Core Viewpoint - Akoustis Technologies, Inc. has secured orders from a Tier-1 Network Infrastructure customer for the integration of high-performance XBAW® filters into Wi-Fi 7 fixed wireless access platforms, with production ramp scheduled throughout 2024 [1][2][3] Group 1: Product and Technology - The XBAW® filters will enhance the capabilities of the customer's quad-band Wi-Fi 7 enterprise and home gateway solutions, featuring 4x4 MIMO technology [2] - Two filters will operate in the 5-Hi GHz band with a narrow passband of 345 MHz, while another two will cover the full 6 GHz band with an ultrawide passband of 1180 MHz [2] - Additional filters for a tri-band Wi-Fi 7 home gateway will operate at 5.5 and 6.5 GHz, enabling coexistence with various U-NII bands [2] Group 2: Business Development and Market Position - The company is experiencing robust demand and an expanding sales pipeline for its XBAW® filter products, as well as new resonator and oscillator products [3] - Akoustis is actively securing new design wins in target markets such as Wi-Fi, 5G Infrastructure, Automotive, and Defense, with many slated for production in the coming months [3] - The company operates a 125,000 sq. ft. ISO-9001:2015 registered wafer-manufacturing facility in Canandaigua, NY, equipped for the design and fabrication of RF filters and semiconductor devices [5]

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Tier-1 Customer to Use High-Performance Akoustis XBAW® Filters in 4X4 MU-MIMO Enterprise Router PlatformCompany Has Received Volume Orders to Facilitate Production Ramp in the Second Half of Calendar Year 2024 Charlotte, N.C., April 08, 2024 (GLOBE NEWSWIRE) -- Akoustis Technologies, Inc. (NASDAQ:AKTS) ("Akoustis" or the "Company"), an integrated device manufacturer (IDM) of patented bulk acoustic wave (BAW) high-band RF filters for mobile and other wireless applications, announced today that high-performan ...

New High-Performance 2.4 GHz Channel 1-11 XBAW® Bandedge RF Filters for Improved Wi-Fi Range and Coexistence with LTEThe A10124 and A10324 is Currently Sampling and Slated for Production Second Half of Calendar Year 2024 Charlotte, N.C., April 03, 2024 (GLOBE NEWSWIRE) -- Akoustis Technologies, Inc. (NASDAQ:AKTS) ("Akoustis" or the "Company"), an integrated device manufacturer (IDM) of patented bulk acoustic wave (BAW) high-band RF filters for mobile and other wireless applications, announced today two new ...

Core Viewpoint - Akoustis Technologies, Inc. is experiencing strong demand and an expanding sales pipeline for its XBAW® filter products and related services, indicating positive growth prospects in the RF filter market [2]. Group 1: Company Overview - Akoustis Technologies, Inc. is an integrated device manufacturer (IDM) specializing in patented bulk acoustic wave (BAW) high-band RF filters for mobile and wireless applications [1][3]. - The company utilizes its proprietary XBAW® manufacturing process to produce RF filters that enhance signal acquisition and performance [3]. - Akoustis operates a 125,000 sq. ft. wafer-manufacturing facility in Canandaigua, NY, equipped for the design and fabrication of RF filters and semiconductor devices [4]. Group 2: Market Position and Products - The company is targeting the multi-billion-dollar RF filter market with its innovative products, including XBAW® filters, resonators, oscillators, and semiconductor back-end services [2][4]. - Akoustis is securing new design wins in key markets such as Wi-Fi, 5G Infrastructure, Automotive, and Defense, with production ramp-ups expected in the coming months [2]. Group 3: Upcoming Events - Founder and CEO Jeff Shealy will attend the 36th Annual Roth Conference from March 17-19, 2024, providing an opportunity for investors to engage with the company's management [1].

Charlotte, N.C., Feb. 15, 2024 (GLOBE NEWSWIRE) -- Akoustis Technologies, Inc. (NASDAQ:AKTS) ("Akoustis" or the "Company"), an integrated device manufacturer (IDM) of patented bulk acoustic wave (BAW) high-band RF filters for mobile and other wireless applications, announced today that the Company will an exhibitor at the GOMACTech Conference. The event is being held in Charleston, South Carolina, at the Embassy Suites by Hilton, Charleston Convention Center from March 18-21, 2024. Akoustis will be featured ...

Financial Data and Key Metrics Changes - For Q2 2024, the company reported revenue of $7 million, flat compared to the previous quarter but up 20% year-over-year [19] - The GAAP operating loss was $15 million, driven by labor costs of $8 million, depreciation and amortization of $3.2 million, and other operational costs totaling $10.8 million [19] - Cash used in operating activities was $11.3 million, which included additional payroll costs and increased legal costs [20] - The company expects to achieve operating cash flow breakeven later in the year, with a projected revenue range of $11 million to $15 million per quarter to reach this goal [25][21] Business Line Data and Key Metrics Changes - XBAW-related sales accounted for the top 5 customers and 7 out of the top 10 customers, with the top 10 customers making up 58% of revenue [5] - The company secured design wins for Wi-Fi 7 solutions with tier 1 customers, indicating strong demand in the Wi-Fi segment [9][10] - In the 5G mobile market, the company recognized filter sales to a tier 1 RF component customer and shipped the first of three Wi-Fi filters to a tier 2 5G mobile RF front end module customer [11][12] Market Data and Key Metrics Changes - 40% of sales came from Asia, 47% from North America, and 13% from Europe, with the top 36 customers accounting for 80% of revenue [6] - The company expects modest growth in shipments to return in the March quarter for the 5G network infrastructure business [13] - The defense and other markets saw significant engagement, with two out of the top 10 customers in this category [14] Company Strategy and Development Direction - The company is focusing on expense reduction and cost savings to significantly reduce cash burn moving forward, estimating a reduction of 30% to 38% in the March quarter [21] - Membership in microelectronics hubs related to the CHIPS Act is expected to enhance the company's access to government research programs [8] - The company is aggressively pursuing product cost savings to lower operating expenses and improve gross margin [23] Management Comments on Operating Environment and Future Outlook - Management expressed optimism about returning to record quarterly revenue in Q3 2024, with expected growth of 18% to 25% sequentially [7] - The company believes it has worked through inventory issues from 2023 and anticipates a return in demand for Wi-Fi products [6] - Management highlighted the substantial market opportunity for their patented high-frequency XBAW and XP3F filters, with a strong IP portfolio [22] Other Important Information - The company completed its New York fab tool capacity expansion project, increasing capacity to 500 million filters per year [20] - The company estimates a refundable tax credit of $3.7 million to $4.7 million over the next 12 to 15 months under the CHIPS Act [8] Q&A Session Summary Question: Can you talk about the new revenue per quarter for breakeven in Q4 and expected gross margins? - The company predicts revenue needed for operating cash flow breakeven to be in the $11 million to $15 million range per quarter, assuming a margin of 20% to 25% [25] Question: What is the status of Wi-Fi inventory and design activity? - Management confirmed that Wi-Fi inventory is normalized, with ongoing design wins and expected strong momentum in Wi-Fi 7 [28][32] Question: What is the outlook for consumer versus enterprise Wi-Fi products? - The company is seeing strong activity in enterprise products, with significant dollar content, while also beginning to penetrate the consumer market [33][35] Question: What is the CapEx outlook for calendar 2024? - The company does not anticipate significant CapEx spending for the remainder of 2024, expecting it to be in the hundreds of thousands per quarter or less [38] Question: Can you provide an update on the litigation with Qorvo? - The company believes the facts do not support Qorvo's allegations and has filed motions to challenge key parts of Qorvo's claims [53][54]

Company Performance - Akoustis reported a quarterly loss of $0.19 per share, slightly worse than the Zacks Consensus Estimate of a loss of $0.18, and the same loss as the previous year [1] - The company posted revenues of $7.02 million for the quarter, exceeding the Zacks Consensus Estimate by 0.46%, and up from $5.87 million a year ago [1] - Over the last four quarters, Akoustis has not surpassed consensus EPS estimates and has only topped revenue estimates once [1] Earnings Outlook - The current consensus EPS estimate for the upcoming quarter is -$0.15 on revenues of $8.46 million, and for the current fiscal year, it is -$0.72 on revenues of $33.06 million [4] - The estimate revisions trend for Akoustis is currently unfavorable, resulting in a Zacks Rank 4 (Sell), indicating expected underperformance in the near future [4] Industry Context - The Semiconductors - Radio Frequency industry, to which Akoustis belongs, is currently ranked in the bottom 21% of over 250 Zacks industries, suggesting a challenging environment [5] - The performance of Akoustis may be influenced by the overall industry outlook, as top-ranked industries tend to outperform the bottom half significantly [5]

PART I — FINANCIAL INFORMATION [ITEM 1. FINANCIAL STATEMENTS](index=4&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of operations, changes in stockholders' equity, and cash flows, along with detailed notes explaining significant accounting policies, liquidity, revenue recognition, and other financial details for the periods ended December 31, 2023 and 2022 [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section presents the company's financial position, detailing assets, liabilities, and equity at specific points in time **Condensed Consolidated Balance Sheets (in thousands):** | Metric | December 31, 2023 | June 30, 2023 | | :-------------------------------- | :------------------ | :------------ | | Cash and cash equivalents | $12,875 | $43,104 | | Total current assets | $26,018 | $59,845 | | Total Assets | $111,883 | $148,917 | | Total Liabilities | $58,114 | $62,678 | | Total Stockholders' Equity | $53,769 | $86,239 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section outlines the company's revenues, expenses, and net loss over specific reporting periods **Condensed Consolidated Statements of Operations (in thousands, except per share data):** | Metric | Three Months Ended Dec 31, 2023 | Three Months Ended Dec 31, 2022 | Six Months Ended Dec 31, 2023 | Six Months Ended Dec 31, 2022 | | :------------------------------------ | :------------------------------ | :------------------------------ | :---------------------------- | :---------------------------- | | Revenue | $7,017 | $5,865 | $14,019 | $11,432 | | Gross profit (loss) | $681 | $591 | $(403) | $(295) | | Total operating expenses | $15,705 | $13,483 | $36,276 | $30,563 | | Net Loss | $(15,711) | $(11,156) | $(35,840) | $(30,247) | | Net loss per common share - basic and diluted | $(0.21) | $(0.19) | $(0.49) | $(0.53) | [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) This section details changes in the company's equity, reflecting net loss and other equity adjustments over time **Changes in Stockholders' Equity (in thousands):** | Metric | Balance, Sep 30, 2023 | Net Loss (3 months) | Balance, Dec 31, 2023 | | :-------------------- | :-------------------- | :------------------ | :-------------------- | | Total Equity | $67,792 | $(15,711) | $53,769 | | Metric | Balance, June 30, 2023 | Net Loss (6 months) | Balance, Dec 31, 2023 | | :-------------------- | :--------------------- | :------------------ | :-------------------- | | Total Equity | $86,239 | $(35,840) | $53,769 | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section reports cash inflows and outflows from operating, investing, and financing activities for the period **Condensed Consolidated Statements of Cash Flows (in thousands):** | Metric | Six Months Ended Dec 31, 2023 | Six Months Ended Dec 31, 2022 | | :---------------------------------- | :---------------------------- | :---------------------------- | | Net Cash Used in Operating Activities | $(24,447) | $(26,220) | | Net Cash Used in Investing Activities | $(5,834) | $(7,985) | | Net Cash Provided by Financing Activities | $52 | $289 | | Net Increase (Decrease) in Cash and Cash Equivalents | $(30,229) | $(33,916) | | Cash and Cash Equivalents - End of Period | $12,875 | $46,569 | [Notes to the Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements [Note 1. Organization](index=9&type=section&id=Note%201.%20Organization) This note describes the company's business, its core products, proprietary technology, and subsidiaries - **Akoustis Technologies, Inc.** develops, designs, and manufactures innovative **radio frequency (RF) filter products** for the **wireless industry**, including **smartphones**, **cellular infrastructure**, **Wi-Fi CPE**, and **military/defense applications**[12](index=12&type=chunk) - The company utilizes its **proprietary XBAW® technology**, based on novel, high purity acoustic piezoelectric materials and a unique **microelectromechanical system (MEMS)** wafer semiconductor process[12](index=12&type=chunk) - Through its wholly-owned subsidiary **RFM Integrated Device, Inc. (RFMi)**, the company sells complementary **surface acoustic wave (SAW) resonators**, **RF filters**, crystal resonators/oscillators, and ceramic products. It also offers **back-end semiconductor supply chain services** through **Grinding & Dicing Services, Inc. (GDSI)**, **acquired** in January **2023**[12](index=12&type=chunk) [Note 2. Liquidity](index=10&type=section&id=Note%202.%20Liquidity) This note discusses the company's cash position, working capital, historical losses, and future capital requirements **Liquidity Metrics (in millions):** | Metric | December 31, 2023 | | :-------------------- | :------------------ | | Cash and cash equivalents | $12.9 | | Working capital | $11.7 | - The company has **incurred losses** and **negative cash flow** from operations since inception, **primarily funded** by equity and debt securities sales, contract research, government grants, and customer revenue[15](index=15&type=chunk) - In November **2023**, **significant expense reductions** and **cost-saving measures were undertaken** to **reduce operating cash flow burn**, leading to **decreased operating expenditures**, **R&D**, and headcount costs[15](index=15&type=chunk) - The company **requires significant additional capital** to sustain its business until profitability, actively exploring public/private equity offerings, debt financings, and collaborations. A **public offering** in January **2024** raised **$10.4 million** in **net proceeds**[16](index=16&type=chunk) [Note 3. Summary of Significant Accounting Policies](index=10&type=section&id=Note%203.%20Summary%20of%20Significant%20Accounting%20Policies) This note outlines the key accounting principles and methods used in preparing the financial statements - The unaudited condensed consolidated financial statements are prepared in accordance with **U.S. GAAP** and **SEC rules** for interim financial information, with all necessary adjustments included for **fair presentation**[19](index=19&type=chunk) - The company **adopted ASU 2016-13**, "Financial Instruments-Credit Losses (Topic 326)," in the first quarter of fiscal **2024**, requiring a **current lifetime expected credit loss methodology** for accounts receivable[23](index=23&type=chunk) - The **adoption of ASU 2016-13** resulted in a **cumulative-effect adjustment** to retained earnings of **$201 thousand**[25](index=25&type=chunk) [Note 4. Revenue Recognition from Contracts with Customers](index=12&type=section&id=Note%204.%20Revenue%20Recognition%20from%20Contracts%20with%20Customers) This note details the company's revenue streams, recognition policies, and geographic revenue breakdown - The company's **primary revenue streams** are **fabrication services** (**Non-Recurring Engineering** and **backend packaging**) and **product sales** (**RF filters and amps**)[26](index=26&type=chunk) - **Revenue recognition** for **fabrication services** is either over time or at a point in time, while **product sales revenue** is recognized when title passes at shipment or upon customer receipt[27](index=27&type=chunk)[28](index=28&type=chunk) **Revenue by Geographic Region (in thousands) - Three Months Ended December 31, 2023:** | Region | Fabrication Services Revenue | Product Sales Revenue | Total Revenue with Customers | | :------- | :--------------------------- | :-------------------- | :--------------------------- | | Americas | $3,151 | $166 | $3,317 | | Asia | $134 | $2,628 | $2,762 | | Europe | $139 | $259 | $389 | | Total | $3,298 | $3,719 | $7,017 | - As of December 31, **2023**, the company had **$1.7 million** in revenue expected from **partially unsatisfied performance obligations** related to contracts with an original expected duration of greater than one year[37](index=37&type=chunk) [Note 5. Inventory](index=15&type=section&id=Note%205.%20Inventory) This note provides a breakdown of the company's inventory, including raw materials, work in process, and finished goods **Inventory, net of reserves (in thousands):** | Category | December 31, 2023 | June 30, 2023 | | :--------------- | :------------------ | :------------ | | Raw Materials | $1,736 | $1,574 | | Work in Process | $1,289 | $3,741 | | Finished Goods | $2,451 | $2,233 | | Total Inventory | $5,476 | $7,548 | [Note 6. Property and Equipment, net](index=15&type=section&id=Note%206.%20Property%20and%20Equipment,%20net) This note details the company's property and equipment, net of accumulated depreciation, and related expenses **Property and equipment, net (in thousands):** | Category | December 31, 2023 | June 30, 2023 | | :-------------------------------- | :------------------ | :------------ | | Total | $87,631 | $84,335 | | Less: Accumulated Depreciation | $(31,433) | $(26,509) | | Total Property and equipment, net | $56,198 | $57,826 | **Depreciation Expense (in thousands):** | Period | December 31, 2023 | December 31, 2022 | | :-------------------- | :------------------ | :------------------ | | Three Months Ended | $2,600 | $2,300 | | Six Months Ended | $4,900 | $4,400 | - As of December 31, **2023**, equipment with a **net book value** of **$7.4 million** had **not been placed in service** and was therefore **not depreciated** during the period[42](index=42&type=chunk) [Note 7. Business Acquisition](index=16&type=section&id=Note%207.%20Business%20Acquisition) This note describes the acquisition of Grinding & Dicing Services, Inc. (GDSI) and its strategic rationale - On January **1**, **2023**, the company **acquired Grinding & Dicing Services, Inc. (GDSI)** to support a **strategy to reshore operations** to the United States, **improve rapid prototype and development cycle time**, and provide **prototype cost savings**[43](index=43&type=chunk) - **Total consideration** for the **GDSI acquisition** included **$13.9 million** in cash, approximately **$1.7 million** in common stock, and a **secured promissory note** in the original principal amount of **$4.0 million**[44](index=44&type=chunk) [Note 8. Goodwill](index=16&type=section&id=Note%208.%20Goodwill) This note discusses the company's goodwill, impairment testing, and potential future impairment risks - A **quantitative goodwill impairment test was performed** during the second quarter ended December 31, **2023**, **triggered by continuing declines** in the company's stock price (from **$3.20** on July **3**, **2023**, to **$0.48** on October **30**, **2023**)[47](index=47&type=chunk) - Based on the impairment analyses, **no goodwill impairment was found** as the **fair values of the reporting units exceeded their respective carrying values**[47](index=47&type=chunk) - However, for the **RF Filter reporting unit**, the fair value **exceeded its carrying value by less than 10%**, indicating a **risk of future impairment**[47](index=47&type=chunk) [Note 9. Accounts Payable and Accrued Expenses](index=17&type=section&id=Note%209.%20Accounts%20Payable%20and%20Accrued%20Expenses) This note provides a detailed breakdown of the company's accounts payable and various accrued expenses **Accounts Payable and Accrued Expenses (in thousands):** | Category | December 31, 2023 | June 30, 2023 | | :-------------------------------- | :------------------ | :------------ | | Accounts payable | $3,187 | $3,979 | | Accrued salaries and benefits | $2,534 | $4,781 | | Accrued goods received not invoiced | $1,250 | $3,700 | | Accrued professional fees | $6,279 | $2,248 | | Other accrued expenses | $498 | $2,319 | | Totals | $13,748 | $17,027 | [Note 10. Notes Payable](index=17&type=section&id=Note%2010.%20Notes%20Payable) This note details the company's convertible senior notes and other promissory notes, including interest and compensation expenses **Convertible Senior Notes due 2027 (in thousands):** | Metric | Maturity Date | Stated Interest Rate | Conversion Price | Face Value | Remaining Debt (Discount) | Fair Value of Embedded Derivatives | | :-------------------------- | :------------ | :------------------- | :--------------- | :--------- | :------------------------ | :--------------------------------- | | 6.0% convertible senior notes | 06/15/2027 | 6.00% | $4.71 | $44,000 | $(2,421) | $74 | - The company issued a **secured promissory note** with an original principal amount of **$4.0 million** in connection with the **GDSI acquisition**. This note does not bear interest and is subject to partial prepayment and full payment on the third anniversary of the closing date[53](index=53&type=chunk) **Interest and Compensation Expense (in thousands):** | Expense Type | Three Months Ended Dec 31, 2023 | Six Months Ended Dec 31, 2023 | | :-------------------------- | :------------------------------ | :---------------------------- | | Contractual Interest (Convertible Notes) | $660 | $1,320 | | Debt Discount Amortization (Convertible Notes) | $158 | $312 | | Compensation Expense (Promissory Note) | $333 | $667 | [Note 11. Concentrations](index=18&type=section&id=Note%2011.%20Concentrations) This note identifies significant customer and vendor concentrations impacting the company's revenue and purchases **Customer Concentration as a Percentage of Revenue:** | Customer | Three Months Ended Dec 31, 2023 | Six Months Ended Dec 31, 2023 | | :------- | :------------------------------ | :---------------------------- | | Customer 4 | **17%** | **21%** | | Customer 5 | **13%** | — | **Vendor Concentration as a Percentage of Purchases:** | Vendor | Three Months Ended Dec 31, 2023 | Six Months Ended Dec 31, 2023 | | :----- | :------------------------------ | :---------------------------- | | Vendor 1 | **20%** | **18%** | [Note 12. Equity](index=19&type=section&id=Note%2012.%20Equity) This note covers equity-related events, including public offerings, stock-based compensation, and Nasdaq compliance - On January **29**, **2024**, the company **closed an underwritten public offering** of **23,000,000 shares** of common stock at **$0.50 per share**, generating approximately **$10.4 million** in **net proceeds**[58](index=58&type=chunk)[88](index=88&type=chunk) **Stock-based Compensation Expense (in thousands):** | Category | Three Months Ended Dec 31, 2023 | Six Months Ended Dec 31, 2023 | | :-------------------------- | :------------------------------ | :---------------------------- | | Research and Development | $119 | $652 | | General and Administrative | $135 | $1,423 | | Cost of Revenue | $62 | $124 | | Total | $316 | $2,199 | **Unrecognized Stock-based Compensation Expense (in thousands) as of December 31, 2023:** | Category | Unrecognized Expense | Weighted-average years to be recognized | | :------------------- | :------------------- | :-------------------------------------- | | Options | $974 | **1.73 Years** | | Restricted stock units | $7,519 | **1.99 Years** | - On October **24**, **2023**, the company received a **Nasdaq notification** for **non-compliance** with the **minimum $1.00 bid price requirement**, with an initial compliance period until April **22**, **2024**[64](index=64&type=chunk) [Note 13. Leases](index=20&type=section&id=Note%2013.%20Leases) This note provides details on the company's operating lease expenses, balance sheet information, and future payment commitments **Operating Lease Expense (in thousands):** | Period | December 31, 2023 | December 31, 2022 | | :-------------------- | :------------------ | :------------------ | | Three Months Ended | $149 | $106 | | Six Months Ended | $304 | $201 | **Lease Balance Sheet Information (in thousands):** | Metric | December 31, 2023 | June 30, 2023 | | :-------------------------- | :------------------ | :------------ | | Operating lease assets | $1,158 | $1,374 | | Current operating lease liabilities | $478 | $439 | | Long-term operating lease liabilities | $729 | $976 | | Weighted Average Remaining Lease Term | **2.54 Years** | **2.97 Years** | | Weighted Average Discount Rate | **12.88%** | **12.77%** | **Minimum Future Lease Payments (undiscounted cash flows, in thousands):** | Year Ending June 30 | Amount | | :------------------ | :----- | | 2024 | $299 | | 2025 | $606 | | 2026 | $374 | | 2027 | $66 | | Thereafter | $79 | | Total lease payments | $1,424 | | Less imputed interest | $(217) | | Total | $1,207 | [Note 14. Commitments and Contingencies](index=21&type=section&id=Note%2014.%20Commitments%20and%20Contingencies) This note outlines the company's ongoing legal proceedings, including patent infringement lawsuits, and their potential financial impact - The company is a **defendant in a lawsuit** filed by **Qorvo, Inc.** (**Delaware Proceeding**) on October **4**, **2021**, alleging **patent infringement**, **false advertising**, **false patent marking**, **unfair competition**, **misappropriation of trade secrets**, **racketeering activities**, and civil conspiracy. A **trial date is scheduled** for May **6**, **2024**[69](index=69&type=chunk)[71](index=71&type=chunk) - The company filed a **motion for partial summary judgment** on February **1**, **2024**, regarding **Qorvo's** non-patent claims and certain patent claims[70](index=70&type=chunk) - The company is also a **plaintiff in a lawsuit** against **Qorvo** (**Texas Case**), filed on April **20**, **2023**, alleging **infringement of a Cornell University licensed patent**. **Qorvo's motion to strike Akoustis' infringement contentions was denied** on January **10**, **2024**[72](index=72&type=chunk)[73](index=73&type=chunk) - **Resolution of these matters is prolonged and costly**, with **uncertain outcomes** that could **materially adversely affect** the company's business, financial condition, and results of operations[74](index=74&type=chunk) [Note 15. Segment Information](index=23&type=section&id=Note%2015.%20Segment%20Information) This note presents financial performance data broken down by the company's operating segments: Fabrication Services and RF Filters - The company **operates in two segments**: **Fabrication Services** (engineering review and **backend packaging**) and **RF Filters** (**filter product sales**)[77](index=77&type=chunk) **Segment Performance (in thousands) - Six Months Ended December 31, 2023:** | Metric | Fabrication Services | RF Filters | Total | | :-------------------------- | :------------------- | :--------- | :------ | | Revenue | $5,960 | $8,059 | $14,019 | | Cost of revenue | $3,800 | $10,622 | $14,422 | | Gross margin (loss) | $2,160 | $(2,563) | $(403) | | Income (Loss) from Operations | $(41) | $(36,638) | $(36,679) | [Note 16. Loss Per Share](index=25&type=section&id=Note%2016.%20Loss%20Per%20Share) This note explains the calculation of basic and diluted net loss per common share and lists common stock equivalents - **Basic and diluted net loss per common share are computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding**. **Common stock equivalents are excluded** in periods of net loss as their inclusion would be **anti-dilutive**[80](index=80&type=chunk) **Common Stock Equivalents as of December 31, 2023:** | Category | Number of Equivalents | | :---------------- | :-------------------- | | Convertible Notes | **9,341,825** | | Options | **3,214,687** | | Total | **12,556,512** | [Note 17. Fair Value Measurement](index=25&type=section&id=Note%2017.%20Fair%20Value%20Measurement) This note details the fair value measurement of derivative liabilities, including key assumptions and valuation models **Fair Value of Derivative Liabilities (in thousands):** | Metric | December 31, 2023 | June 30, 2023 | | :-------------------------- | :------------------ | :------------ | | Derivative liabilities | $74 | $2,080 | | Total fair value | $74 | $2,080 | - The **fair value of embedded derivatives** in convertible notes is **classified as Level 3** and **estimated using a lattice model framework** with **unobservable inputs**, including probability/timing of future change of control events, stock price volatility, and discount rate[86](index=86&type=chunk) **Key Assumptions for Level 3 Fair Value Measurement:** | Assumption | December 31, 2023 | June 30, 2023 | | :---------------------- | :------------------ | :------------ | | Stock Price | **$0.83** | **$3.18** | | Volatility of stock price | **80%** | **70%** | | Risk free interest rate | **3.97%** | **4.32%** | | Debt yield | **40.5%** | **40.6%** | | Remaining term (years) | **3.5** | **4.0** | [Note 18. Subsequent Events](index=26&type=section&id=Note%2018.%20Subsequent%20Events) This note discloses significant events occurring after the balance sheet date, such as recent public offerings - On January **29**, **2024**, the company **completed an underwritten public offering** of **23,000,000 shares** of its common stock at **$0.50 per share**, including the **full exercise of the underwriters' over-allotment option**. This offering resulted in approximately **$10.4 million** in **net proceeds**[88](index=88&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=27&type=section&id=ITEM%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) This section provides management's perspective on the company's financial condition and results of operations, including an overview of its business, the current business environment, critical accounting policies, detailed analysis of financial results for the three and six months ended December 31, 2023, and a discussion of liquidity and capital resources [Overview](index=28&type=section&id=Overview) This section provides a high-level description of the company's business, technology, and operating model - **Akoustis** is an **emerging commercial product company focused** on developing, designing, and manufacturing **innovative RF filter solutions** for **5G**, **Wi-Fi**, and defense applications, leveraging its **proprietary XBAW® technology**[94](index=94&type=chunk) - The company operates an **Integrated Device Manufacturing (IDM) business model** for its **XBAW filters** and a **fabless business** for complementary **SAW products** through its **RFMi** subsidiary. It also offers **back-end semiconductor services** via **GDSI**[94](index=94&type=chunk)[97](index=97&type=chunk) - As of February **2**, **2024**, **Akoustis' intellectual property portfolio includes 103 patents** and **86 pending patent applications**, covering its **XBAW RF filter technology** from raw materials to system architectures[98](index=98&type=chunk) [Business Environment and Current Trends](index=31&type=section&id=Business%20Environment%20and%20Current%20Trends) This section discusses external factors impacting the company, including semiconductor shortages, inflation, and strategic initiatives - The **global semiconductor industry is experiencing supply shortages** and **difficulties meeting demand**, leading to **increased lead-times** and **higher costs**, which are **expected to persist** through calendar year **2024**[104](index=104&type=chunk) - **Inflationary pressures**, **rising interest rates**, and **recession fears have negatively impacted revenue**, **operating margins**, and **net income**, with some customers **reducing or deferring orders**[105](index=105&type=chunk) - The company is **pursuing opportunities under the CHIPS and Science Act of 2022** to **expand its domestic manufacturing footprint**, with a **final application expected** in calendar year **2024**[106](index=106&type=chunk) - Recent developments include a **purchase order from a Tier-2 5G mobile and Wi-Fi AP RF front-end module customer**, a **multi-year DARPA COFFEE program contract**, a **new development order from a commercial SATCOM company**, and **XBAW® filters designed into a new tri-band Wi-Fi 6E consumer access point platform**[107](index=107&type=chunk)[108](index=108&type=chunk)[109](index=109&type=chunk)[110](index=110&type=chunk) [Critical Accounting Policies](index=33&type=section&id=Critical%20Accounting%20Policies) This section highlights key accounting policies, particularly goodwill impairment testing and valuation methodologies - The company performed an **interim goodwill impairment test** during the second quarter ended December **31**, **2023**, due to a **significant decline** in its stock price[113](index=113&type=chunk) - The **fair value of reporting units was determined** using an equal weighting of the **income approach** (discounted cash flow) and a **market-based approach** (guideline public company method), with **discount rates ranging from 21.0% to 23.5%**[114](index=114&type=chunk) - **No goodwill impairment was identified**, but the **RF Filter reporting unit's** fair value **exceeded its carrying value by less than 10%**, indicating a **potential risk of future impairment**[115](index=115&type=chunk) [Results of Operations](index=33&type=section&id=Results%20of%20Operations) This section analyzes the company's financial performance, including revenue, expenses, and net loss for various periods [Three Months Ended December 31, 2023 and 2022](index=33&type=section&id=Three%20Months%20Ended%20December%2031,%202023%20and%202022) This section provides a comparative analysis of financial results for the three-month periods ended December 31, 2023 and 2022 **Financial Performance (in millions) - Three Months Ended December 31:** | Metric | 2023 | 2022 | Change ($) | Change (%) | | :-------------------------- | :--- | :--- | :--------- | :--------- | | Revenue | $7.0 | $5.9 | $1.1 | **20%** | | Cost of Revenue | $6.3 | $5.3 | $1.0 | **18.9%** | | R&D Expenses | $6.4 | $7.6 | $(1.2) | (**16.1%**) | | G&A Expenses | $9.3 | $5.8 | $3.5 | **60.3%** | | Other (Expense)/Income | $(0.7) | $1.7 | $(2.4) | (**141.2%**) | | Net Loss | $(15.7) | $(11.2) | $(4.5) | **40.8%** | - The **increase in revenue was primarily driven by a $1.4 million (74%) increase in fabrication service revenue**, including services from **GDSI**[117](index=117&type=chunk) - The **increase in G&A expenses was mainly due to a $3.5 million increase in general expenses**, such as professional fees and intangible amortization, partially offset by a **$0.4 million decrease** in employee compensation[120](index=120&type=chunk) [Six months ended December 31, 2023 and 2022](index=35&type=section&id=Six%20months%20ended%20December%2031,%202023%20and%202022) This section provides a comparative analysis of financial results for the six-month periods ended December 31, 2023 and 2022 **Financial Performance (in millions) - Six Months Ended December 31:** | Metric | 2023 | 2022 | Change ($) | Change (%) | | :-------------------------- | :--- | :--- | :--------- | :--------- | | Revenue | $14.0 | $11.4 | $2.6 | **22.8%** | | Cost of Revenue | $14.4 | $11.7 | $2.7 | **23.1%** | | R&D Expenses | $16.8 | $17.7 | $(0.9) | (**5.5%**) | | G&A Expenses | $19.5 | $12.8 | $6.7 | **52.3%** | | Other (Expense)/Income | $0.8 | $0.6 | $0.2 | **33.3%** | | Net Loss | $(35.8) | $(30.2) | $(5.6) | **18.5%** | - The **increase in revenue was primarily due to a $3.1 million (111%) increase in fabrication revenue**, including sales of **GDSI** services[123](index=123&type=chunk) - The **$6.7 million increase in G&A expenses was largely driven by a $5.7 million (88.9%) increase in general expenses**, including professional fees and intangible amortization[125](index=125&type=chunk) [Liquidity and Capital Resources](index=37&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's ability to meet its short-term and long-term financial obligations and funding strategies [Liquidity and Capital Resources Overview](index=37&type=section&id=Liquidity%20and%20Capital%20Resources%20Overview) This section summarizes the company's primary liquidity needs, historical funding, and recent capital-raising efforts - The company's **liquidity requirements primarily fund R&D**, **G&A expenses**, **working capital**, business acquisitions, and interest/principal payments on convertible and promissory notes[128](index=128&type=chunk) - **Akoustis has incurred losses and negative cash flow from operations since inception** and **requires significant additional capital** to achieve and maintain profitability[129](index=129&type=chunk)[130](index=130&type=chunk) - **Cost-saving measures were implemented** in November **2023** to **reduce operating cash flow burn**, and a **public offering** in January **2024** raised **$10.4 million** in **net proceeds**[129](index=129&type=chunk)[130](index=130&type=chunk) [Balance Sheet and Working Capital](index=37&type=section&id=Balance%20Sheet%20and%20Working%20Capital) This section analyzes key balance sheet items and working capital trends, highlighting changes in assets, liabilities, and equity **Balance Sheet Highlights (in millions):** | Metric | December 31, 2023 | June 30, 2023 | Change ($) | Change (%) | | :-------------------------- | :------------------ | :------------ | :--------- | :--------- | | Cash and cash equivalents | $12.9 | $43.1 | $(30.2) | (**70.1%**) | | Total current assets | $26.0 | $59.8 | $(33.8) | (**56.5%**) | | Total assets | $111.9 | $148.9 | $(37.0) | (**24.8%**) | | Total current liabilities | $14.3 | $17.6 | $(3.3) | (**18.8%**) | | Total long-term liabilities | $43.8 | $45.1 | $(1.3) | (**2.9%**) | | Stockholders' equity | $53.8 | $86.2 | $(32.4) | (**37.7%**) | - The **decrease in stockholders' equity was primarily due to a net loss of $35.8 million** for the six months ended December **31**, **2023**, partially offset by a **$3.6 million increase** in additional paid-in capital[135](index=135&type=chunk) [Cash Flow Analysis](index=38&type=section&id=Cash%20Flow%20Analysis) This section examines cash flows from operating, investing, and financing activities and their impact on overall liquidity **Cash Flow Activities (in millions) - Six Months Ended December 31:** | Activity | 2023 | 2022 | Change ($) | | :-------------------------- | :--- | :--- | :--------- | | Operating activities used cash | $(24.4) | $(26.2) | $1.8 | | Investing activities used cash | $(5.8) | $(8.0) | $2.2 | | Financing activities provided cash | $0.052 | $0.289 | $(0.2) | - The **decrease in cash used in operating activities was primarily attributable to reductions in other current assets**[136](index=136&type=chunk) - The **decrease in cash used in investing activities was primarily due to a $2.2 million decrease in purchases of capital equipment**[137](index=137&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=38&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) This section is not applicable to smaller reporting companies - This section is **not applicable to smaller reporting companies**[138](index=138&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=38&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) This section details management's evaluation of the company's disclosure controls and procedures and reports on any changes in internal control over financial reporting [Management's Evaluation of Disclosure Controls and Procedures](index=38&type=section&id=Management's%20Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) This section reports on management's assessment of the effectiveness of the company's disclosure controls and procedures - As of December **31**, **2023**, management, with the participation of the **Chief Executive Officer** and **Chief Financial Officer**, concluded that the company's disclosure controls and procedures were **effective at the reasonable assurance level**[140](index=140&type=chunk) [Changes in Internal Control over Financial Reporting](index=38&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) This section discloses any material changes in the company's internal control over financial reporting during the period - During the quarter ended December **31**, **2023**, there were **no changes in internal control over financial reporting that have materially affected**, or are **reasonably likely to materially affect**, the company's internal control over financial reporting[141](index=141&type=chunk) PART II — OTHER INFORMATION [ITEM 1. LEGAL PROCEEDINGS](index=39&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) This section incorporates by reference the details of ongoing material legal proceedings, specifically patent infringement and trade secret misappropriation lawsuits with Qorvo Inc., as described in Note 14 of the financial statements - The company is **involved in various lawsuits and legal proceedings** that arise in the ordinary course of business, with **material matters described in "Note 14. – Commitments and Contingencies."**[143](index=143&type=chunk)[144](index=144&type=chunk) [ITEM 1A. RISK FACTORS](index=39&type=section&id=ITEM%201A.%20RISK%20FACTORS) This section outlines significant risks, including ongoing intellectual property litigation with Qorvo, the potential for Nasdaq delisting due to non-compliance with the minimum bid price requirement, and the critical need to raise substantial additional capital given the company's history of operating losses and current financial challenges - The company is **subject to claims of infringement, misappropriation, or misuse of third-party intellectual property**, which are **expensive to litigate** and could result in loss of IP rights or **severe business disruption**[146](index=146&type=chunk)[147](index=147&type=chunk) - **Ongoing litigation with Qorvo, Inc.** includes being a **defendant in the Delaware Proceeding** (**patent infringement, trade secrets**) and a **plaintiff in the Texas Case** (**patent infringement against Qorvo**). These cases are **prolonged, costly, and have uncertain outcomes**[149](index=149&type=chunk)[150](index=150&type=chunk)[151](index=151&type=chunk) - The company received a **Nasdaq notification** on October **24**, **2023**, for **non-compliance with the minimum $1.00 bid price requirement**, with a **deadline of April 22, 2024**, to regain compliance. **Failure to comply could lead to delisting**, **adversely affecting capital raising ability and stock liquidity**[155](index=155&type=chunk)[156](index=156&type=chunk) - **Akoustis has a history of operating losses and negative cash flows**, **requiring significant additional capital** to continue operations. **Inability to raise funds on favorable terms could force delays, reductions, or elimination of R&D and manufacturing activities, or lead to business failure**[158](index=158&type=chunk)[159](index=159&type=chunk)[160](index=160&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=42&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company did not engage in any unregistered sales of equity securities during the reporting period, beyond those previously disclosed - The company **did not sell any unregistered securities** during the period covered by this report, other than any sales previously reported in its **Current Reports on Form 8-K**[161](index=161&type=chunk) [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=43&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) This section is not applicable to the company - **Not applicable**[162](index=162&type=chunk) [ITEM 4. MINE SAFETY DISCLOSURES](index=43&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) This section is not applicable to the company - **Not applicable**[162](index=162&type=chunk) [ITEM 5. OTHER INFORMATION](index=43&type=section&id=ITEM%205.%20OTHER%20INFORMATION) There is no other information to report in this section - **None**[162](index=162&type=chunk) [ITEM 6. EXHIBITS](index=44&type=section&id=ITEM%206.%20EXHIBITS) This section provides an index of all exhibits filed or furnished as part of this report, including corporate governance documents, certifications, and interactive data files [EXHIBIT INDEX](index=44&type=section&id=EXHIBIT%20INDEX) This section lists all documents filed or furnished as exhibits to the report, including corporate governance and certifications - The **exhibit index includes various corporate documents** such as **Articles of Conversion**, **Certificates of Incorporation**, and **Amended and Restated Bylaws**[164](index=164&type=chunk) - **Certifications from the Principal Executive Officer and Principal Financial Officer** (**Rule 13(a)-14(a)/15(d)-14(a)** and **Section 1350**) are **filed/furnished**[164](index=164&type=chunk) - **Interactive Data Files (Inline XBRL)** of Financial Statements and Notes are included[164](index=164&type=chunk) [SIGNATURES](index=45&type=section&id=SIGNATURES) The report is officially signed by the registrant, Akoustis Technologies, Inc., through its Chief Financial Officer - The report is **signed by Kenneth E. Boller**, **Chief Financial Officer** (**Principal Financial and Accounting Officer**) of **Akoustis Technologies, Inc.**, on February **13**, **2024**[165](index=165&type=chunk)[166](index=166&type=chunk)

Key PointsColumbia Banking System is a high-yielding stock whose price fell to a long-term low; insiders are buying. Akoustis Technologies is in a hyper-growth phase, and the insiders are buying. CG Oncology has a major approval on the horizon and could be a takeover target; its insiders are buying. Insider buying is as active as ever, with many of the same stocks bought in 2023 on the radar in 2024. New names such as Columbia Banking System (NASDAQ: COLB), Akoustis Technology(NASDAQ: AKTS), and CG Oncology ...