when needed; market acceptance of its technologies and products or for products incorporating its technologies; the failure of its commercial partners to perform as expected under its agreements, including from the impact of COVID-19 (coronavirus); its financial and technical resources relative to those of its competitors; its ability to keep up with rapid technological change; government regulation of its technologies; its ability to enforce its intellectual property rights and protect its proprietary technologies; the ability to obtain customers and develop partnership opportunities; the timing of commercial product launches and delays in product development; the ability to achieve key technical milestones in key products; dependence on third parties to develop, manufacture, sell and market its products; potential product liability claims; its ability to maintain its listing on The Nasdaq Stock Market, and other risk factors identified from time to time in the Company’s SEC reports, including the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other reports filed with the SEC. These factors are not intended to represent a complete list of the general or specific factors that may affect the Company. It should be recognized that other factors, including general economic factors and business strategies, may be significant, now or in the future, and the factors set forth in this release may affect the Company to a greater extent than indicated. Except as expressly required by federal securities laws, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changes in circumstances or any other reason.

MicroVision, Inc.

Balance Sheet

(In thousands)

(Unaudited)

	March 31, 2022			December 31, 2021
Assets
Current Assets
Cash and cash equivalents	$	55,611		$	82,647
Investment securities, available-for-sale		47,651			32,720
Inventory		1,815			1,780
Other current assets		1,865			2,283
Total current assets		106,942			119,430
Property and equipment, net		3,248			3,026
Operating lease right-of-use asset		5,368			5,577
Restricted cash		1,092			1,092
Intangible assets, net		105			115
Other assets		1,014			985
Total assets	$	117,769		$	130,225
Liabilities and Shareholders’ Equity
Current Liabilities
Accounts payable	$	1,919		$	3,584
Accrued liabilities		1,288			1,170
Contract liabilities		4,915			5,265
Other current liabilities		474			1,181
Current portion of long-term debt		98			392
Current portion of operating lease liability		686			849
Current portion of finance lease obligations		24			21
Total current liabilities		9,404			12,462
Operating lease liability, net of current portion		4,882			4,983
Finance lease obligations, net of current portion		15			26
Total liabilities		14,301			17,471
Commitments and contingencies
Shareholders’ Equity
Common stock at par value		165			164
Additional paid-in capital		746,028			742,042
Accumulated other comprehensive loss		(124	)		(19	)
Accumulated deficit		(642,601	)		(629,433	)
Total shareholders’ equity		103,468			112,754
Total liabilities and shareholders’ equity	$	117,769		$	130,225

MicroVision, Inc.

Statement of Operations

(In thousands, except earnings per share data)

(Unaudited)

	Three months ended March 31,
	2022			2021
Product revenue	$	—		$	—
License and royalty revenue		350			479
Total revenue		350			479
Cost of product revenue		4			(5	)
Total cost of revenue		4			(5	)
Gross margin		346			484
Research and development expense		7,593			4,462
Sales, marketing, general and administrative expense		5,877			2,247
Total operating expenses		13,470			6,709
Loss from operations		(13,124	)		(6,225	)
Other expense, net		(44	)		(6	)
Net loss	$	(13,168	)	$	(6,231)
Net loss per share - basic and diluted	$	(0.08)		$	(0.04)
Weighted-average shares outstanding - basic and diluted		164,563			155,454

MicroVision, Inc.

Reconciliation of GAAP Net Loss to Non-GAAP Measure

(In thousands, except earnings per share data)

(Unaudited)

	Three months ended March 31,
	2022			2021
GAAP net loss	$	(13,168	)	$	(6,231	)
Add Interest (net)		(31	)		5
Add Income taxes		—			—
Add Depreciation & amorization		483			299
Add Share-based compensation expense		3,734			1,638
Adjusted EBITDA	$	(8,982	)	$	(4,289	)

Investor Relations Contact

Jeff Christensen and Matt Kreps

Darrow Associates Investor Relations

MVIS@darrowir.com

SOURCE: MicroVision, Inc.

XML

Document and Entity Information	Apr. 27, 2022
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0000065770
Document Type	8-K
Document Period End Date	Apr. 27, 2022
Entity Registrant Name	MicroVision, Inc.
Entity Incorporation State Country Code	DE
Entity File Number	001-34170
Entity Tax Identification Number	91-1600822
Entity Address, Address Line One	6244 185th Avenue NE
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	Redmond
Entity Address, State or Province	WA
Entity Address, Postal Zip Code	98052
City Area Code	(425)
Local Phone Number	936-6847
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common stock, par value $0.001 per share
Trading Symbol	MVIS
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false