10-Q: Latch Inc. Reports Q2 2023 Results Amidst Restructuring and Delisting Challenges
Quarterly Report
Latch Inc.'s Q2 2023 10-Q filing reveals ongoing efforts to navigate financial difficulties, including cost reductions, restructuring, and delisting from Nasdaq, while reporting a slight increase in total revenue and a reduced net loss compared to the same period last year.
Summary
- Latch Inc.'s Q2 2023 revenue increased slightly to $10.178 million from $9.830 million in Q2 2022.
- Software revenue saw a significant increase of 36.2%, reaching $4.413 million.
- Hardware revenue decreased by 9.5% to $4.263 million.
- The company's net loss decreased by 40.2% to $30.876 million compared to a net loss of $51.616 million in the same quarter last year.
- Adjusted EBITDA improved by 43.5% to negative $20.112 million.
- The company is undergoing restructuring, including workforce reductions, to streamline operations and reduce costs.
- Latch was delisted from the Nasdaq Stock Market and its stock now trades on the OTC Expert Market.
- The company is involved in ongoing legal proceedings, including securities litigation and derivative actions.
- Latch completed the acquisition of Honest Days Work (HDW) in July 2023.
- The company is cooperating with an SEC investigation related to key performance indicators and revenue recognition practices.
- Material weaknesses in internal control over financial reporting were identified and are being remediated.
- The company relocated its headquarters to Olivette, Missouri.
- Latch completed a merger with HelloTech in July 2024 and entered into an amended loan agreement with Customers Bank.
- The company's liquidity position includes $119.850 million in cash and cash equivalents as of June 30, 2023.
- The company expects to be able to use its current cash and cash equivalents and available-for-sale securities to fund its operational cash requirements for at least 12 months from the date of this Form 10-Q.
Sentiment
Score: 4
Explanation: The sentiment is cautiously negative. While there are some improvements in net loss and EBITDA, the delisting from Nasdaq, ongoing legal issues, and material weaknesses in internal controls raise significant concerns. The company's future viability depends on successful restructuring and remediation efforts.
Positives
- Software revenue increased by 36.2% in Q2 2023, indicating growth in subscription services.
- Net loss decreased by 40.2% in Q2 2023, showing progress in reducing financial losses.
- Adjusted EBITDA improved by 43.5% in Q2 2023, suggesting better operational efficiency.
- The company repaid the Promissory Notes in full without penalty in April 2024.
- The company's liquidity position includes $119.850 million in cash and cash equivalents as of June 30, 2023.
- The company expects to be able to use its current cash and cash equivalents and available-for-sale securities to fund its operational cash requirements for at least 12 months from the date of this Form 10-Q.
Negatives
- Hardware revenue decreased by 9.5% in Q2 2023, indicating a decline in hardware sales.
- Latch was delisted from the Nasdaq Stock Market, which could impact investor confidence and access to capital.
- The company is involved in ongoing legal proceedings, which could result in significant costs and liabilities.
- Material weaknesses in internal control over financial reporting were identified, indicating potential risks in financial reporting accuracy.
- The company has incurred losses since its inception.
Risks
- The company's ability to remediate the material weaknesses in internal control over financial reporting is uncertain.
- The performance of the company's stock is affected by its limited liquidity and depressed trading prices due to delisting.
- Developments in the pending stockholder class action and derivative complaints could have adverse financial impacts.
- Regulatory disputes and governmental inquiries, including the SEC Investigation, pose potential risks.
- Increases in component costs, long lead times, and supply shortages could disrupt the supply chain.
- Delays in construction timelines at customers' building sites could impact revenue recognition.
- The company's ability to improve operating and financial results and attain profitability is uncertain.
- The impact of macroeconomic conditions on the business, suppliers, and customers is a risk factor.
- The company's ability to successfully integrate acquisitions, such as the HDW Acquisition and HelloTech Merger, is not guaranteed.
Future Outlook
Based on the current business plan, the company expects to be able to use its current cash and cash equivalents and available-for-sale securities to fund its operational cash requirements for at least 12 months from the date of this Form 10-Q.
Management Comments
- Management believes that the remediation activities, when fully implemented, should remediate the identified material weaknesses and strengthen its internal control over financial reporting.
- Management is committed to remediating the material weaknesses identified above, fostering continuous improvement in internal controls and enhancing its overall internal control environment.
Industry Context
The company operates in the smart building industry, specifically targeting the multifamily rental home market. The results reflect the challenges of balancing growth with cost management in a competitive and evolving market, especially given recent macroeconomic conditions and supply chain disruptions.
Comparison to Industry Standards
- It is difficult to compare Latch's results directly to industry standards due to its unique combination of hardware and software offerings.
- Companies like Assa Abloy and Allegion focus primarily on access control hardware, while companies like SmartRent and Entrata offer software solutions for property management.
- Latch's revenue mix and focus on the multifamily market differentiate it from these broader competitors.
- Given the company's current financial challenges, comparisons to industry benchmarks should be viewed with caution.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Executive Officer | Jason Keyes (Interim) | David Lillis | February 6, 2025 | Resignation of Interim CEO |
| Chief Financial Officer | Marc Landy (Interim) | Jeff Mayfield | February 6, 2025 | Resignation of Interim CFO |
| Chief Strategy and Legal Officer | N/A | Priyen Patel | February 6, 2025 | New Appointment |
| Chief Strategy Officer | Jamie Siminoff | N/A | December 31, 2024 | Stepped down from role |
| Chief Product Officer | Jason Mitura | N/A | November 26, 2024 | Stepped down from role |
Legal Proceedings
- The company is involved in securities litigation, including the Brennan Action and the Schwartz Action.
- The company is involved in derivative litigation, including the Manley Action and the Gottlieb Action.
- The company is in discussions with a service provider related to a demand for payment under a prior agreement.
- The company is cooperating with an SEC investigation related to key performance indicators and revenue recognition practices.
Related Party Transactions
- The company has a customer who is an affiliate of a member of the Board, with receivables due from this customer of $0.02 million as of June 30, 2023.
Stakeholder Impact
- Shareholders are impacted by the delisting from Nasdaq and the ongoing legal proceedings.
- Employees are impacted by the restructuring and workforce reductions.
- Customers may be impacted by the company's financial challenges and potential disruptions to service.
- Suppliers may be impacted by the company's efforts to reduce costs and manage inventory.
Next Steps
- The company will continue to implement its remediation plan to address the material weaknesses in internal control over financial reporting.
- The company will continue to defend itself in ongoing legal proceedings.
- The company will focus on improving operating and financial results and attaining profitability.
- The company will monitor and manage the impact of macroeconomic conditions on its business, suppliers, and customers.
- The company will work to successfully integrate acquisitions, such as the HDW Acquisition and HelloTech Merger.
Key Dates
| Date | Description |
|---|---|
| January 24, 2021 | Date of the TSIA Merger Agreement. |
| June 4, 2021 | Date the company consummated the merger pursuant to the TSIA Merger Agreement. |
| July 1, 2021 | Executed a new revolving credit facility. |
| July 2021 | Purchased a convertible promissory note from a counterparty for $4.0 million. |
| November 2021 | Executed additional convertible promissory notes in the amount of $0.3 million. |
| January 1, 2022 | Effective date of the annual increase for shares reserved for future issuance under the 2021 Plan. |
| March 2022 | Executed additional convertible promissory notes in the amount of $0.3 million. |
| March 2022 | Transition of the company's Chief Financial Officer. |
| May 2022 | Completed a reduction in force (RIF) impacting approximately 130 employees. |
| May 2022 | Amended the revolving credit facility. |
| August 2022 | Completed an additional RIF impacting approximately 115 employees. |
| August 10, 2022 | Suspended use of its registration statement on Form S-8 under the Securities Act. |
| August 31, 2022 | An alleged stockholder of Latch stock filed a purported securities class action complaint in the United States District Court for the Southern District of New York (Brennan Action). |
| December 2022 | The counterparty was acquired by a privately held corporation (the Reference Transaction). |
| December 31, 2022 | Date used for balance sheet comparisons. |
| January 2023 | Cancelled the revolving credit facility. |
| January 11, 2023 | An alleged stockholder of Latch stock filed a purported securities class action complaint in the United States District Court for the District of Delaware (Schwartz Action). |
| January 17, 2023 | The court appointed VB PTC Establishment as Trustee of Gersec Trust as lead plaintiff in the Brennan Action. |
| March 2023 | The Company was contacted by the Staff of the SEC. |
| May 9, 10 and 19, 2023 | Three alleged stockholders of Latch stock filed purported class action complaints in the Court of Chancery of the State of Delaware (Merger Lawsuits). |
| May 15, 2023 | The Company, LS Key Merger Sub 1, Inc., a wholly-owned subsidiary of the Company, and LS Key Merger Sub 2, LLC, a wholly-owned subsidiary of the Company, entered into an Agreement and Plan of Merger with HDW. |
| April 24, 2023 | The court appointed Scott Schwartz as lead plaintiff in the Schwartz Action. |
| June 30, 2023 | End of the quarterly period. |
| July 3, 2023 | The HDW Acquisition closed. |
| July 6, 2023 | The court consolidated the Merger Lawsuits under the caption In re TS Innovation Acquisitions Sponsor, LLC Stockholder Litigation, No. 2023-0509-LWW (Del. Ch.) and appointed Phanindra Kilari, Subash Subramanian and Robert Garfield as co-lead plaintiffs. |
| July 2023 | The Company commenced a reduction in force (the July 2023 RIF). |
| August 1, 2023 | The court consolidated the Manley Action and Gottlieb Action under the caption In re Latch Inc. Derivative Litigation, Case No. 1:23-cv-01273. |
| August 8, 2023 | The Company received a notice from Nasdaq stating that it had determined to suspend trading of the Company's securities on August 10, 2023 and commence delisting procedures. |
| August 10, 2023 | Trading of the Company's securities was suspended on August 10, 2023 and delisting procedures commenced. |
| November 1, 2023 | The Company relocated its headquarters to Olivette, Missouri. |
| January 2024 | The Company entered into an amendment to the lease agreement, expanding the premises by approximately 13,000 square feet. |
| March 21, 2024 | Nasdaq filed a Form 25 with the SEC notifying the SEC of Nasdaq's determination to remove the Company's securities from listing on Nasdaq. |
| April 1, 2024 | The delisting was effective. |
| April 26, 2024 | The Company repaid the Promissory Notes in full without penalty. |
| June 21, 2024 | The Company and LS HT Merger Sub, Inc., a wholly-owned subsidiary of the Company (HT Merger Sub), entered into an Agreement and Plan of Merger with HelloTech, Inc. (HelloTech). |
| July 1, 2024 | HT Merger Sub merged with and into HelloTech, with HelloTech continuing as the surviving corporation and a wholly-owned subsidiary of the Company (the HelloTech Merger). |
| July 15, 2024 | The Company, Latch Systems, Inc., a wholly-owned subsidiary of the Company (Latch Systems), and HelloTech (collectively with the Company and Latch Systems, the Borrowers) entered into an Amended and Restated Loan and Security Agreement (the Loan Agreement) with Customers Bank. |
| August 11, 2024 | The Board approved an extension of its temporary cash-based leadership compensation program that was established in 2023 to provide certain cash compensation to the Company's officers and key employees during the course of the Restatement. |
| August 16, 2024 | Jason Mitura was appointed as the Company's Chief Product Officer beginning August 16, 2024. |
| November 18, 2024 | The Company and Mr. Siminoff mutually agreed that Mr. Siminoff would step down as the Company's Chief Strategy Officer on December 31, 2024. |
| November 26, 2024 | The Company and Mr. Mitura mutually agreed that Mr. Mitura would step down as the Company's Chief Product Officer effective as of such date. |
| December 2, 2024 | The defendants and lead plaintiffs filed with the court a settlement pursuant to which the defendants agreed to pay the settlement class in the amount of $29.75 million in exchange for the dismissal and release of all claims against the defendants and the Company. |
| December 31, 2024 | Mr. Siminoff stepped down as the Company's Chief Strategy Officer. |
| January 2025 | The full settlement amount of $29.75 million was paid in January 2025. |
| February 4, 2025 | Jason Keyes, Interim Chief Executive Officer, and Marc Landy, Interim Chief Financial Officer, provided notice of their resignations from their positions with the Company effective as of February 6, 2025. |
| February 6, 2025 | David Lillis was appointed as Chief Executive Officer, Jeff Mayfield as Chief Financial Officer and Priyen Patel as Chief Strategy and Legal Officer. |
| March 26, 2025 | Date of the report. |
| May 28, 2025 | A final hearing has been set for May 28, 2025. |
| December 31, 2026 | Advisory End Date. |
| July 15, 2029 | The New Loan matures. |
Keywords
Latch, revenue, net loss, EBITDA, restructuring, delisting, acquisition, internal control, SEC investigation, litigation, software, hardware
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