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SkyWater Technology Reports Fourth Quarter and Full Year 2021 Results

February 22, 2022 4:05 PM

2021 Record Revenue of $162.8 Million

BLOOMINGTON, Minn.--(BUSINESS WIRE)-- SkyWater Technology (NASDAQ: SKYT), the trusted technology realization partner, today announced financial results for the fourth quarter and full year 2021, ended January 2, 2022.

“SkyWater made great progress this year toward our vision of accelerating the path from ideation to commercialization in the semiconductor industry,” said SkyWater President and CEO Thomas Sonderman. “SkyWater continued to make important advancements on our long-term strategic platforms. Our radiation hardened technology recently achieved a critical qualification milestone and we made significant progress in power management with the introduction of our highly differentiated high-speed switching power MOSFET technology. We remain convinced that SkyWater’s unique model for timely and efficient technology realization is ideally positioned to drive increased shareholder value as our nation commits to enhancing domestic semiconductor manufacturing.”

Sonderman concluded, “Fourth quarter revenue grew 15% year-over-year, excluding the extra operating week in Q4 2020 and tool revenue. Labor market inflation and supply chain challenges persisted throughout the quarter, and we expect to continue to navigate these constraints, while investing strategically for growth. In 2022, we expect revenue growth near our long-term growth target of 25% and gross margin expansion. This is supported by our 2021 pipeline growth, new and expected program wins, and the expected movement of our radiation hardened technology to the productization phase.”

Recent Business Updates:

Q4 2021 Summary:

GAAP

In USD millions, except per share data

Q4 21

Q4 20

Y/Y

Q3 21

Q/Q

Advanced Technology Services revenue

$24.4

$26.3

(7)%

$22.4

9%

Wafer Services revenue

$14.2

$13.4

5%

$12.7

12%

Revenue

$38.5

$39.8

(3)%

$35.0

10%

Gross profit (loss)

$(16.6)

$3.5

(571)%

$(1.8)

810%

Gross margin

(43.1)%

8.9%

(5,200) bps

(5.2)%

(3,790) bps

Net loss to shareholders

$(27.0)

$(12.3)

(120)%

$(13.9)

(95)%

Basic loss per share

$(0.69)

$(0.68)

(1)%

$(0.36)

(92)%

Non-GAAP

In USD millions, except per share data

Q4 21

Q4 20

Y/Y

Q3 21

Q/Q

Non-GAAP gross profit (loss)

$(1.9)

$4.8

(139)%

$(0.5)

284%

Non-GAAP gross margin

(4.8)%

12.2%

(1,700) bps

(1.4)%

(340) bps

Non-GAAP net loss to shareholders

$(11.2)

$(11.4)

2%

$(11.5)

3%

Non-GAAP basic loss per share

$(0.28)

$(0.63)

56%

$(0.29)

3%

Adjusted EBITDA

$(4.9)

$1.3

(478)%

$(2.7)

(80)%

Adjusted EBITDA margin

(12.6%)

3.2%

(1,580) bps

(7.7%)

(490) bps

2021 Summary:

GAAP

In USD millions, except per share data

FY21

FY20

Y/Y

Advanced Technology Services revenue

$111.7

$94.0

19%

Wafer Services revenue

$51.2

$46.4

10%

Revenue

$162.8

$140.4

16%

Gross profit (loss)

$(7.5)

$22.7

(133)%

Gross margin

(4.6)%

16.2%

(2,080) bps

Net loss to shareholders

$(50.7)

$(20.6)

(146)%

Basic loss per share

$(1.76)

$(1.15)

(54)%

Non-GAAP

In USD millions, except per share data

FY21

FY20

Y/Y

Non-GAAP gross profit (loss)

$9.9

$24.3

(59)%

Non-GAAP gross margin

6.1%

17.3%

(1,120) bps

Non-GAAP net loss to shareholders

$(30.0)

$(15.8)

(90)%

Non-GAAP basic loss per share

$(1.05)

$(0.88)

(19)%

Adjusted EBITDA

$(2.6)

$14.4

(118)%

Adjusted EBITDA margin

(1.6%)

10.3%

(1,190) bps

Q4 2021 Results:

A reconciliation between historical GAAP and non-GAAP information is contained in the tables below in the section titled, “Non-GAAP Financial Measures.”

Investor Webcast

SkyWater will host a conference call on Wednesday, February 23, 2022, at 9:00 a.m. CT to discuss its fourth quarter and full year 2021 financial results. A live webcast of the call will be available online at IR.SkyWaterTechnology.com.

About SkyWater Technology

SkyWater (NASDAQ: SKYT) is a U.S. investor-owned semiconductor manufacturer and a DOD-accredited Trusted supplier. SkyWater’s Technology as a ServiceSM model streamlines the path to production for customers with development services, volume production and heterogeneous integration solutions in its world-class U.S. facilities. This pioneering model enables innovators to co-create the next wave of technology with diverse categories including mixed-signal CMOS, read-out ICs, rad-hard, power discretes, MEMS, superconducting ICs, photonics, carbon nanotubes and interposers. SkyWater serves growing markets including aerospace & defense, automotive, biomedical, cloud & computing, consumer, industrial and IoT. For more information, visit: www.skywatertechnology.com.

Cautionary Statement Regarding Preliminary Results

The Company’s results for the fiscal quarter and year ended January 2, 2022 are preliminary, unaudited and subject to the finalization of the Company’s fourth quarter review and full-year audit and should not be viewed as a substitute for full financial statements prepared in accordance with GAAP. The Company cautions you that actual results may differ materially from those described in this press release.

SkyWater Technology Forward-Looking Statements

This press release contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements that are based on the Company’s current expectations or forecasts of future events, rather than past, events and outcomes, and such statements are not guarantees of future performance. Forward-looking statements include all statements other than statements of historical fact contained in this presentation, including information or predictions concerning the Company’s future business, results of operations, financial performance, plans and objectives, competitive position, market trends, and potential growth and market opportunities. In some cases, you can identify forward-looking statements by words such as “intends,” “estimates,” “predicts,” “potential,” “continues,” “anticipates,” “plans,” “expects,” “believes,” “should,” “could,” “may,” “will,” “targets,” “projects,” “seeks” or the negative of these terms or other comparable terminology.

Forward-looking statements are subject to risks, uncertainties and assumptions, which may cause the Company’s actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking statements. Key factors that could cause the Company’s actual results to be different than expected or anticipated include, but are not limited to: our goals and strategies; our future business development, financial condition and results of operations; our ability to continue operating our sole semiconductor foundry at full capacity; our ability to appropriately respond to changing technologies on a timely and cost-effective basis; our customer relationships and our ability to retain and expand our customer relationships; our ability to accurately predict our future revenues for the purpose of appropriately budgeting and adjusting our expenses; our expectations regarding dependence on our largest customers; our ability to diversify our customer base and develop relationships in new markets; the performance and reliability of our third-party suppliers and manufacturers; our ability to procure tools, materials, and chemicals amid industry-wide supply chain shortages; our ability to control costs, including our operating and capital expenses; the size and growth potential of the markets for our solutions, and our ability to serve and expand our presence in those markets; the level of demand in our customers’ end markets; our ability to attract, train and retain key qualified personnel in a competitive labor market; adverse litigation judgments, settlements or other litigation-related costs; changes in trade policies, including the imposition of tariffs; our ability to raise additional capital or financing; our ability to accurately forecast demand; the impact of the COVID-19 pandemic on our business, results of operations and financial condition and our customers, suppliers and workforce; the impact of the COVID-19 pandemic on the global economy; the level and timing of U.S. government program funding; our ability to maintain compliance with certain U.S. government contracting requirements; regulatory developments in the United States and foreign countries; our ability to protect our intellectual property rights; and other factors discussed in the “Risk Factors” section of the prospectus the Company filed with the SEC on April 22, 2021 and in other documents that the Company files with the SEC, which are available at http://www.sec.gov. The Company assumes no obligation to update any forward-looking statements, which speak only as of the date of this press release.

SKYT-IR

SKYWATER TECHNOLOGY, INC.

Consolidated Balance Sheets

(Unaudited)

January 2, 2022

January 3, 2021

(in thousands, except share and
unit data)

Assets

Current assets:

Cash and cash equivalents

$

12,917

$

7,436

Accounts receivable, net

39,381

29,995

Inventories

17,500

27,169

Prepaid expenses and other current assets

3,854

11,972

Income tax receivable

745

Total current assets

74,397

76,572

Property and equipment, net

180,475

178,078

Intangible assets, net

3,891

4,561

Other assets

4,835

3,998

Total assets

$

263,598

$

263,209

Liabilities and Shareholders’ Equity (Deficit)

Current liabilities:

Current portion of long-term debt

$

1,021

$

2,772

Accounts payable

7,637

16,792

Accrued expenses

17,483

25,496

Income taxes payable

1,710

Current portion of contingent consideration

816

8,904

Deferred revenue - current

20,808

30,653

Total current liabilities

47,765

86,327

Long-term liabilities:

Long-term debt, less current portion and unamortized debt issuance costs

58,428

69,828

Contingent consideration, less current portion

1,996

Long-term incentive plan

4,039

3,185

Deferred revenue - long-term

88,094

95,399

Deferred income tax liability, net

995

8,058

Other long-term liabilities

4,350

Total long-term liabilities

155,906

178,466

Total liabilities

203,671

264,793

Commitments and contingencies

Shareholders’ equity (deficit):

Preferred stock, $0.01 par value per share (80,000,000 and zero shares authorized; zero issued and outstanding)

Common stock, $0.01 par value per share (200,000,000 and zero shares authorized, 39,836,038 and zero shares issued and outstanding)

398

Additional paid-in capital

115,208

Class A preferred units (zero and 2,000,000 units authorized; zero issued and outstanding)

Class B preferred units (zero and 18,000,000 units authorized; zero and 18,000,000 units issued and outstanding)

Common units (zero and 5,000,000 units authorized; zero and 3,057,344 units issued; zero and 2,107,452 outstanding)

3,767

Accumulated deficit

(54,479

)

(3,783

)

Total shareholders’ equity (deficit), SkyWater Technology, Inc.

61,127

(16

)

Non-controlling interests

(1,200

)

(1,568

)

Total shareholders’ equity (deficit)

59,927

(1,584

)

Total liabilities and shareholders’ equity

$

263,598

$

263,209

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

SKYWATER TECHNOLOGY, INC.

Consolidated Statements of Operations

(Unaudited)

Three Months Ended

Twelve Months Ended

January 2,
2022

January 3,
2021

January 2,
2022

January 3,
2021

(in thousands, except share, unit and per share and unit data)

Revenue

$

38,533

$

39,772

$

162,848

$

140,438

Cost of revenue:

Cost of revenue, before inventory write-down

41,714

36,244

156,878

117,746

Inventory write-down (1)

13,442

13,442

Total cost of revenue

55,156

36,244

170,320

117,746

Gross profit (loss)

(16,623

)

3,528

(7,472

)

22,692

Research and development

1,228

1,672

8,747

4,208

Selling, general and administrative expenses

9,951

6,713

43,595

25,032

Change in fair value of contingent consideration

(154

)

741

(2,710

)

2,094

Operating loss

(27,648

)

(5,598

)

(57,104

)

(8,642

)

Other income (expense):

Paycheck Protection Program loan forgiveness

6,453

Change in fair value of warrant liability

1,680

780

Loss on debt extinguishment

(1,434

)

(1,434

)

Interest expense

(839

)

(1,412

)

(3,542

)

(5,499

)

Total other expense

(839

)

(1,166

)

2,911

(6,153

)

Loss before income taxes

(28,487

)

(6,764

)

(54,193

)

(14,795

)

Income tax expense (benefit)

(2,322

)

4,631

(6,790

)

4,919

Net loss

(26,165

)

(11,395

)

(47,403

)

(19,714

)

Less: net income attributable to non-controlling interests

871

903

3,293

903

Net loss attributable to SkyWater Technology, Inc.

$

(27,036

)

$

(12,298

)

$

(50,696

)

$

(20,617

)

Net loss per share attributable to common shareholders, basic and diluted:

$

(0.69

)

$

(1.76

)

Net loss per unit attributable to Class B preferred unitholders, basic and diluted:

$

(0.68

)

$

(1.15

)

Weighted average shares used in computing net loss per common share, basic and diluted:

39,324,851

29,038,174

Weighted average units used in computing net loss per Class B preferred unit, basic and diluted:

18,000,000

18,000,000

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

SKYWATER TECHNOLOGY, INC.

Consolidated Statements of Cash Flows

(Unaudited)

Twelve Months Ended

January 2, 2022

January 3, 2021

(in thousands)

Cash flows from operating activities:

Net loss

$

(47,403

)

$

(19,714

)

Adjustments to reconcile net loss to net cash flows (used in) provided by operating activities:

Depreciation and amortization

27,368

18,866

Inventory write-down (1)

13,442

Gain on Paycheck Protection Program loan forgiveness

(6,453

)

Foundry services obligation

(3,732

)

Gain on sale of property and equipment

(2,012

)

(1,124

)

Amortization of debt issuance costs included in interest expense

621

1,661

Long-term incentive and stock-based compensation

12,533

2,640

Change in fair value of warrant liability

(780

)

Change in fair value of contingent consideration

(2,710

)

2,094

Cash paid for contingent consideration in excess of initial valuation

(7,374

)

(7,296

)

Deferred income taxes

(7,063

)

2,387

Non-cash revenue related to customer equipment

(2,481

)

Loss on debt extinguishment

1,434

Changes in operating assets and liabilities:

Accounts receivable

(9,387

)

31,452

Inventories

(3,773

)

(11,175

)

Prepaid expenses and other assets

5,098

(9,411

)

Accounts payable

(1,198

)

483

Accrued expenses

(569

)

11,601

Deferred revenue

(17,150

)

74,578

Income tax payable and receivable

(2,455

)

2,231

Net cash (used in) provided by operating activities

(50,966

)

96,195

Cash flows from investing activities:

Purchase of software and licenses

(1,220

)

(4,085

)

Proceeds from sale of property and equipment

2,159

1,676

Purchases of property and equipment

(35,476

)

(85,768

)

Net cash used in investing activities

(34,537

)

(88,177

)

Cash flows from financing activities:

Proceeds from issuance of common stock pursuant to the initial public offering, net of underwriting discounts and commissions

104,212

Cash paid for offering costs

(1,867

)

(2,183

)

Proceeds from Paycheck Protection Program loan

6,453

Repayment of term loan

(38,270

)

Cash paid for term loan extinguishment

(405

)

Net repayment on line of credit

(12,380

)

Net repayment on Revolver

(6,081

)

32,303

Proceeds from Financing

39,000

Repayment of Financing

(990

)

Cash paid for capital leases

(1,115

)

Cash paid for debt issuance costs

(250

)

(5,182

)

Repurchase of warrants

(14,000

)

Repurchase of common units

(4,085

)

Cash paid for contingent consideration

(3,998

)

Proceeds from exercise of common unit options

31

Distributions to VIE member

(2,925

)

(2,471

)

Net cash provided by (used in) financing activities

90,984

(5,187

)

Net change in cash and cash equivalents

5,481

2,831

Cash and cash equivalents - beginning of period

7,436

4,605

Cash and cash equivalents - end of period

$

12,917

$

7,436

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

Supplemental Revenue Information by Quarter

Q1 2020

Q2 2020

Q3 2020

Q4 2020

2020

Q1 2021

Q2 2021

Q3 2021

Q4 2021

2021

(in thousands)

Wafer Services revenue

$

13,318

$

10,896

$

8,762

$

13,442

$

46,418

$

10,019

$

14,312

$

12,652

$

14,174

$

51,157

Advanced Technology Services revenue

23,586

19,863

24,241

26,330

94,020

38,082

26,877

22,373

24,359

111,691

Revenue

$

36,904

$

30,759

$

33,003

$

39,772

$

140,438

$

48,101

$

41,189

$

35,025

$

38,533

$

162,848

Tool revenue (included in ATS revenue)

$

3,173

$

$

360

$

4,895

$

8,428

$

15,405

$

2,346

$

281

$

1,127

$

19,159

Non-GAAP Financial Measures

We provide supplemental non-GAAP financial information that our management utilizes to evaluate our ongoing financial performance and provide additional insight to investors as supplemental information to our U.S. GAAP results. We provide non-GAAP gross profit, non-GAAP gross margin, non-GAAP net loss to shareholders, and non-GAAP net loss per share. We provide these non-GAAP financial measures because we believe this non-GAAP presentation provides a baseline for analyzing trends in our business and to exclude certain items that may not be indicative of our core operating results. The non-GAAP financial measures disclosed in this earnings press release should not be viewed as an alternative to, or more meaningful than, the reported results prepared in accordance with GAAP. In addition, because our non-GAAP measures are not determined in accordance with U.S. GAAP, these measures are susceptible to differing calculations, and not all comparable or peer companies may calculate their non-GAAP measures in the same manner. As a result, the non-GAAP financial measures presented in this earnings press release may not be directly comparable to similarly titled measures presented by other companies.

We also provide adjusted EBITDA and adjusted EBITDA margin as supplemental non-GAAP measurements. We define adjusted EBITDA as net income (loss) before interest expense, income tax provision (benefit), depreciation and amortization, equity-based compensation and certain other items that we do not view as indicative of our ongoing performance, including fair value changes in contingent considerations, fair value changes in warrants and management fees, inventory write-down, corporate conversion and IPO related costs, Paycheck Protection Program loan forgiveness, SkyWater Florida start-up costs, net income attributable to non-controlling interests, and management transition expense. We believe adjusted EBITDA is a useful performance measure because it allows for an effective evaluation of our operating performance when compared to our peers, without regard to our financing methods or capital structure. We exclude the items listed above from net income or loss in arriving at adjusted EBITDA because these amounts can vary substantially within our industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income determined in accordance with U.S. GAAP. Certain items excluded from adjusted EBITDA are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic costs of depreciable assets, none of which are reflected in adjusted EBITDA. Our presentation of adjusted EBITDA should not be construed as an indication that our results will be unaffected by the items excluded from adjusted EBITDA. In future fiscal periods, we may exclude such items and may incur income and expenses similar to these excluded items. Accordingly, the exclusion of these items and other similar items in our non-GAAP presentation should not be interpreted as implying that these items are non-recurring, infrequent or unusual, unless otherwise expressly indicated.

The following tables present a reconciliation of the most directly comparable financial measures, calculated and presented in accordance with U.S. GAAP, to our non-GAAP financial measures.

SKYWATER TECHNOLOGY, INC.

Reconciliation of GAAP to Non-GAAP Financial Measures

(Unaudited)

Three Months Ended

Twelve Months Ended

January 2,
2022

January 3,
2021

October 3,
2021

January 2,
2022

January 3,
2021

(in thousands)

GAAP revenue

$

38,533

$

39,772

$

35,025

$

162,848

$

140,438

Estimated impact of additional operating week

(2,491

)

(2,491

)

Tool revenue

(1,127

)

(4,895

)

(281

)

(19,160

)

(8,428

)

Non-GAAP revenue

$

37,406

$

32,386

$

34,744

$

143,688

$

129,519

GAAP cost of revenue

$

55,156

$

36,244

$

36,852

$

170,320

$

117,746

Inventory write-down (1)

(13,442

)

(13,442

)

Equity-based compensation (2)

(1,130

)

(1,308

)

(967

)

(3,042

)

(1,644

)

SkyWater Florida start-up costs (3)

(187

)

(374

)

(879

)

Non-GAAP cost of revenue

$

40,397

$

34,936

$

35,511

$

152,957

$

116,102

GAAP gross profit (loss)

$

(16,623

)

$

3,528

$

(1,827

)

$

(7,472

)

$

22,692

GAAP gross margin

(43.1

) %

8.9

%

(5.2

) %

(4.6

) %

16.2

%

Inventory write-down (1)

13,442

13,442

Equity-based compensation (2)

1,130

1,308

967

3,042

1,644

SkyWater Florida start-up costs (3)

187

374

879

Non-GAAP gross profit (loss)

$

(1,864

)

$

4,836

$

(486

)

$

9,891

$

24,336

Non-GAAP gross margin

(4.8

) %

12.2

%

(1.4

) %

6.1

%

17.3

%

GAAP research and development

$

1,228

$

1,672

$

2,253

$

8,747

$

4,208

Equity-based compensation (2)

655

(39

)

(341

)

(1,182

)

(56

)

Non-GAAP research and development

$

1,883

$

1,633

$

1,912

$

7,565

$

4,152

GAAP selling, general and administrative expenses

$

9,951

$

6,713

$

9,626

$

43,595

$

25,032

SkyWater Florida start-up costs (3)

(22

)

(60

)

(268

)

Management transition expense (5)

(435

)

Equity-based compensation (2)

(1,655

)

(242

)

(2,086

)

(8,303

)

(940

)

Management fees (8)

(235

)

(332

)

(879

)

Non-GAAP selling, general and administrative expenses

$

8,274

$

6,236

$

7,480

$

34,257

$

23,213

Three Months Ended

Twelve Months Ended

January 2,
2022

January 3,
2021

October 3,
2021

January 2,
2022

January 3,
2021

(in thousands)

GAAP net loss to shareholders

$

(27,036

)

$

(12,298

)

$

(13,870

)

$

(50,696

)

$

(20,617

)

Inventory write-down (1)

13,442

13,442

Paycheck Protection Program loan forgiveness

(6,453

)

Corporate conversion and initial public offering related costs (4)

205

208

1,934

SkyWater Florida start-up costs (3)

209

434

1,147

Management transition expense (5)

435

Fair value changes in contingent consideration (6)

(154

)

741

(1,670

)

(2,710

)

2,094

Equity-based compensation (2)

2,130

1,589

3,394

12,527

2,640

Fair value changes in warrants (7)

(1,680

)

(780

)

Management fees (8)

235

332

879

Non-GAAP net loss to shareholders

$

(11,204

)

$

(11,413

)

$

(11,504

)

$

(30,042

)

$

(15,784

)

Equity-based compensation allocation in the consolidated statements of operations:

Cost of revenue

$

1,130

$

1,308

$

967

$

3,042

$

1,644

Research and development

(655

)

39

341

1,182

56

Selling, general and administrative expenses

1,655

242

2,086

8,303

940

$

2,130

$

1,589

$

3,394

$

12,527

$

2,640

SkyWater Florida start-up costs allocation in the consolidated statements of operations:

Cost of revenue

$

187

$

$

374

$

879

$

Selling, general and administrative expenses

22

60

268

$

209

$

$

434

$

1,147

$

Three Months Ended
January 2, 2022

Twelve Months Ended
January 2, 2022

GAAP

Non-GAAP

GAAP

Non-GAAP

Computation of net loss per common share, basic and diluted:

(in thousands, except per share data)

Numerator:

Net loss attributable to SkyWater Technology, Inc.

$

(27,036

)

$

(11,204

)

$

(50,696

)

$

(30,042

)

Undistributed preferred return to Class B preferred unitholders

(398

)

(398

)

Net loss attributable to common shareholders

$

(27,036

)

$

(11,204

)

$

(51,094

)

$

(30,440

)

Denominator:

Weighted-average common shares outstanding, basic and diluted

39,325

39,325

29,038

29,038

Net loss per common share, basic and diluted

$

(0.69

)

$

(0.28

)

$

(1.76

)

$

(1.05

)

Three Months Ended
January 3, 2021

Twelve Months Ended
January 3, 2021

GAAP

Non-GAAP

GAAP

Non-GAAP

Computation of net loss per Class B preferred unit, basic and diluted:

(in thousands, except per unit data)

Numerator:

Net loss attributable to SkyWater Technology, Inc.

$

(12,298

)

$

(11,413

)

$

(20,617

)

$

(15,784

)

Denominator:

Weighted-average Class B preferred units outstanding, basic and diluted

18,000

18,000

18,000

18,000

Net loss per Class B preferred unit, basic and diluted

$

(0.68

)

$

(0.63

)

$

(1.15

)

$

(0.88

)

Three Months Ended
October 3, 2021

GAAP

Non-GAAP

Computation of net loss per common share, basic and diluted:

(in thousands, except per share data)

Numerator:

Net loss attributable to SkyWater Technology, Inc.

$

(13,870

)

$

(11,504

)

Undistributed preferred return to Class B preferred unitholders

Net loss attributable to common shareholders

$

(13,870

)

$

(11,504

)

Denominator:

Weighted-average common shares outstanding, basic and diluted

39,060

39,060

Net loss per common share, basic and diluted

$

(0.36

)

$

(0.29

)

Three Months Ended

Twelve Months Ended Quarter
Ended

January 2,
2022

January 3,
2021

January 2,
2022

January 3,
2021

(in thousands)

Net loss to shareholders

$

(27,036

)

$

(12,298

)

$

(50,696

)

$

(20,617

)

Interest expense

839

1,412

3,542

5,499

Income tax expense (benefit)

(2,322

)

4,631

(6,790

)

4,919

Depreciation and amortization

6,957

5,753

27,368

18,866

EBITDA

(21,562

)

(502

)

(26,576

)

8,667

Inventory write-down (1)

13,442

13,442

Paycheck Protection Program loan forgiveness

(6,453

)

Corporate conversion and initial public offering related costs (4)

205

1,934

SkyWater Florida start-up costs (2)

209

1,147

Management transition expense (4)

435

Fair value changes in contingent consideration (5)

(154

)

741

(2,710

)

2,094

Equity-based compensation (1)

2,130

1,589

12,527

2,640

Fair value changes in warrants (6)

(1,680

)

(780

)

Management fees (7)

235

332

879

Net income attributable to non-controlling interests (9)

871

903

3,293

903

Adjusted EBITDA

$

(4,859

)

$

1,286

$

(2,629

)

$

14,403

__________________

(1)

Represents the full write-down for inventory to cost of revenue for inventory in which we were contracted to manufacture for a specific customer. The customer's financing for its COVID-19-related business fell through and the customer was unable to meet its contractual payment obligations.

(2)

Represents non-cash equity-based compensation expense.

(3)

Represents start-up costs associated with our 200 mm heterogeneous integration facility in Kissimmee, Florida, which includes legal fees, recruiting expenses, retention awards and facility start-up expenses. These expenses are not indicative of our ongoing costs and will be discontinued following the start-up of SkyWater Florida.

(4)

Represents expenses directly associated with the corporate conversion and IPO, such as professional, consulting, legal and accounting services. This also includes bonus awards granted to employees upon the completion of the IPO. These expenses are not indicative of our ongoing costs and were discontinued following the completion of our initial public offering.

(5)

Represents expense for the departure of our former Chief Administrative Officer, which includes primarily severance benefits.

(6)

Represents non-cash valuation adjustment of contingent consideration to fair market value during the period.

(7)

Represents non-cash valuation adjustment of warrants to fair market value during the period.

(8)

Represents a related party transaction with Oxbow Industries, our principal stockholders. As these fees are not part of the core business, did not continue after our IPO and are excluded from management’s assessment of the business, we believe it is useful to investors to view our results excluding these fees.

(9)

Represents net income attributable to our VIE, which was formed for the purpose of purchasing our land, building with the proceeds of a bank loan. Since depreciation and interest expense are excluded from net loss in our adjusted EBITDA financial measure, we also exclude the net income attributable to the VIE.

SkyWater Investor Contact: Heather Davis | [email protected]

SkyWater Media Contact: Lauri Julian | [email protected]

Source: SkyWater Technology

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