DULUTH, Ga.--(BUSINESS WIRE)--Boxlight Corporation (Nasdaq: BOXL), a leader in interactive technology, digital signage, classroom audio, campus communication and services, today announced that its Board of Directors has named independent director Dale Strang as interim Chief Executive Officer, effective immediately. Mr. Strang succeeds Michael Pope, whose last day as an employee of Boxlight will be January 12, 2024. In addition, R. Wayne Jackson has been elected as non-executive Chairman of the Boxlight Boa ...

DULUTH, Ga.--(BUSINESS WIRE)--Boxlight Corporation (Nasdaq: BOXL), a leading provider of interactive technology, digital signage, classroom and campus audio, and services, today announces the launch of MimioPro G, a Google EDLA-certified interactive flat panel that includes free Google certified training. Boxlight is the only education technology solutions provider to offer this unique combination, reinforcing its commitment to innovative and holistic offerings. The EDLA-certified MimioPro G interactive ...

Boxlight Corporation (NASDAQ:BOXL) Q3 2023 Earnings Conference Call November 8, 2023 4:30 PM ET Company Participants Michael Pope - Chairman and CEO Mark Starkey - President Greg Wiggins - CFO Conference Call Participants Brian Kinstlinger - Alliance Global Partners Jack Vander Aarde - Maxim Group Operator Thank you, and welcome to the Boxlight Third Quarter 2023 Earnings Conference Call. By now, everyone should have access to the press release issued this afternoon. This call is being webcast and is availa ...

2750 Premiere Parkway, Suite 900 Duluth, Georgia 30097 (Address of principal executive offices) (Zip Code) (678) 367-0809 (Registrant's telephone number, including area code) N/A (Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: BOXLIGHT CORPORATION Item 1. Financial Statements Table of Contents | --- | --- | --- | |----------------------------------------------------------------------------------------------------- ...

Financial Data and Key Metrics Changes - For Q2 2023, the company reported revenue of $47 million, a decline of 21% compared to Q2 2022, while gross profit improved by 6% to $18 million, and adjusted EBITDA increased by 4% to $5.4 million [6][29] - The gross margin for Q2 2023 was 30%, an increase of 970 basis points from Q2 2022, reflecting strong profitability [6][23] - The company reported a net loss of $811,000 for Q2 2023, compared to a net income of $26,000 in Q2 2022 [31] Business Line Data and Key Metrics Changes - Hardware accounted for approximately 92% of total revenues, with 69% related to flat panel displays, while the remainder came from classroom audio solutions and device accessories [30] - The professional development division, EOS Education, received recognition for its Google Cloud Partner Advantage, indicating growth in service offerings [9] Market Data and Key Metrics Changes - Order intake for Q2 2023 was $51.2 million, down 37% year-on-year, with 54% from the U.S., 41% from EMEA, and 5% from Asia-Pac [15] - Despite the decline in order intake, market share for interactive displays increased in both the U.S. (from 5.8% to 6.4%) and EMEA (from 5.5% to 5.8%) during H1 2023 [15][29] Company Strategy and Development Direction - The company is committed to both education and enterprise verticals, expanding its product lines and introducing new solutions [8][9] - The focus on student safety through the Attention! solution is a strategic initiative aimed at addressing significant concerns in schools [10][20] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about returning to meaningful revenue growth in 2024, supported by an increasing sales pipeline and industry recovery [12][41] - The company anticipates a rebound in order intake during Q3 2023, with revenue growth expected in Q4 [21][39] Other Important Information - The company has improved its balance sheet, reporting $65 million in working capital and $60 million in cash as of June 30, 2023 [7][26] - A reverse stock split was completed to maintain compliance with NASDAQ requirements [26] Q&A Session Summary Question: What are the factors affecting cash conversions? - Management indicated that cash flow typically increases in the second half of the year due to seasonal sales patterns and inventory optimization [35] Question: Is paying down debt a priority? - Management confirmed that debt reduction is a priority, having paid down $3 million post-quarter end, and emphasized improving profitability alongside debt reduction [38] Question: How do you see order growth in the U.S. versus Europe? - Management noted that both regions have potential for growth, with significant tenders expected in Europe and ongoing strong performance in the U.S. [43] Question: What are the expectations for gross margin sustainability? - Management anticipates some erosion in gross margins over the next 12 to 18 months due to competitive pricing pressures but believes long-term margins can improve with high-margin product sales [45] Question: Can you provide an update on the share repurchase program? - Management stated that the share repurchase program is under evaluation, with plans to utilize cash flow from operations to drive shareholder value [61]

PART I. Financial Information [Unaudited Condensed Consolidated Financial Statements](index=3&type=section&id=Item%201.%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section presents Boxlight Corporation's unaudited consolidated financial statements, highlighting a net loss improvement and key accounting changes - Effective January 1, 2023, the Company changed its segment reporting to align with geographic markets: **Americas, EMEA, and Rest of World**. Prior period amounts have been restated for comparability[10](index=10&type=chunk)[105](index=105&type=chunk) - On June 14, 2023, the company executed a **1-for-8 reverse stock split** of its Class A common stock. All share and per-share amounts have been retrospectively adjusted[137](index=137&type=chunk) [Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)](index=3&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Income%20(Loss)) Revenues decreased to $88.2 million, but gross profit improved to $33.0 million, resulting in a reduced net loss of $3.7 million Consolidated Statements of Operations (Six Months Ended June 30) | Metric (in thousands) | 2023 | 2022 | | :--- | :--- | :--- | | **Revenues, net** | $88,242 | $110,231 | | Cost of revenues | $55,266 | $80,781 | | **Gross profit** | $32,976 | $29,450 | | Total operating expense | $31,080 | $32,023 | | **Income (loss) from operations** | $1,896 | $(2,573) | | **Net loss** | $(3,735) | $(4,829) | | Net loss per common share | $(0.47) | $(0.67) | Consolidated Statements of Operations (Three Months Ended June 30) | Metric (in thousands) | 2023 | 2022 | | :--- | :--- | :--- | | **Revenues, net** | $47,052 | $59,628 | | Cost of revenues | $29,224 | $42,794 | | **Gross profit** | $17,828 | $16,834 | | **Net income (loss)** | $(811) | $26 | [Unaudited Condensed Consolidated Balance Sheets](index=4&type=section&id=Unaudited%20Condensed%20Consolidated%20Balance%20Sheets) Total assets decreased to $182.3 million due to lower inventories, while total liabilities also decreased to $102.9 million Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2023 | Dec 31, 2022 | | :--- | :--- | :--- | | **Total Current Assets** | $101,046 | $111,244 | | *Cash and cash equivalents* | $15,588 | $14,591 | | *Inventories* | $37,809 | $58,211 | | **Total Assets** | **$182,313** | **$195,395** | | **Total Current Liabilities** | $36,252 | $48,475 | | **Total Liabilities** | **$102,912** | **$114,993** | | **Total Stockholders' Equity** | **$50,892** | **$51,893** | [Unaudited Condensed Consolidated Statements of Changes in Stockholders' Equity](index=5&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) Total stockholders' equity slightly decreased to $50.9 million, influenced by net loss, dividends, and positive currency adjustments - For the six months ended June 30, 2023, the net loss was **$3.7 million**, and fixed dividends on Series B Preferred stock were **$635 thousand**[5](index=5&type=chunk) - Positive impacts on equity included **$1.2 million** from stock compensation and a **$2.3 million** positive foreign currency translation adjustment[5](index=5&type=chunk) [Unaudited Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Operating cash flow significantly improved to $10 thousand provided, primarily due to inventory changes, ending with $15.6 million cash Cash Flow Summary (Six Months Ended June 30, in thousands) | Cash Flow Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $10 | $(6,876) | | Net cash used in investing activities | $(100) | $(659) | | Net cash provided by financing activities | $1,000 | $621 | | **Net increase (decrease) in cash** | **$997** | **$(6,318)** | | **Cash and cash equivalents, end of period** | **$15,588** | **$11,620** | - The improvement in operating cash flow was largely driven by a **$20.1 million** positive change from inventories, compared to a **$2.0 million** use of cash in the prior year[133](index=133&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Notes detail accounting policies, segment reporting, CECL adoption, debt agreements, and goodwill impairment risk for the Americas unit - The company adopted the new CECL standard for credit losses on January 1, 2023, resulting in a **$76 thousand** cumulative-effect adjustment to reduce retained earnings[18](index=18&type=chunk) - An interim goodwill impairment test was performed as of June 30, 2023. While no impairment was recorded, the Americas reporting unit, with **$22.5 million** of goodwill, was determined to be **at risk** of failing the test in the future[40](index=40&type=chunk)[86](index=86&type=chunk) - The company is required to use commercially reasonable efforts to refinance its Credit Agreement with Whitehawk and repay the facility by **September 30, 2023**[44](index=44&type=chunk) - As of June 30, 2023, the company had open inventory purchase commitments totaling **$30.6 million**[180](index=180&type=chunk) [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) Management discusses decreased revenues but improved gross profit and margin, alongside liquidity challenges and goodwill impairment risk Financial Performance (Six Months Ended June 30) | Metric (in millions) | 2023 | 2022 | Change | | :--- | :--- | :--- | :--- | | **Revenues** | $88.2 | $110.2 | -19.9% | | **Gross Profit** | $33.0 | $29.5 | +12.0% | | **Gross Margin** | 37.4% | 26.7% | +10.7 pts | - The increase in gross profit and margin was primarily attributed to **lower manufacturing and shipping costs** compared to the prior year[81](index=81&type=chunk) - The company's acquisition strategy focuses on integrating acquired companies to achieve **cost savings** through staff reductions, economies of scale, and improved market reach[38](index=38&type=chunk)[59](index=59&type=chunk) - The company's Americas reporting unit, with an estimated fair value approximately **4%** above its carrying value, is **at risk** of goodwill impairment if future performance does not meet projections[86](index=86&type=chunk) Adjusted EBITDA Reconciliation (Six Months Ended June 30, in thousands) | Metric | 2023 | 2022 | | :--- | :--- | :--- | | Net Loss | $(3,735) | $(4,829) | | EBITDA | $6,367 | $4,446 | | **Adjusted EBITDA** | **$8,724** | **$6,446** | [Quantitative and Qualitative Disclosure About Market Risk](index=34&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosure%20About%20Market%20Risk) The company is exempt from providing this disclosure as it qualifies as a '**smaller reporting company**' - The company is **not required to provide this disclosure** as it qualifies as a '**smaller reporting company**'[86](index=86&type=chunk) [Controls and Procedures](index=35&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls and procedures were deemed ineffective due to material weaknesses, though financial statements are fairly presented - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were **not effective** as of the evaluation date due to previously identified **material weaknesses**[71](index=71&type=chunk) - **No changes were made** in the internal controls over financial reporting during the quarter ended June 30, 2023, that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[72](index=72&type=chunk) PART II. Other Information [Legal Proceedings](index=35&type=section&id=Item%201.%20Legal%20Proceedings) The company is not currently involved in any material legal proceedings, with no expected material adverse effects - The Company is **not currently involved in any material legal proceedings** and does **not expect pending matters to have a material adverse effect** on its financial condition[73](index=73&type=chunk) [Risk Factors](index=35&type=section&id=Item%201A.%20Risk%20Factors) New risk factors highlight unstable market and economic conditions, including bank failures, potentially impacting liquidity and performance - A **new risk factor** has been added concerning **unstable market and economic conditions**, including recent volatility and disruptions in the global credit and financial markets (e.g., **Silicon Valley Bank closure**)[95](index=95&type=chunk)[89](index=89&type=chunk) - These market conditions could impair the company's ability to **access financing**, increase the **cost of capital**, and **adversely affect its growth strategy and financial performance**[89](index=89&type=chunk) [Unregistered Sale of Equity Securities and Use of Proceeds](index=36&type=section&id=Item%202.%20Unregistered%20Sale%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities or use of proceeds were reported during the period - **No information reported**[89](index=89&type=chunk) [Other Information](index=36&type=section&id=Item%205.%20Other%20Information) No other information was reported for this item - **No information reported**[89](index=89&type=chunk) [Exhibits](index=36&type=section&id=Item%206.%20Exhibits) This section lists filed exhibits, including Credit Agreement amendments and CEO/CFO Sarbanes-Oxley certifications - Filed exhibits include the **Third and Fourth Amendments to the Credit Agreement with Whitehawk Finance LLC**[90](index=90&type=chunk) - **Certifications from the Chief Executive Officer and Chief Financial Officer** pursuant to **Sections 302 and 906 of the Sarbanes-Oxley Act** are included as exhibits[90](index=90&type=chunk)

Financial Data and Key Metrics Changes - For Q1 2023, the company reported revenues of $41.2 million, a decrease of 18.6% compared to $50.6 million in Q1 2022, primarily due to softer demand and foreign exchange rate changes [60][50] - Gross profit for Q1 2023 was $15.1 million, with a gross profit margin of 36.8%, an increase of 1,190 basis points from the previous year [12][50] - The company reported a net loss of $2.9 million for Q1 2023, an improvement from a net loss of $4.9 million in Q1 2022 [43][62] - Adjusted EBITDA for Q1 2023 was $3.3 million, up from $1.2 million in Q1 2022, reflecting a 171% increase [50][62] Business Line Data and Key Metrics Changes - Hardware accounted for approximately 90% of total revenues in Q1 2023, with flat panel displays making up about 69% of that [84] - The company has seen a significant increase in gross profit margins, driven by lower manufacturing and freight costs, with expectations of maintaining margins above 30% in the near term [15][70] Market Data and Key Metrics Changes - Order intake in Q1 was $41.5 million, down 35% year-on-year, with 50% from the U.S., 47% from EMEA, and 3% from Asia-Pac [22] - Despite the decline in order intake, the company increased its market share in the U.S. from 5.3% to 7% and in EMEA from 5.6% to 6.2% year-on-year [22] Company Strategy and Development Direction - The company aims for modest single-digit revenue growth for the full year 2023, with expectations for stronger performance in the second half of the year [33][16] - The company is focusing on enhancing its product suite and has launched new products, including LED video walls and collaboration solutions [36][55] - There is a strategic emphasis on expanding into the corporate market, particularly in Germany, where margins are higher [40] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in returning to revenue growth in the second half of the year, citing significant government funds available for education technology solutions [52][41] - The company anticipates increased order activity in Q3 and Q4, driven by pent-up demand following a slowdown in the first half of the year [65][90] Other Important Information - The company has a strong balance sheet with $11 million in cash and $62 million in working capital as of March 31, 2023 [33][44] - The company is considering a reverse stock split to maintain its NASDAQ listing due to stock price challenges [53][134] Q&A Session Summary Question: What gives confidence in achieving single-digit revenue growth despite a decline in orders? - Management indicated that there is significant activity in the pipeline, especially in the U.S., and expects school districts to start ordering soon, likely in Q3 and Q4 [90][121] Question: Are tenders actual orders or RFPs? - Tenders are larger projects where school districts request bids from several vendors, and the company is seeing an increase in these opportunities [92][90] Question: What is the outlook for gross profit margins? - Management expects gross profit margins to remain above 30%, although they may come down from the current high levels due to competitive pricing pressures [70][94] Question: What is the status of the company's partnerships, particularly with Bluum? - The company maintains a significant relationship with Bluum, which was its second-largest partner in Q1, and is actively working on numerous bids with them [138][139] Question: Why is the company requesting an increase in the share incentive plan? - The increase is to ensure there are enough shares available to meet future needs, not necessarily to issue them immediately [112][113]

PART I. Financial Information [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for Q1 2023, detailing operations, balance sheets, equity, and cash flows with explanatory notes [Unaudited Condensed Consolidated Financial Statements](index=3&type=section&id=Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Key financial statements for Q1 2023 show a net loss of $2.9 million, total assets of $179.6 million, and improved operating cash flow Condensed Consolidated Statements of Operations | Financial Metric | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | Revenues, net | $41,189 | $50,603 | | Gross profit | $15,148 | $12,616 | | Loss from operations | ($180) | ($3,454) | | Net loss | ($2,924) | ($4,856) | | Net loss per common share | ($0.04) | ($0.07) | Condensed Consolidated Balance Sheets | Balance Sheet Item | March 31, 2023 (in thousands) | December 31, 2022 (in thousands) | | :--- | :--- | :--- | | Cash | $11,274 | $14,591 | | Total Assets | $179,562 | $195,395 | | Total Liabilities | $101,292 | $114,993 | | Total Stockholders' Equity | $49,761 | $51,893 | Condensed Consolidated Statements of Cash Flows | Cash Flow Activity | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | Net cash used in operating activities | ($1,903) | ($5,423) | | Net cash used in investing activities | ($81) | ($526) | | Net cash used in financing activities | ($987) | ($912) | | Net decrease in cash | ($3,317) | ($6,673) | [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Detailed notes explain segment reorganization, disaggregated revenue, debt structure, equity instruments, and stock compensation plans - Effective January 1, 2023, the Company changed its segment reporting to align with geographic markets, now organized into three reportable segments: EMEA (Europe, Middle East and Africa), Americas (North and Central America), and Rest of World[19](index=19&type=chunk)[72](index=72&type=chunk) Disaggregated Revenue | Revenue Type | Three Months Ended March 31, 2023 (in thousands) | Three Months Ended March 31, 2022 (in thousands) | | :--- | :--- | :--- | | **Product Revenues** | | | | Hardware | $38,217 | $47,294 | | Software | $464 | $1,519 | | **Service Revenues** | | | | Professional services | $382 | $355 | | Maintenance and subscription | $2,126 | $1,435 | | **Total** | **$41,189** | **$50,603** | - As of March 31, 2023, the aggregate amount of contractual transaction prices allocated to remaining performance obligations was **$24.1 million**. The Company expects to recognize **34%** of this amount as revenue over the next twelve months[29](index=29&type=chunk) - On February 14, 2023, the Board of Directors approved a share repurchase program authorizing the company to purchase up to **$15.0 million** of its Class A common stock, expiring on January 26, 2027[88](index=88&type=chunk) Segment Performance | Segment | Revenue, net (Q1 2023, in thousands) | Income (Loss) from Operations (Q1 2023, in thousands) | | :--- | :--- | :--- | | Americas | $21,066 | ($147) | | EMEA | $23,955 | ($401) | | Rest of World | $1,323 | $408 | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2023 financial results, highlighting an 18.6% revenue decrease, improved gross margin, and a narrowed net loss Key Financial Metrics | Metric | Three Months Ended March 31, 2023 (in millions) | Three Months Ended March 31, 2022 (in millions) | | :--- | :--- | :--- | | **Revenues** | $41.2 | $50.6 | | **Gross Profit** | $15.1 | $12.6 | | **Gross Profit Margin** | 36.8% | 24.9% | | **Net Loss** | ($2.9) | ($4.9) | - The increase in gross profit and margin was primarily driven by a decrease in manufacturing and shipping costs compared to the prior year's first quarter[157](index=157&type=chunk) Adjusted EBITDA Reconciliation | Reconciliation Item (in thousands) | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :--- | :--- | :--- | | Net loss | ($2,924) | ($4,856) | | EBITDA | $1,837 | ($304) | | **Adjusted EBITDA** | **$3,315** | **$1,222** | - As of March 31, 2023, the company had cash and cash equivalents of **$11.3 million** and a working capital balance of **$61.6 million**. Net cash used in operating activities improved to **$1.9 million** from **$5.4 million** in the prior-year period[137](index=137&type=chunk) [Item 3. Quantitative and Qualitative Disclosure About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosure%20About%20Market%20Risk) This disclosure is not required as the company qualifies as a smaller reporting company - As a "smaller reporting company," this disclosure is not required[171](index=171&type=chunk) [Item 4. Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not effective as of March 31, 2023, due to previously identified material weaknesses - Management concluded that disclosure controls and procedures were not effective as of the end of the period covered by this report, due to material weaknesses described in the 2022 Annual Report on Form 10-K[172](index=172&type=chunk) - There were no changes made in the internal controls over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[172](index=172&type=chunk) PART II. Other Information [Item 1. Legal Proceedings](index=32&type=section&id=Item%201.%20Legal%20Proceedings) The company is not currently involved in any material legal proceedings that would adversely affect its financial position or operations - The Company is not currently involved in any material legal proceedings and does not expect pending matters to have a material adverse effect on its consolidated financial position or results of operations[143](index=143&type=chunk) [Item 1A. Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) This section refers to existing risk factors and introduces a new one concerning unstable market and economic conditions - A new risk factor has been added concerning unstable market and economic conditions. It highlights that disruptions in global credit and financial markets, including recent bank closures, could adversely affect the company's business, access to liquidity, and ability to secure financing[165](index=165&type=chunk) [Other Items (Items 2, 3, 4, 5)](index=32&type=section&id=Other%20Items%20(Items%202,%203,%204,%205)) This section confirms no unregistered equity sales, no defaults on senior securities, and no mine safety disclosures during the period - The company reported "None" for Item 2 (Unregistered Sales of Equity Securities and Use of Proceeds) and Item 5 (Other Information), and "Not Applicable" for Item 3 (Defaults Upon Senior Securities) and Item 4 (Mine Safety Disclosures)[165](index=165&type=chunk) [Item 6. Exhibits](index=33&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the quarterly report, including credit agreements, preferred stock designations, and officer certifications - The report lists all exhibits filed, including corporate governance documents, forms of securities, a third amendment to the credit agreement with Whitehawk, and officer certifications[166](index=166&type=chunk)

Part I [Business Overview](index=4&type=section&id=Item%201.%20Business) Boxlight Corporation is a technology company providing interactive solutions for the global education market, expanding into enterprise and government sectors through strategic acquisitions and integrated offerings - Boxlight Corporation's core business involves developing, selling, and maintaining interactive solutions for the global education market, actively expanding into enterprise and government sectors[106](index=106&type=chunk)[392](index=392&type=chunk)[417](index=417&type=chunk) - The company's product portfolio includes interactive and non-interactive flat panel displays, LED video walls, media players, classroom audio and campus communication systems, cameras, other peripherals, STEM products (3D printing, robotics, portable science labs), and integrated classroom software suites[106](index=106&type=chunk)[392](index=392&type=chunk)[417](index=417&type=chunk) - Company solutions have been sold in over 70 countries, covering more than **1.5 million** classrooms and meeting spaces, distributed through over **1,000** global reseller partners[106](index=106&type=chunk)[392](index=392&type=chunk)[417](index=417&type=chunk) - The company achieves growth through acquisitions of companies with complementary products, technology, industry expertise, or geographic reach, aiming to improve economies of scale, bargaining power, and market penetration[396](index=396&type=chunk)[397](index=397&type=chunk)[446](index=446&type=chunk) - Recent acquisitions include FrontRow Calypso LLC (December 31, 2021, classroom and campus communication solutions), Interactive Concepts BV (March 23, 2021, interactive technology distributor), and Sahara Holdings Ltd. (September 24, 2020, Clevertouch brand manufacturer)[21](index=21&type=chunk)[90](index=90&type=chunk)[112](index=112&type=chunk)[113](index=113&type=chunk)[395](index=395&type=chunk)[445](index=445&type=chunk) - The global interactive education technology industry is undergoing significant transformation, with technology's importance in education growing, sustained investment in education, and a booming e-learning market[97](index=97&type=chunk)[99](index=99&type=chunk)[100](index=100&type=chunk) - The US display market is projected to reach **$37 billion** in 2022, increasing to **$49 billion** by 2026; the global display market is estimated at approximately **$10.5 trillion** in 2022. The enterprise sector is growing faster than education, expected to account for **47%** of the global display market by 2026[122](index=122&type=chunk) - The e-learning market is projected to generate **$65.41 billion** in revenue by 2023, with a compound annual growth rate of **7.07%**, primarily driven by cloud infrastructure, P2P learning, and mobile AR/VR[102](index=102&type=chunk)[154](index=154&type=chunk) - Boxlight's 'Connected Classroom™' solutions (hardware, software, content, and professional development) position it as a leader in the global education technology market, supported by strong brands, operations, supply chain, and global technical support[123](index=123&type=chunk) - The company's product portfolio includes: front-of-class displays (Clevertouch, Mimio series), classroom audio and campus communication (Juno, EzRoom, Conductor), STEM products (Mimio MyBot, Robo3D, MyStemKits), educational software (MimioStudio, OKTOPUS, MimioConnect), and peripherals and accessories[128](index=128&type=chunk)[129](index=129&type=chunk)[155](index=155&type=chunk)[156](index=156&type=chunk)[169](index=169&type=chunk)[172](index=172&type=chunk)[174](index=174&type=chunk)[207](index=207&type=chunk)[208](index=208&type=chunk) - The company centrally manages its business through an ERP system, integrating accounting and customer relationship management systems to enhance information sharing and decision-making efficiency[188](index=188&type=chunk)[212](index=212&type=chunk) - Logistics are provided through global third-party logistics (3PL) partners, while contract manufacturing is performed by ODM/OEM partners in the US, Taiwan, China, and Germany[213](index=213&type=chunk)[236](index=236&type=chunk) - Technical support centers are located in Atlanta, London, and Belfast, aiming to resolve over **60%** of customer service calls immediately with professional technicians[190](index=190&type=chunk)[237](index=237&type=chunk) - Sales and marketing teams consist of account managers worldwide, selling through an indirect channel distribution model and over **800** reseller partners[214](index=214&type=chunk)[238](index=238&type=chunk) - EOS Education provides differentiated, hands-on, teacher-centric professional development training, integrated with student contexts, to ensure effective use of technology tools by educators[185](index=185&type=chunk)[186](index=186&type=chunk)[187](index=187&type=chunk)[211](index=211&type=chunk)[233](index=233&type=chunk)[234](index=234&type=chunk)[235](index=235&type=chunk) Employee Distribution (as of December 31, 2022) | Category | Number of Employees | | :--------------- | :------------------ | | Operations | 44 | | Sales & Marketing| 98 | | Administration | 45 | | **Total** | **187** | [Risk Factors](index=18&type=section&id=Item%201A.%20Risk%20Factors) Boxlight faces high risks from global economic instability, cybersecurity threats, customer retention, cash flow management, intense competition, acquisition integration, and the need for continuous product innovation, alongside challenges in international operations and intellectual property protection - Adverse global economic or political conditions, including the Russia-Ukraine conflict, COVID-19 pandemic, inflation, and banking system instability, could negatively impact the company's business, financial condition, and operating results[224](index=224&type=chunk)[225](index=225&type=chunk)[280](index=280&type=chunk)[587](index=587&type=chunk) - Increased risk of cybersecurity incidents could lead to operational disruptions, reputational damage, and significant costs[281](index=281&type=chunk)[308](index=308&type=chunk)[331](index=331&type=chunk) - Approximately **80%** of the company's revenue is derived from interactive display product sales, and a decline in demand would severely impact revenue[230](index=230&type=chunk)[256](index=256&type=chunk) - Business is subject to seasonal fluctuations in the education market's purchasing cycles, leading to volatility in quarterly operating results and working capital[257](index=257&type=chunk)[284](index=284&type=chunk) - Intense industry competition and rapid product updates, coupled with competitors potentially having greater resources, could lead to price wars, reduced profit margins, or loss of market share[240](index=240&type=chunk)[260](index=260&type=chunk)[288](index=288&type=chunk)[289](index=289&type=chunk) - The company's success depends on continuous product innovation and timely introduction of competitive new technologies and products; failure to do so could result in inventory obsolescence and reduced working capital[262](index=262&type=chunk)[263](index=263&type=chunk)[264](index=264&type=chunk)[291](index=291&type=chunk)[293](index=293&type=chunk) - Expansion into overseas markets faces challenges such as pricing pressure, long sales cycles, and demand for customized solutions; growth in enterprise and government markets remains uncertain[265](index=265&type=chunk)[267](index=267&type=chunk)[268](index=268&type=chunk)[269](index=269&type=chunk)[294](index=294&type=chunk)[295](index=295&type=chunk)[296](index=296&type=chunk)[297](index=297&type=chunk) - High reliance on third-party suppliers for all products and components poses risks from supply chain disruptions, long lead times, and lack of written agreements[270](index=270&type=chunk)[300](index=300&type=chunk) - Complex products may contain design defects or software errors, leading to decreased market acceptance, warranty claims, and reputational damage[319](index=319&type=chunk)[320](index=320&type=chunk)[342](index=342&type=chunk)[343](index=343&type=chunk) - Intellectual property protection (patents, copyrights, trademarks, trade secrets) is crucial but uncertain, facing risks of independent development, unauthorized disclosure, and infringement claims[321](index=321&type=chunk)[322](index=322&type=chunk)[344](index=344&type=chunk)[345](index=345&type=chunk)[346](index=346&type=chunk)[348](index=348&type=chunk)[365](index=365&type=chunk) [Unresolved Staff Comments](index=33&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company currently has no unresolved staff comments - No unresolved staff comments[360](index=360&type=chunk) [Properties](index=33&type=section&id=Item%202.%20Properties) Boxlight's corporate headquarters are in Duluth, Georgia, with additional offices and warehouses across the US and Europe supporting global operations - The company's headquarters are in Duluth, Georgia, with approximately **12,000 square feet** of office space and a monthly rent of approximately **$23,000**[378](index=378&type=chunk) - Warehouse space is leased in Lawrenceville, Georgia, with a monthly rent of approximately **$13,000**[378](index=378&type=chunk) - Sales, marketing, technical support, and service offices are located in the US (Scottsdale, Utica) and Europe (Dartford, London, Leeds, Livingston, Belfast, Apeldoorn, Anzexheim, Helsinki, Oskarshamn, Düsseldorf)[361](index=361&type=chunk) [Legal Proceedings](index=33&type=section&id=Item%203.%20Legal%20Proceedings) As of the report date, Boxlight Corporation is not involved in any material pending or threatened legal or governmental proceedings - As of the report date, the company has no material pending or threatened legal or governmental proceedings[379](index=379&type=chunk)[403](index=403&type=chunk)[795](index=795&type=chunk) [Mine Safety Disclosures](index=33&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable - This item is not applicable[362](index=362&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=33&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) Boxlight's common stock has traded on Nasdaq since November 2017, with **74,774,556** shares outstanding held by **378** record holders as of March 13, 2023, and the company plans to reinvest earnings, having never paid cash dividends - The company's common stock has traded on the Nasdaq Capital Market under the ticker 'BOXL' since November 30, 2017[381](index=381&type=chunk) - As of March 13, 2023, the company had **378** record holders of common stock and **74,774,556** shares of common stock outstanding[69](index=69&type=chunk)[382](index=382&type=chunk) - The company has never paid cash dividends and does not intend to do so in the foreseeable future, planning to use all surplus cash for business operations and expansion[357](index=357&type=chunk)[375](index=375&type=chunk)[404](index=404&type=chunk) - The company has two shareholder-approved equity incentive plans from 2014 and 2021 for issuing Class A common stock to directors, officers, employees, and consultants; approximately **2.3 million** shares were available for issuance under the 2021 plan as of December 31, 2022[384](index=384&type=chunk)[387](index=387&type=chunk)[405](index=405&type=chunk) - Recently, **528,169** shares of Class A common stock and warrants to purchase **2,043,291** shares of Class A common stock (exercise price adjusted to **$1.10** per share, increasing shares to **3,715,075**) were issued to WhiteHawk[220](index=220&type=chunk)[385](index=385&type=chunk)[408](index=408&type=chunk) - For the Sahara acquisition, **1,586,620** shares of Series B preferred stock (fair value **$16.5 million**) and **1,320,850** shares of Series C preferred stock (fair value **$12.4 million**) were issued[386](index=386&type=chunk) Equity Incentive Plan Information (as of December 31, 2022) | Plan Category | Number of Securities to be Issued (Options, Warrants, and Rights) | Weighted-Average Exercise Price of Securities to be Issued | Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans | | :----------------------------------------- | :------------------------------------------------ | :--------------------------------------- | :----------------------------------------------------------- | | Equity compensation plans approved by security holders | 5,383,586 | | 2,293,933 | | Equity compensation plans not approved by security holders | 983,321 | | - | | **Total** | **6,366,907** | **$1.61** | **2,293,933** | [Reserved](index=35&type=section&id=Item%206.%20%5BReserved%5D) This item is reserved with no specific information - This item is reserved[81](index=81&type=chunk)[390](index=390&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=35&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's discussion and analysis of Boxlight's financial condition and operating results, highlighting growth through acquisitions, significant revenue increase, improved gross margin, reduced net loss, and positive operating cash flow in 2022 - This section presents management's discussion and analysis of the company's financial condition and operating results, including forward-looking statements, noting that historical performance is not indicative of future results[391](index=391&type=chunk)[414](index=414&type=chunk) - The company's core business is developing, selling, and maintaining interactive solutions for global education, enterprise, and government markets, with a growth strategy focused on acquisitions to achieve economies of scale, reduce costs, and expand market reach[392](index=392&type=chunk)[396](index=396&type=chunk)[397](index=397&type=chunk)[417](index=417&type=chunk)[420](index=420&type=chunk)[446](index=446&type=chunk) - Revenue recognition follows ASC Topic 606, with product revenue recognized when control transfers (typically upon shipment) and service revenue recognized proportionally over the service period[34](index=34&type=chunk)[474](index=474&type=chunk)[475](index=475&type=chunk)[476](index=476&type=chunk)[502](index=502&type=chunk)[504](index=504&type=chunk)[505](index=505&type=chunk)[575](index=575&type=chunk) - Cost of revenues includes procurement costs for components and finished goods, freight, duties, professional development training costs, warranty repair costs, and inventory write-downs[399](index=399&type=chunk)[423](index=423&type=chunk)[448](index=448&type=chunk) - Gross margin is influenced by product, channel, and geographic revenue mix, product costs, component/supplier pricing, foreign exchange, and shipping costs[424](index=424&type=chunk)[449](index=449&type=chunk) - Operating expenses are categorized into research and development (primarily personnel, prototype, design, and product certification costs) and general and administrative expenses (personnel, professional services, facilities, IT, depreciation, amortization, etc.)[427](index=427&type=chunk)[450](index=450&type=chunk)[451](index=451&type=chunk)[614](index=614&type=chunk) - Other income (expense) primarily includes interest expense on debt financing, gains or losses on settlement of debt and accounts payable, and changes in the fair value of derivative liabilities[428](index=428&type=chunk)[452](index=452&type=chunk) - Income tax expense is affected by tax laws and rates in multiple jurisdictions, including the US, UK, Mexico, Sweden, Finland, Netherlands, and Germany[428](index=428&type=chunk)[453](index=453&type=chunk)[615](index=615&type=chunk) Summary of Operating Results (in thousand USD, except per share amounts) | Metric | 2022 (thousand USD) | 2021 (thousand USD) | | :------------------------------------------ | :------------------ | :------------------ | | Net revenues | $221,781 | $185,177 | | Cost of revenues | 156,913 | 138,652 | | **Gross profit** | **64,868** | **46,525** | | General and administrative expenses | 59,337 | 47,270 | | Research and development | 2,482 | 1,826 | | **Total operating expenses** | **61,819** | **49,096** | | **Income (loss) from operations** | **3,049** | **(2,571)** | | Interest expense, net | (9,923) | (3,382) | | Other expense, net | (267) | (20) | | Gain (loss) on settlement of liabilities, net | 856 | (4,532) | | Change in fair value of derivative liabilities | 2,591 | 13 | | **Total other expenses** | **(6,743)** | **(7,921)** | | **Loss before income taxes** | **(3,694)** | **(10,492)** | | Income tax expense | (49) | (3,310) | | **Net loss** | **(3,743)** | **(13,802)** | | Net loss attributable to common stockholders | $(5,012) | $(14,704) | | Net loss per common share – basic and diluted | $(0.07) | $(0.23) | | Weighted average number of common shares outstanding – basic and diluted (in thousands) | 69,153 | 58,849 | EBITDA and Adjusted EBITDA Reconciliation (in thousand USD) | Metric | 2022 (thousand USD) | 2021 (thousand USD) | | :------------------------------------------ | :------------------ | :------------------ | | Net loss | $(3,743) | $(13,802) | | Depreciation and amortization | 9,129 | 7,177 | | Interest expense | 9,923 | 3,382 | | Income tax expense | 49 | 3,310 | | **EBITDA** | **15,358** | **67** | | Stock-based compensation expense | 3,313 | 4,060 | | Change in fair value of derivative liabilities | (2,591) | (13) | | Purchase accounting impact of fair value inventory | 1,496 | 60 | | Purchase accounting impact of fair value deferred revenue | 2,229 | 2,980 | | Net gain (loss) on settlement of liabilities | (856) | 4,940 | | **Adjusted EBITDA** | **18,949** | **12,094** | - As of December 31, 2022, the company's cash and cash equivalents were **$14.6 million**, working capital was **$62.8 million**, and the current ratio was **2.29**, showing improvement from 2021[16](index=16&type=chunk)[437](index=437&type=chunk) - Net cash provided by operating activities was **$1.2 million** in 2022, compared to net cash used of **$2.3 million** in 2021, primarily due to increased operating income in 2022[19](index=19&type=chunk)[488](index=488&type=chunk) - The company primarily uses WhiteHawk credit financing for the FrontRow acquisition and to repay existing debt; in 2022, **$10.4 million** in principal and **$8.3 million** in interest were repaid to WhiteHawk[219](index=219&type=chunk)[490](index=490&type=chunk)[669](index=669&type=chunk) Debt Maturity Schedule (in thousand USD) | Year | Amount (thousand USD) | | :--- | :-------------------- | | 2023 | $2,680 | | 2024 | 2,681 | | 2025 | 44,672 | | 2026 | — | | 2027 | — | | **Total** | **$50,033** | - The company has no significant off-balance sheet arrangements[500](index=500&type=chunk) - Key accounting policies and estimates include revenue recognition, business acquisitions, goodwill and intangible assets, stock-based compensation, and derivative warrant liabilities, all involving significant management judgment and assumptions[501](index=501&type=chunk)[502](index=502&type=chunk)[64](index=64&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=46&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This item is not applicable as the company is a smaller reporting company - This item is not applicable as the company is a smaller reporting company[482](index=482&type=chunk)[542](index=542&type=chunk) [Financial Statements and Supplementary Data](index=47&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents Boxlight Corporation's audited consolidated financial statements, including balance sheets, statements of operations and comprehensive loss, changes in stockholders' equity, and cash flows for 2021 and 2022, with FORVIS, LLP issuing an unqualified opinion while noting key audit matters - FORVIS, LLP (formerly Dixon Hughes Goodman LLP) issued an unqualified opinion on the company's consolidated financial statements as of December 31, 2022, and 2021, stating they are fairly presented in all material respects in accordance with US GAAP[8](index=8&type=chunk)[514](index=514&type=chunk)[544](index=544&type=chunk) - Key audit matters include: 1) fair value of liability-classified warrants (due to subjectivity and measurement uncertainty of unobservable inputs); 2) classification of warrants (due to complexity in identifying relevant features and obligations); and 3) goodwill impairment assessment (due to measurement uncertainty in determining the fair value of reporting unit equity)[11](index=11&type=chunk)[12](index=12&type=chunk)[14](index=14&type=chunk)[515](index=515&type=chunk)[516](index=516&type=chunk)[517](index=517&type=chunk)[519](index=519&type=chunk)[546](index=546&type=chunk)[548](index=548&type=chunk)[550](index=550&type=chunk) Consolidated Balance Sheets (in thousand USD, except share and per share amounts) | ASSETS | Dec 31, 2022 (thousand USD) | Dec 31, 2021 (thousand USD) | | :------------------------------------------ | :-------------------------- | :-------------------------- | | Cash and cash equivalents | $14,591 | $17,938 | | Accounts receivable – trade, net | 31,009 | 29,573 | | Inventories, net | 58,211 | 51,591 | | Prepaid expenses and other current assets | 7,433 | 9,444 | | **Total current assets** | **111,244** | **108,546** | | Property and equipment, net | 1,733 | 1,073 | | Operating lease right of use asset | 4,350 | — | | Intangible assets, net | 52,579 | 65,532 | | Goodwill | 25,092 | 26,037 | | Other assets | 397 | 248 | | **Total assets** | **$195,395** | **$201,436** | | LIABILITIES AND STOCKHOLDERS' EQUITY | | | | Accounts payable and accrued expenses | $36,566 | $33,638 | | Short-term debt | 845 | 9,804 | | Operating lease liabilities, current | 1,898 | — | | Deferred revenues, current | 8,308 | 7,575 | | Derivative liabilities | 472 | 3,064 | | Other short-term liabilities | 386 | 667 | | **Total current liabilities** | **48,475** | **54,748** | | Deferred revenues, non-current | 15,603 | 13,952 | | Long-term debt | 43,778 | 42,137 | | Deferred tax liabilities, net | 4,680 | 8,449 | | Operating lease liabilities, non-current | 2,457 | — | | Other long-term liabilities | — | 340 | | **Total liabilities** | **114,993** | **119,626** | | Preferred Series B mezzanine equity | 16,146 | 16,146 | | Preferred Series C mezzanine equity | 12,363 | 12,363 | | **Total mezzanine equity** | **28,509** | **28,509** | | Common stock | 7 | 6 | | Additional paid-in capital | 117,843 | 110,867 | | Accumulated deficit | (65,043) | (61,300) | | Accumulated other comprehensive (loss) income | (914) | 3,728 | | **Total stockholders' equity** | **51,893** | **53,301** | | **Total liabilities and stockholders' equity** | **$195,395** | **$201,436** | Consolidated Statements of Operations and Comprehensive Loss (in thousand USD, except per share amounts) | Metric | 2022 (thousand USD) | 2021 (thousand USD) | | :------------------------------------------ | :------------------ | :------------------ | | Revenues, net | $221,781 | $185,177 | | Cost of revenues | 156,913 | 138,652 | | **Gross profit** | **64,868** | **46,525** | | General and administrative expenses | 59,337 | 47,270 | | Research and development | 2,482 | 1,826 | | **Total operating expense** | **61,819** | **49,096** | | **Income (loss) from operations** | **3,049** | **(2,571)** | | Interest expense, net | (9,923) | (3,382) | | Other expense, net | (267) | (20) | | Gain (loss) on settlement of liabilities, net | 856 | (4,532) | | Change in fair value of derivative liabilities | 2,591 | 13 | | **Total other expense** | **(6,743)** | **(7,921)** | | **Loss before income taxes** | **(3,694)** | **(10,492)** | | Income tax expense | (49) | (3,310) | | **Net loss** | **(3,743)** | **(13,802)** | | Fixed dividends - Series B Preferred | (1,269) | (1,269) | | Deemed contribution - Series B Preferred | — | 367 | | **Net loss attributable to common stockholders** | **$(5,012)** | **$(14,704)** | | Foreign currency translation adjustment | (4,642) | (1,464) | | **Total comprehensive loss** | **$(8,385)** | **$(15,266)** | | Net loss per common share – basic and diluted (USD) | $(0.07) | $(0.23) | | Weighted average number of common shares outstanding – basic and diluted (in thousands) | 69,153 | 58,849 | Consolidated Statements of Cash Flows (in thousand USD) | Cash Flows from Operating Activities | 2022 (thousand USD) | 2021 (thousand USD) | | :------------------------------------------ | :------------------ | :------------------ | | Net loss | $(3,743) | $(13,802) | | Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | | | | Amortization of debt discount and issuance cost | 2,158 | 2,132 | | Bad debt expense | 266 | 425 | | (Gain) loss on settlement of liabilities | (856) | 3,345 | | Changes in deferred tax assets and liabilities | (3,776) | 788 | | Change in allowance for sales returns and volume rebate | 316 | 1,145 | | Change in inventory reserve | (68) | 250 | | Change in fair value of derivative liability | (2,591) | (13) | | Shares issued for interest payment on notes payable | — | 617 | | Stock compensation expense | 3,313 | 4,060 | | Depreciation and amortization | 9,129 | 7,175 | | Change in right of use assets and lease liabilities | 8 | — | | Changes in operating assets and liabilities: | | | | Accounts receivable – trade | (3,800) | (6,427) | | Inventories | (10,272) | (20,998) | | Prepaid expenses and other current assets | 1,602 | (2,470) | | Other assets | (161) | (158) | | Accounts payable and accrued expenses | 5,756 | 17,948 | | Other short-term liabilities | 256 | 344 | | Deferred revenues | 3,965 | 4,318 | | Other liabilities | (312) | (1,009) | | **Net cash provided by (used in) operating activities** | **$1,190** | **$(2,330)** | | Cash Flows from Investing Activities: | | | | Asset acquisition | (100) | (33,604) | | Cash paid to settle earnout obligations | — | (119) | | Purchases of furniture and fixtures, net | (1,106) | (285) | | **Net cash used in investing activities** | **$(1,206)** | **$(34,008)** | | Cash Flows from Financing Activities: | | | | Net proceeds from issuance of common stock and warrants, net of issuance costs | 4,700 | — | | Proceeds from issuances of short-term debt | — | 54,225 | | Proceeds from exercise of options and warrants | — | — | | Principal payments on debt | (11,141) | (66,912) | | Discount on notes payable | — | (500) | | Proceeds from long term debt | 2,500 | 58,500 | | Debt issuance costs | — | (3,324) | | Payments of fixed dividends to Series B Preferred stockholders | (1,269) | (1,269) | | Proceeds from issuance of common stock | 84 | 428 | | Other Share based payments | — | — | | **Net cash (used in) provided by financing activities** | **$(5,126)** | **$41,148** | | Effect of foreign currency exchange rates | 1,795 | (332) | | **Net (decrease) increase in cash and cash equivalents** | **$(3,347)** | **$4,478** | | Cash and cash equivalents, beginning of the period | 17,938 | 13,460 | | **Cash and cash equivalents, end of the period** | **$14,591** | **$17,938** | | Supplemental cash flow disclosures: | | | | Cash paid for income taxes | $1,615 | $1,476 | | Cash paid for interest | $8,342 | $1,497 | | Non-cash investing and financing transactions: | | | | Shares issued to settle accounts payable | — | 1,626 | | Shares issued for closing fees related to outstanding notes payable – Lind Global | — | 17,454 | | Exercise of warrants | — | 350 | | Shares issued for asset acquisition | 150 | 403 | [Changes In and Disagreements with Accountants on Accounting and Financial Disclosure](index=49&type=section&id=Item%209.%20Changes%20In%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) Boxlight's independent registered public accounting firm, Dixon Hughes Goodman LLP, merged with BKD, LLP to form FORVIS, LLP in June 2022, with no disagreements on accounting principles or audit scope occurring before or during the merger - Dixon Hughes Goodman LLP (DHG) merged with BKD, LLP to form FORVIS, LLP, effective June 1, 2022, becoming the company's new independent registered public accounting firm[800](index=800&type=chunk) - During the two most recent fiscal years and through June 2, 2022, no 'disagreements' occurred between the company and DHG regarding accounting principles, financial statement disclosures, or audit scope[801](index=801&type=chunk)[828](index=828&type=chunk)[829](index=829&type=chunk) [Controls and Procedures](index=49&type=section&id=Item%209A.%20Controls%20and%20Procedures) As of December 31, 2022, Boxlight management assessed its disclosure controls and procedures and internal control over financial reporting as ineffective due to insufficient financial transaction review and lack of process documentation for monitoring controls, yet believes the financial statements are fairly presented - As of December 31, 2022, the company's management assessed its disclosure controls and procedures as ineffective due to material weaknesses in internal control over financial reporting[804](index=804&type=chunk) - Management believes that despite the material weaknesses, the consolidated financial statements in this report fairly present the company's financial position, results of operations, and cash flows in all material respects in accordance with US GAAP[831](index=831&type=chunk) - Material weaknesses in internal control include: insufficient review of certain financial transactions (non-preparer review) and lack of process documentation for accounting and financial reporting monitoring controls[809](index=809&type=chunk)[833](index=833&type=chunk) - No significant changes in the company's internal control over financial reporting occurred during the three months ended December 31, 2022[810](index=810&type=chunk)[849](index=849&type=chunk) [Other Information](index=50&type=section&id=Item%209B.%20Other%20Information) This item is not applicable - This item is not applicable[835](index=835&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=50&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) This item is not applicable - This item is not applicable[850](index=850&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=51&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) The information required for this item will be incorporated by reference into the company's definitive proxy statement for its 2023 Annual Meeting of Stockholders - This information will be incorporated by reference into the company's definitive proxy statement for its 2023 Annual Meeting of Stockholders[600](index=600&type=chunk)[812](index=812&type=chunk)[836](index=836&type=chunk) [Executive Compensation](index=51&type=section&id=Item%2011.%20Executive%20Compensation) The information required for this item will be incorporated by reference into the company's definitive proxy statement for its 2023 Annual Meeting of Stockholders - This information will be incorporated by reference into the company's definitive proxy statement for its 2023 Annual Meeting of Stockholders[600](index=600&type=chunk)[812](index=812&type=chunk)[852](index=852&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=51&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) The information required for this item will be incorporated by reference into the company's definitive proxy statement for its 2023 Annual Meeting of Stockholders - This information will be incorporated by reference into the company's definitive proxy statement for its 2023 Annual Meeting of Stockholders[600](index=600&type=chunk)[813](index=813&type=chunk)[853](index=853&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=51&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) The information required for this item will be incorporated by reference into the company's definitive proxy statement for its 2023 Annual Meeting of Stockholders - This information will be incorporated by reference into the company's definitive proxy statement for its 2023 Annual Meeting of Stockholders[600](index=600&type=chunk)[813](index=813&type=chunk)[837](index=837&type=chunk) [Principal Accountant Fees and Services](index=51&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) The information required for this item will be incorporated by reference into the company's definitive proxy statement for its 2023 Annual Meeting of Stockholders - This information will be incorporated by reference into the company's definitive proxy statement for its 2023 Annual Meeting of Stockholders[600](index=600&type=chunk)[813](index=813&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=52&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists exhibits filed with the 10-K report, including valuation and qualifying accounts schedules for bad debt allowances for 2021 and 2022, alongside corporate charters, preferred stock designations, warrant forms, various acquisition, debt, and employment agreements, and Sarbanes-Oxley certifications and XBRL documents Valuation and Qualifying Accounts Schedule (in thousand USD) | Year Ended December 31, | Balance at Beginning of Period (thousand USD) | Charged to Costs and Expenses (thousand USD) | Charged to Other Accounts (thousand USD) | Deductions (a) (thousand USD) | Balance at End of Period (thousand USD) | | :---------------------- | :------------------------------------ | :----------------------------------- | :------------------------------- | :---------------------------- | :------------------------------ | | 2021 | $473 | $425 | $ - | $493 | $405 | | 2022 | $405 | $239 | $ - | $230 | $414 | - The exhibit list includes corporate charters, preferred stock designation certificates, warrant forms, various agreements related to acquisitions, debt, and employment, as well as Sarbanes-Oxley mandated CEO and CFO certifications and XBRL documents[601](index=601&type=chunk)[602](index=602&type=chunk)[606](index=606&type=chunk)[607](index=607&type=chunk)[840](index=840&type=chunk)[845](index=845&type=chunk)[846](index=846&type=chunk)[854](index=854&type=chunk)[860](index=860&type=chunk) [Form 10-K Summary](index=59&type=section&id=Item%2016.%20Form%2010%E2%80%93K%20Summary) This item is not applicable as the company is a smaller reporting company - This item is not applicable[860](index=860&type=chunk) [Signatures](index=60&type=section&id=SIGNATURES) This report was duly signed by Michael R. Pope, Chairman and Chief Executive Officer, Gregory S. Wiggins, Chief Financial Officer, and other directors of Boxlight Corporation on March 16, 2023 - This report was signed by Michael R. Pope (Chairman and Chief Executive Officer), Gregory S. Wiggins (Chief Financial Officer), and other directors on March 16, 2023[603](index=603&type=chunk)[848](index=848&type=chunk)[861](index=861&type=chunk)

Boxlight Corporation (NASDAQ:BOXL) Q4 2022 Earnings Conference Call March 15, 2023 4:30 PM ET Company Participants Michael Pope - Chairman & Chief Executive Officer Mark Starkey - President Greg Wiggins - Chief Financial Officer Conference Call Participants Brian Kinstlinger - Alliance Global Partners Jack Vander Aarde - Maxim Group Operator Thank you and welcome to the Boxlight Fourth Quarter and Full Year 2022 Earnings Conference Call. By now, everyone should have access to the press release issued this a ...