ClearSign Technologies (CLIR)

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ClearSign Technologies (CLIR) - 2019 Q3 - Quarterly Report
2019-11-13 21:06
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock CLIR The Nasdaq Stock Market LLC FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to __________ ...
ClearSign Technologies (CLIR) - 2019 Q2 - Earnings Call Transcript
2019-08-15 01:54
ClearSign Combustion Corporation (NASDAQ:CLIR) Q2 2019 Results Earnings Conference Call August 14, 2019 5:00 PM ET Company Participants Matthew Selinger - IR Rob Hoffman - Chairman of the Board Jim Deller - CEO Brian Fike - CFO Conference Call Participants Robert Kecseg - Las Colinas Capital Operator Good afternoon, and welcome to the ClearSign Corporation Second Quarter 2019 Conference Call. [Operator Instructions] After today's presentation, there will be an opportunity to ask questions. [Operator Instru ...
ClearSign Technologies (CLIR) - 2019 Q2 - Quarterly Report
2019-08-14 20:09
[PART I FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20FINANCIAL%20INFORMATION) This section presents the unaudited condensed consolidated financial statements and management's discussion and analysis for the period ended June 30, 2019 [Item 1. Condensed Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements) The unaudited condensed consolidated financial statements for Q2 2019 show decreased assets and equity, no sales, an increased net loss, and highlight liquidity risks and a patent impairment [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets decreased to $14.24 million from $18.64 million, and stockholders' equity declined to $12.70 million by June 30, 2019, primarily due to reduced short-term investments and accumulated deficit Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | June 30, 2019 ($) | December 31, 2018 ($) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | 9,657,000 | 8,949,000 | | Short-term investments | 1,988,000 | 6,923,000 | | Total current assets | 12,316,000 | 16,411,000 | | Total Assets | 14,240,000 | 18,637,000 | | **Liabilities & Equity** | | | | Total current liabilities | 1,457,000 | 1,637,000 | | Total Liabilities | 1,536,000 | 1,728,000 | | Total stockholders' equity | 12,704,000 | 16,909,000 | | Total Liabilities and Stockholders' Equity | 14,240,000 | 18,637,000 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The company reported no sales for the six months ended June 30, 2019, resulting in a net loss of $4.76 million, a slight increase from the prior year, though loss per share improved Condensed Consolidated Statements of Operations (Unaudited) | Metric | Three Months Ended June 30, 2019 ($) | Three Months Ended June 30, 2018 ($) | Six Months Ended June 30, 2019 ($) | Six Months Ended June 30, 2018 ($) | | :--- | :--- | :--- | :--- | :--- | | Sales | - | - | - | 530,000 | | Gross profit (loss) | - | (20,000) | (1,000) | 115,000 | | Total operating expenses | 2,447,000 | 2,370,000 | 4,823,000 | 4,783,000 | | Loss from operations | (2,447,000) | (2,390,000) | (4,824,000) | (4,668,000) | | Net loss | (2,426,000) | (2,389,000) | (4,755,000) | (4,667,000) | | Net loss per share | (0.09) | (0.11) | (0.18) | (0.24) | [Condensed Consolidated Statements of Stockholders' Equity](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders%27%20Equity) Stockholders' equity decreased from $16.91 million to $12.70 million by June 30, 2019, primarily due to the $4.76 million net loss for the period - Total stockholders' equity decreased by approximately **$4.2 million** in the first six months of 2019, from **$16,909,000** to **$12,704,000**[15](index=15&type=chunk) - The primary driver of the decrease in equity was the **net loss of $4,755,000** for the six months ended June 30, 2019[12](index=12&type=chunk)[15](index=15&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities was $3.97 million, offset by $4.68 million provided by investing activities, leading to a $0.71 million increase in cash and cash equivalents by June 30, 2019 Cash Flow Summary for the Six Months Ended June 30 (Unaudited) | Cash Flow Activity | 2019 ($) | 2018 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | (3,967,000) | (4,581,000) | | Net cash provided by (used in) investing activities | 4,675,000 | (230,000) | | Net cash provided by financing activities | - | 11,923,000 | | Net increase in cash and cash equivalents | 708,000 | 7,112,000 | | Cash and cash equivalents, end of period | 9,657,000 | 8,359,000 | [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) These notes detail the company's combustion technology business, highlight significant liquidity risks, outline accounting policies, report a $396,000 patent impairment, and describe CEO compensation arrangements - The company's technologies are in field development and have generated nominal revenues to date. Management acknowledges dependence on obtaining additional funding to continue as a going concern[23](index=23&type=chunk) - Revenue is recognized upon project completion when performance obligations related to air emissions and operational performance are satisfied and successfully tested[28](index=28&type=chunk) - An impairment charge of **$396,000** was recorded during the quarter ended June 30, 2019, related to the company's patent portfolio[61](index=61&type=chunk) - The company entered into an employment agreement with a new President and CEO, which includes a **$350,000 annual salary**, inducement stock options, and relocation expense reimbursements[75](index=75&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=19&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the shift to a B2B licensing model for Duplex™ technology, reporting no revenue, decreased R&D, increased G&A due to patent impairment, and asserts sufficient liquidity for the next twelve months [Overview and Business Model](index=19&type=section&id=Overview%20and%20Business%20Model) The company develops Duplex™ combustion technology to improve emissions and efficiency, shifting to a B2B licensing model for its "ClearSign Core™" to major equipment vendors - The company's primary technology, Duplex™, uses a porous ceramic matrix to reduce flame length and achieve very low emissions without requiring external flue gas recirculation or selective catalytic reduction[85](index=85&type=chunk) - The business strategy is to sell its technology business-to-business, similar to a license, to alliance companies that manufacture and deliver the final equipment to customers[97](index=97&type=chunk) [Results of Operations](index=25&type=section&id=Results%20of%20Operations) No revenue was reported for the six months ended June 30, 2019, with operating expenses increasing 1% to $4.82 million due to a $396,000 patent impairment, leading to a 2% higher net loss of $4.76 million Comparison of Operations for the Six Months Ended June 30 | Metric | 2019 ($) | 2018 ($) | Change (%) | | :--- | :--- | :--- | :--- | | Sales | - | 530,000 | -100% | | R&D Expenses | 1,766,000 | 2,153,000 | -18% | | G&A Expenses | 3,057,000 | 2,630,000 | +16% | | Total Operating Expenses | 4,823,000 | 4,783,000 | +1% | | Net Loss | 4,755,000 | 4,667,000 | +2% | - The increase in G&A expenses was mainly due to a review of the patent portfolio which resulted in impairment charges of **$396,000**[120](index=120&type=chunk) [Liquidity and Capital Resources](index=25&type=section&id=Liquidity%20and%20Capital%20Resources) Cash and cash equivalents totaled $9.66 million as of June 30, 2019, deemed sufficient for twelve months of operations, despite a decrease in working capital to $10.86 million due to cash used in operations - The company's cash and cash equivalent balance was **$9,657,000** at June 30, 2019[125](index=125&type=chunk) - Management believes the current cash balance is sufficient to fund operations for at least **twelve months** from the filing date of the report[125](index=125&type=chunk) - Working capital decreased from **$14,774,000** at December 31, 2018, to **$10,859,000** at June 30, 2019, due to funds used in operations and investments[126](index=126&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=27&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the company is exempt from providing quantitative and qualitative disclosures about market risk - As a smaller reporting company, the company is not required to provide quantitative and qualitative disclosures about market risk[133](index=133&type=chunk) [Item 4. Controls and Procedures](index=27&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2019, with no material changes in internal control over financial reporting during the quarter - Management concluded that the company's disclosure controls and procedures were effective as of June 30, 2019[134](index=134&type=chunk) - No material changes in internal control over financial reporting occurred during the quarter ended June 30, 2019[135](index=135&type=chunk) [PART II OTHER INFORMATION](index=28&type=section&id=PART%20II%20OTHER%20INFORMATION) This section provides information on legal proceedings, risk factors, unregistered sales of equity securities, and a list of exhibits [Item 1. Legal Proceedings](index=28&type=section&id=Item%201.%20Legal%20Proceedings) The company is not currently involved in any material legal proceedings that would adversely affect its business, financial condition, or operating results - The company is not aware of any legal proceedings or claims that would have a material adverse effect on its business[139](index=139&type=chunk) [Item 1A. Risk Factors](index=28&type=section&id=Item%201A.%20Risk%20Factors) This section incorporates prior risk factors and introduces a new one concerning potential negative impacts from cybersecurity incidents or technology disruptions on trade secrets and sensitive information - A new risk factor was added regarding cybersecurity incidents, which could lead to business disruption, brand damage, and potential liability from the theft or release of confidential information[141](index=141&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=28&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company issued 2,500 shares of common stock to its investor relations firm on June 30, 2019, for services rendered, valued at $1.44 per share - The company issued **2,500 shares** of common stock to its investor relations firm for services rendered in Q2 2019[142](index=142&type=chunk) [Item 6. Exhibits](index=29&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including CEO/CFO certifications, XBRL data, and incorporates previously filed documents by reference
ClearSign Technologies (CLIR) - 2019 Q1 - Quarterly Report
2019-05-14 20:46
PART I - FINANCIAL INFORMATION [Item 1. Condensed Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements) ClearSign Combustion Corporation reported no sales and a **$2.33 million net loss** in Q1 2019, with total assets decreasing to **$16.49 million** [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets decreased to **$16.49 million** by March 31, 2019, from **$18.64 million** at year-end 2018, driven by a reduction in cash and cash equivalents Condensed Consolidated Balance Sheet Highlights (Unaudited) | Balance Sheet Item | March 31, 2019 (USD) | December 31, 2018 (USD) | | :--- | :--- | :--- | | Cash and cash equivalents | $6,771,000 | $8,949,000 | | Total current assets | $14,232,000 | $16,411,000 | | Total Assets | $16,489,000 | $18,637,000 | | Total current liabilities | $1,532,000 | $1,637,000 | | Total Liabilities | $1,573,000 | $1,728,000 | | Total stockholders' equity | $14,916,000 | $16,909,000 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q1 2019 saw no sales and a **$2.33 million net loss**, compared to **$530,000 in sales** and a **$2.28 million net loss** in Q1 2018 Condensed Consolidated Statements of Operations (Unaudited) | Metric | Three Months Ended March 31, 2019 (USD) | Three Months Ended March 31, 2018 (USD) | | :--- | :--- | :--- | | Sales | $ - | $530,000 | | Gross profit (loss) | $(1,000) | $135,000 | | Total operating expenses | $2,376,000 | $2,413,000 | | Loss from operations | $(2,377,000) | $(2,278,000) | | Net loss | $(2,329,000) | $(2,278,000) | | Net loss per share | $(0.09) | $(0.13) | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities was **$2.02 million** in Q1 2019, with no financing activities, leading to a **$2.18 million decrease** in cash Condensed Consolidated Statements of Cash Flows (Unaudited) | Cash Flow Activity | Three Months Ended March 31, 2019 (USD) | Three Months Ended March 31, 2018 (USD) | | :--- | :--- | :--- | | Net cash used in operating activities | $(2,022,000) | $(1,860,000) | | Net cash used in investing activities | $(156,000) | $(108,000) | | Net cash provided by financing activities | $ - | $11,923,000 | | Net increase (decrease) in cash | $(2,178,000) | $9,955,000 | | Cash and cash equivalents, end of period | $6,771,000 | $11,202,000 | [Notes to Unaudited Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Notes detail combustion technologies, **$61.84 million accumulated losses**, liquidity risks, revenue recognition policies, and a Nasdaq non-compliance notice - The company's primary technologies are Duplex™ and Electrodynamic Combustion Control™ (ECC™), designed to improve combustion system performance and reduce emissions[21](index=21&type=chunk) - The company has incurred losses since inception totaling **$61.84 million** and expects continued operating losses, with growth dependent on obtaining additional funding through various means like equity financing or strategic partnerships[22](index=22&type=chunk) - Revenue is recognized upon project completion when performance obligations related to air emissions and operational performance are satisfied and successfully tested[28](index=28&type=chunk) - On April 17, 2019, the company received a notice from Nasdaq for failing to meet the minimum bid price requirement of **$1.00 per share**, with a deadline of October 14, 2019, to regain compliance[74](index=74&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=18&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Duplex™ technology commercialization, **no Q1 2019 revenue**, a **$2.33 million net loss**, and sufficient liquidity for the next twelve months - The company's primary technology, Duplex™, is being commercialized in markets such as petroleum refining, steam generation (OTSGs), and enclosed flares[81](index=81&type=chunk)[85](index=85&type=chunk) - The business plan includes licensing technology and forming collaborative supply agreements with established OEMs to accelerate market adoption, while also pursuing direct sales[100](index=100&type=chunk) - Management believes current cash and cash equivalents of **$6.77 million** will be sufficient to fund ongoing business activities for at least twelve months from the filing date[119](index=119&type=chunk) [Results of Operations](index=23&type=section&id=Results%20of%20Operations) Q1 2019 reported no sales and a **$2.33 million net loss**, with operating expenses at **$2.38 million**, driven by reduced R&D and increased G&A Comparison of Operations for the Three Months Ended March 31 | Metric | 2019 (USD) | 2018 (USD) | Change (USD) | | :--- | :--- | :--- | :--- | | Sales | $ - | $530,000 | $(530,000) | | Gross Profit (Loss) | $(1,000) | $135,000 | $(136,000) | | R&D Expenses | $902,000 | $1,134,000 | $(232,000) | | G&A Expenses | $1,474,000 | $1,279,000 | $195,000 | | Loss from Operations | $(2,377,000) | $(2,278,000) | $(99,000) | | Net Loss | $(2,329,000) | $(2,278,000) | $(51,000) | [Liquidity and Capital Resources](index=23&type=section&id=Liquidity%20and%20Capital%20Resources) Cash and cash equivalents decreased to **$6.77 million** by March 31, 2019, with **$2.02 million** used in operations, but liquidity is deemed sufficient for twelve months - Cash and cash equivalents totaled **$6.77 million** at March 31, 2019, a decrease from **$8.95 million** at December 31, 2018[119](index=119&type=chunk) - Working capital was **$12.7 million** at the end of Q1 2019, down from **$14.77 million** at the end of 2018, primarily due to funds used in operations[120](index=120&type=chunk) - Net cash used in operating activities was **$2.02 million** for the three months ended March 31, 2019[122](index=122&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=24&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, ClearSign is exempt from providing quantitative and qualitative market risk disclosures - As a smaller reporting company, ClearSign is not required to provide quantitative and qualitative disclosures about market risk[126](index=126&type=chunk) [Item 4. Controls and Procedures](index=24&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2019, with no material changes to internal control - Management concluded that as of March 31, 2019, the company's disclosure controls and procedures are effective[127](index=127&type=chunk) - There were no material changes in internal control over financial reporting during the quarter ended March 31, 2019[128](index=128&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=25&type=section&id=Item%201.%20Legal%20Proceedings) The company is not involved in any legal proceedings expected to materially adversely affect its business or financial condition - The company is not aware of any legal proceedings or claims that would have a material adverse effect on its business[132](index=132&type=chunk) [Item 1A. Risk Factors](index=25&type=section&id=Item%201A.%20Risk%20Factors) A new risk factor highlights potential Nasdaq delisting due to non-compliance with the **$1.00 minimum bid price** requirement by October 14, 2019 - A new risk factor was added regarding the potential delisting from The Nasdaq Capital Market for failing to meet the minimum closing bid price requirement of **$1.00 per share**[134](index=134&type=chunk) - The company was notified of non-compliance on April 17, 2019, and has a 180-day period, until October 14, 2019, to regain compliance[134](index=134&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=25&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) On March 31, 2019, **2,500 common shares** were issued to an investor relations firm for services, valued at **$1.44 per share** - On March 31, 2019, the company issued **2,500 shares of common stock** to its investor relations firm for services provided in Q1 2019[136](index=136&type=chunk) [Item 6. Exhibits](index=26&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with Form 10-Q, including certifications and XBRL data, and incorporates previously filed documents by reference
ClearSign Technologies (CLIR) - 2019 Q1 - Earnings Call Transcript
2019-05-09 07:28
ClearSign Combustion Corporation (NASDAQ:CLIR) Q1 2019 Earnings Conference Call May 8, 2019 5:00 PM ET Company Participants Matthew Selinger - Investor Relations Rob Hoffman - Chairman of the Board Jim Deller - Chief Executive Officer Brian Fike - Chief Financial Officer Conference Call Participants Robert Kecseg - Las Colinas Capital Management. Operator Good afternoon, and welcome to the ClearSign Combustion First Quarter 2019 Conference Call. All participants will be in listen-only mode. [Operator Instru ...
ClearSign Technologies (CLIR) - 2018 Q4 - Annual Report
2019-03-12 20:31
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to _______________ Commission file number 001-35521 CLEARSIGN COMBUSTION CORPORATION (Exact name of registrant as specified in its charter) WASHINGT ...
ClearSign Technologies (CLIR) - 2018 Q4 - Earnings Call Transcript
2019-02-21 02:24
Financial Data and Key Metrics Changes - For the full year 2018, revenue was $530,000, a slight decrease from $540,000 in 2017, while the net loss improved to $9.5 million from $9.7 million in the previous year [7] - Cash resources at the end of 2018 were approximately $15.8 million, indicating sufficient working capital to sustain operations through 2020 even without revenue [7] Business Line Data and Key Metrics Changes - The company has made operational progress but has not yet translated these efforts into sales, indicating a gap between technological advancements and revenue generation [11][27] - Successful installations in the OTSG and flare segments were reported, with a focus on Southern California for future Duplex adoption pending regulatory clarifications [27] Market Data and Key Metrics Changes - The company reached a key R&D milestone with a pre-engineered firetube boiler burner achieving NOx emissions of five parts per million, which is significant for the firetube boiler market [29] - The first installation site for a super major client, Exxon, has been chosen, although the lengthy evaluation process is acknowledged as a challenge [29] Company Strategy and Development Direction - The company is focused on reviewing its strategic plan to better target market verticals and is optimistic about future growth opportunities [12][35] - The new management team, led by Jim Deller, aims to leverage his extensive experience in the combustion industry to drive commercialization and strategic development [21][24] Management's Comments on Operating Environment and Future Outlook - Management expressed frustration over the lack of revenue despite operational progress but remains optimistic about future growth, especially with a refreshed board and experienced leadership [11][35] - The company anticipates that regulatory changes in California will benefit the adoption of its technology, and there is a commitment to maximizing shareholder value [34][35] Other Important Information - The company underwent significant leadership changes in 2018, with a new board and management team in place to drive future success [10][15] - A partnership with World Oil for a project demonstrating ClearSign technology has been established, which is expected to showcase the company's capabilities in achieving ultra-low emissions [30] Q&A Session Summary Question: Update on the 75 commercial opportunities in the pipeline - Management indicated that while they have a list of 75 opportunities, they want to give the new CEO time to understand these inquiries before providing detailed updates [37] Question: General feedback on the commercial opportunities - The new CEO, Jim Deller, emphasized the importance of understanding customer needs and feedback before discussing competitive strategies, indicating a focus on building relationships with potential partners [38]