Document

AUSTIN, Texas, May 11, 2023 – Phunware, Inc. (NASDAQ: PHUN) (“Phunware” or the “Company”), the pioneer of Location Based SaaS and offers the only fully integrated enterprise cloud platform for mobile that enables brands to engage, manage and monetize their anytime, anywhere users worldwide, today announced financial results for the quarter ended March 31, 2023.

“This past quarter we expanded our breadth of reach and depth of engagement with major brands for our market-leading Location Based Platform,” said Russ Buyse, CEO of Phunware. “We are thrilled to add Siemens as a channel partner through their Siemens Connect Ecosystem. Partners like Siemens are a prime example of the types of relationships we intend to forge and will be a key accelerator for bookings on our Platform in 2023 and beyond. I’m also encouraged by the progress made by major brands moving deeper through our sales pipeline. At the same time, our product team made huge strides in realizing our vision for Contextual Engagement on our Platform. Phunware gives brands the tools and reach to enhance the consumer experience, increase customer satisfaction and provide a strong return on investment. Looking ahead, we intend to continue ramping our go-to-market efforts to capture as much market share as possible.”

Interested parties may access the conference call by dialing 888-506-0062 in the United States, or 973-528-0011 from international locations with access code: 196075. The conference call will be broadcast live and available for replay here and via the investor relations section of the Company’s website at investors.phunware.com.

This press release includes forward-looking statements. All statements other than statements of historical facts contained in this press release, including statements regarding our future results of operations and financial position, business strategy and plans, and our objectives for future operations, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “expose,” “intend,” “may,” “might,” “opportunity,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions that convey uncertainty of future events or outcomes are intended to identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

The forward-looking statements contained in this press release are based on our current expectations and beliefs concerning future developments and their potential effects on us. Future developments affecting us may not be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) and other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described under the heading “Risk Factors” in our filings with the Securities and Exchange Commission (the “SEC”), including our reports on Forms 10-K, 10-Q, 8-K and other filings that we make with the SEC from time to time. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. These risks and others described under “Risk Factors” in our SEC filings may not be exhaustive.

By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. We caution you that forward-looking statements are not guarantees of future performance and that our actual results of operations, financial condition and liquidity, and developments in the industry in which we operate may differ materially from those made in or suggested by the forward-looking statements contained in this press release. In addition, even if our results or operations, financial condition and liquidity, and developments in the industry in which we operate are consistent with the forward-looking statements contained in this press release, those results or developments may not be indicative of results or developments in subsequent periods.

Phunware uses and intends to continue to use its Investor Relations website as a means of disclosing material nonpublic information and for complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor the Company’s Investor Relations website, in addition to following the Company’s press releases, SEC filings, public conference calls, presentations and webcasts.

Phunware, Inc. (NASDAQ: PHUN), the pioneer of Location Based SaaS and offers the only fully integrated enterprise cloud platform for mobile that enables brands to engage, manage and monetize their anytime, anywhere users worldwide. Phunware’s Software Development Kits (SDKs) include location-based services, mobile engagement, content management, messaging, advertising, loyalty (PhunCoin & PhunToken) and analytics, as well as a mobile application framework of pre-integrated iOS and Android software modules for building in-house or channel-based mobile application and vertical solutions. Phunware helps the world’s most respected brands create category-defining mobile experiences, with approximately one billion active devices touching its platform each month when operating at scale. For more information about how Phunware is transforming the way consumers and brands interact with mobile in the virtual and physical worlds, visit https://phunware.com and follow @phunware on all social media platforms.


	March 31, 2023		December 31, 2022
	(Unaudited)
Assets
Current assets:
Cash	$	694	$	1,955
Accounts receivable, net of allowance for doubtful accounts of $198 at March 31, 2023 and December 31, 2022, respectively	1,200		958
Inventory	2,671		2,780
Digital assets	2,530		10,137
Prepaid expenses and other current assets	807		1,033
Total current assets	7,902		16,863
Property and equipment, net	206		221
Goodwill	31,136		31,113
Intangible assets, net	2,357		2,524


Right-of-use asset	3,489		3,712
Other assets	367		402
Total assets	$	45,457	$	54,835
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	7,765	$	7,699
Accrued expenses	2,506		2,895

Lease liability	961		954
Deferred revenue	1,512		2,904
PhunCoin deposits	1,202		1,202

Current maturities of long-term debt, net	5,687		9,667
Warrant liability	3		256
Total current liabilities	19,636		25,577



Deferred revenue	1,072		1,274
Lease liability	2,848		3,103

Total liabilities	23,556		29,954
Commitments and contingencies (Note 8)
Stockholders’ equity
Common stock, $0.0001 par value; 1,000,000,000 shares authorized; 104,469,310 shares issued and 104,007,810 shares outstanding as of March 31, 2023 and 103,153,337 shares issued and outstanding as of December 31, 2022, respectively	10		10
Treasury stock at cost; 461,500 and 0 shares at March 31, 2023 and December 31, 2022, respectively	(475)		—
Additional paid-in capital	277,303		275,562
Accumulated other comprehensive loss	(449)		(472)
Accumulated deficit	(254,488)		(250,219)
Total stockholders’ equity	21,901		24,881
Total liabilities and stockholders’ equity	$	45,457	$	54,835


	Three Months Ended March 31,
	2023		2022
Net revenues	$	4,747	$	6,778
Cost of revenues	4,386		5,007
Gross profit	361		1,771

Operating expenses:
Sales and marketing	1,128		1,485
General and administrative	4,712		4,305
Research and development	1,772		1,003

Total operating expenses	7,612		6,793
Operating loss	(7,251)		(5,022)

Other income (expense):
Interest expense	(537)		(381)

Impairment of digital assets	(50)		(9,353)
Gain on sale of digital assets	3,214		26
Fair value adjustment of warrant liability	253		(213)

Other income, net	102		26
Total other income (expense)	2,982		(9,895)
Loss before taxes	(4,269)		(14,917)
Income tax expense	—		—
Net loss	(4,269)		(14,917)
Other comprehensive income (loss):
Cumulative translation adjustment	23		(32)
Comprehensive loss	$	(4,246)	$	(14,949)


Loss per share, basic and diluted	$	(0.04)	$	(0.15)

Weighted-average common shares used to compute loss per share, basic and diluted	103,169		96,844


	Three Months Ended March 31,
	2023		2022
Operating activities
Net loss	$	(4,269)	$	(14,917)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of debt discount and deferred financing costs	289		155
(Gain) loss on change in fair value of warrant liability	(253)		213
Gain on sale of digital assets	(3,214)		(26)
Impairment of digital assets	50		9,353

Stock-based compensation	1,362		564
Other adjustments	357		(71)
Changes in operating assets and liabilities:
Accounts receivable	(245)		(248)
Inventory	241		(2,063)
Prepaid expenses and other assets	261		(687)
Accounts payable	67		219
Accrued expenses	(89)		(1,489)

Lease liability payments	(345)		(173)
Deferred revenue	(1,594)		(1,001)
Net cash used in operating activities	(7,382)		(10,171)
Investing activities
Proceeds received from sale of digital assets	10,790		—
Purchase of digital assets	—		(489)
Capital expenditures	(6)		(80)
Net cash provided by (used in) investing activities	10,784		(569)
Financing activities


Payments on borrowings	(4,270)		(1,566)




Proceeds from exercise of options to purchase common stock	58		16

Payment for stock repurchase	(475)		—
Net cash used in financing activities	(4,687)		(1,550)
Effect of exchange rate on cash and restricted cash	24		(32)
Net decrease in cash	(1,261)		(12,322)
Cash at the beginning of the period	1,955		23,137
Cash at the end of the period	$	694	$	10,815


	Three Months Ended March 31,
	2023		2022
Supplemental disclosure of cash flow information:
Interest paid	$	434	$	204
Income taxes paid	$	—	$	—
Supplemental disclosures of non-cash financing activities:
Issuance of common stock in connection with acquisition of Lyte Technology, Inc.	$	—	$	1,125
Issuance of common stock for payment of bonuses previously accrued	$	347	$	—

Our non-GAAP financial measures include adjusted gross profit, adjusted gross margin and adjusted earnings before interest, taxes, depreciation and amortization ("EBITDA") (our "non-GAAP financial measures"). Our non-GAAP financial measures should be considered in addition to, not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. They are not measurements of our financial performance under GAAP and should not be considered as alternatives to revenue or net loss, as applicable, or any other performance measures derived in accordance with GAAP and may not be comparable to other similarly titled measures of other businesses. Our non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our operating results as reported under GAAP. Some of these limitations include: (i) non-cash compensation is and will remain a key element of our overall long-term incentive compensation package, although we exclude it as an expense when evaluating its ongoing operating performance for a particular period, (ii) our non-GAAP financial measures do not reflect the impact of certain charges resulting from matters we consider not to be indicative of ongoing operations, and (iii) other companies in our industry may calculate our non-GAAP financial measures differently than we do, limiting their usefulness as comparative measures.

We compensate for these limitations to our non-GAAP financial measures by relying primarily on our GAAP results and using our non-GAAP financial measures only for supplemental purposes. Our non-GAAP financial measures include adjustments for items that may not occur in future periods. However, we believe these adjustments are appropriate because the amounts recognized can vary significantly from period to period, do not directly relate to the ongoing operations of our business and complicate comparisons of our internal operating results and operating results of other peer companies over time. Each of the normal recurring adjustments and other adjustments described in this paragraph help management with a measure of our operating performance over time by removing items that are not related to day-to-day operations or are non-cash expenses.


	Three Months Ended March 31,
(in thousands)	2023		2022
Net loss	$	(4,269)	$	(14,917)
Add back: Depreciation and amortization	188		186
Add back: Interest expense	537		381

EBITDA	(3,544)		(14,350)

Add Back: Stock-based compensation	1,362		564


Add Back: Impairment of digital currencies	50		9,353
(Less)/Add back: Fair value adjustment for warrant liabilities	(253)		213
Less: Gain on sale of digital assets	(3,214)		(26)
Adjusted EBITDA	$	(5,599)	$	(4,246)


	Three Months Ended March 31,						Change
(in thousands, except percentages)	2023			2022			Amount		%
Net Revenues
Platform revenue	$	1,345		$	2,492		$	(1,147)	(46.0)	%
Hardware revenue	3,402			4,286			(884)		(20.6)	%
Net revenues	$	4,747		$	6,778		$	(2,031)	(30.0)	%
Platform revenue as percentage of total revenue	28.3		%	36.8		%
Hardware revenue as percentage of total revenue	71.7		%	63.2		%