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plete Solaria(CSLR) - 2024 Q1 - Quarterly Report

Financial Performance - Complete Solaria recorded an impairment charge of $147.5 million related to assets classified as held for sale during the year ended December 31, 2023[247]. - The company reported a net loss from discontinued operations of $7.8 million for the thirteen weeks ended April 2, 2023[365]. - For the thirteen weeks ended March 31, 2024, the company reported a net cash used in operating activities of $4.9 million, primarily due to a net loss from continuing operations of $9.6 million[364]. - The company experienced non-cash charges of $3.5 million, including $5.6 million related to forward purchase agreement liabilities and $2.5 million in interest accretion attributable to the CS Solis Debt[364]. Expenses and Liabilities - Sales and marketing expenses for the thirteen weeks ended March 31, 2024, were $1.6 million, an increase from $0.7 million for the same period in 2023, attributed to a $0.6 million rise in payroll and a $0.2 million increase in travel expenses[341]. - As of March 31, 2024, the company recorded a liability of $35.8 million in short-term debt, an increase from $33.3 million as of December 31, 2023[353]. - The company recorded other expense of $30.7 million related to forward purchase agreements with related parties for the fiscal year ended December 31, 2023[257]. Compliance and Regulatory Matters - The company has until October 14, 2024, to regain compliance with Nasdaq's minimum bid price requirement of $1.00 per share for ten consecutive business days[260]. - The company intends to monitor its market value of listed securities, which must close at or above $50 million for ten consecutive business days by October 14, 2024, to maintain its Nasdaq listing[262]. - The company identified material weaknesses in internal control over financial reporting, including insufficient full-time accounting personnel and inadequate risk assessment processes[373]. Financing and Capital Structure - The company has a potential cash inflow of up to $254.1 million from the exercise of warrants, contingent on market conditions[345]. - As of March 31, 2024, the weighted average exercise price of the warrants was $8.70, while the common stock price was $0.55[345]. - The company entered into a common stock purchase agreement with Kline Hill, involving the issuance of 9,800,000 shares and warrants to purchase up to 3,700,000 shares[264]. - The company raised $15.6 million in net cash from financing activities for the thirteen weeks ended April 2, 2023, primarily from the issuance of convertible notes[382]. - The company amended its forward purchase agreements to lower the reset floor price from $5.00 to $3.00 and allowed raising up to $10.0 million from existing stockholders without triggering anti-dilution provisions[359]. - The company entered into a simple agreement for future equity (SAFE) with an investment of $1.5 million, convertible into a maximum of 1,431,297 shares at a conversion price of $1.05[360]. Business Strategy and Market Position - The company aims to increase revenue by expanding installation capacity and entering new geographic markets, leveraging a network of partners for greater sales growth[244]. - The customer base primarily consists of residential homeowners, with accounts receivable not requiring collateral[387]. - As of March 31, 2024, two customers accounted for 10% or more of the total accounts receivable, net balance[387]. Risk Management - The company does not engage in off-balance sheet financing arrangements[383]. - As of March 31, 2024, the company does not have any outstanding variable rate debt, indicating no significant exposure to interest rate risk[386]. - The company remains classified as an "emerging growth company" and expects to continue to take advantage of the extended transition period for new financial accounting standards[369].