xG Technology Announces Results for the Third Quarter of 2018

SARASOTA, FL, Nov. 14, 2018 (GLOBE NEWSWIRE) — xG Technology, Inc. (Nasdaq: XGTI, XGTIW), whose IMT and Vislink brands are recognized as the global leaders in live video communications in the broadcast, law enforcement and defense markets, announced today its results for the third quarter ended September 30, 2018.  xG will hold a conference call to discuss third quarter results on Thursday, November 15, 2018 at 5:00 p.m. Eastern Time (details below).              

“In the third quarter, we made significant progress toward our goal of reaching profitability,” said Roger Branton, CEO and co-founder of xG Technology. “Building on the plan we initiated in the second quarter, we substantially completed the difficult, but absolutely necessary steps required to complete our strategic transformation. These steps to right-size our business resulted in reductions in our revenues due to eliminating low-value sales, but better position us for stable growth and the ability to generate cash to adequately fund our operations. We are confident that, with the business now cost-justified across all operations, we have a sustainable base from which to grow the company.”

Third Quarter Financial Results

  • Revenues for the three and nine months ended September 30, 2018 were $8.3 million and $27.4 million compared to $10.1 million and $33.7 million in the corresponding periods in 2017.
  • Gross margins were 49.2% of revenue in the third quarter 2018, compared to 50.2% of revenue in the third quarter of 2017.
  • Net loss attributable to common shareholders was $2.2 million, or $(0.13) per share in the third quarter of 2018 compared to a net loss of $5.3 million, or $(0.42) per share in the third quarter of 2017. Net loss attributable to common shareholders was $11.9 million, or $(0.72) per share for the nine months ended September 30, 2018 compared to net income of $1.9 million, or $0.17 per share for the nine months ended September 30, 2017.
  • EBITDA (earnings before interest, taxes depreciation and amortization) was a negative $1.2 million and a negative $7.2 million for the three and nine months ended September 30, 2018, respectively.   
  • Ended the third quarter 2018 with $1.2 million in cash compared to $2.8 million at December 31, 2017. The Company received an additional single $1 million deposit on October 5th not included in the third quarter balance.

Taking into account the cost reduction initiatives implemented in the third quarter of 2018, the Company reported the following Non-GAAP Third Quarter Results1:

  • Excluding stock option expense, one-time expenses and discontinued operations, xG reported an adjusted net loss of $519,000.
  • Excluding stock option expense, one-time expenses and discontinued operations xG reported an adjusted EBITDA income of $69,000 which includes a write-down of $119,000 in non-cash items related to inventory.

Third Quarter 2018 Key Business Highlights

  • Eliminated 65 full-time and contracted positions from the business, with salary and benefits savings totaling $7.3 million. Also removed $900,000 in non-labor costs from the business.  Total completed labor and non-labor annual savings increased to $8.2 million from $7 million announced in the second quarter 2018.
  • Continue to track an additional $1.3 million in savings primarily related to further consolidation of facilities and severance payments. 
  • Released a new product called the TSM-2020, is a key component of the IMT Vislink Airborne Video Downlink Solution. This solution is used by law enforcement to capture real-time high-definition video from airborne craft for immediate viewing by ground-based personnel in order to provide enhanced situational awareness.
  • Entered into a strategic partnership with Cogent Technologies that gives Vislink exclusive responsibility for sales of all Cogent products outside of China. Cogent is an well-established Asian brand focused on 4G portable transmission devices, bonded cellular solutions and wireless microwave transmission products.
  • Announced the launch of new satellite communications products that allow for mobile and rapid deployment worldwide for transmitting and receiving high-quality video in the field.
  • Announced that Vislink was selected as the Official Radio Frequency Broadcast Equipment Supplier to the Volvo Ocean Race event. This is a round-the-world yacht racing event that is considered one of the most grueling sporting challenges on the planet. Vislink’s extensive experience in transmitting video across large distances and in challenging conditions was the key factor in being selected to provide wireless video transmission equipment for the event.
  • Conducted the first public product display of IMT Vislink’s joint collaboration with Panasonic which paired IMT Vislink’s HCAM 4K camera system with Panasonic studio cameras. This partnership was originally announced back in Q2, and at the public unveiling IMT Vislink also introduced an upgrade to its wireless transmitter platform that delivers ultra-low latency, an important requirement for demanding live news and sports broadcast applications. 

Mr. Branton concluded, “Looking ahead, our ongoing focus will be on achieving organic growth with profitability. We are confident that our businesses have the right products and technology to meet the growing need for on-demand live video content to be broadcast reliably and in superior resolution. This need cuts across all our key sports, entertainment, public safety, law enforcement and military markets, and we see considerable potential for future growth in these sectors.”

Financial Results Conference Call Details

xG management will hold a conference call to discuss its Q3 2018 results and provide a corporate update on Thursday, November 15, 2018 at 5:00 PM Eastern Time. To participate in the conference call, please call 1-866-987-9124 (toll free) or 1-409-217-8842 (international call-in) and ask to join the xG Technology call (conference ID 1833759). The call will also be simultaneously webcast at the following link: https://engage.vevent.com/rt/xgtechnologyinc_ao~1833759. For those who cannot participate in the call, an audio replay will be made available on xG’s website at http://www.xgtechnology.com/about-xg-technology/investor-information/.

¹NON-GAAP FINANCIAL MEASURES

We disclose non-GAAP financial measures as we believe they provide useful information on actual operating
performance. Readers are cautioned that non-GAAP financial measures do not have any standardized meaning prescribed by U.S. GAAP and therefore may not be comparable to similar measures presented by other companies.

Non-GAAP gross margin excludes the impact of purchase price amortization on the step up of assets as a result of the bargain purchase gain and the impact of foreign exchange gains or losses.
Non-GAAP income (loss) from operations excludes the impact of purchase price amortization related to the Vislink acquisition, acquisition-related expenses and restructuring expenses.
We use the above-noted non-GAAP financial measures for planning purposes and to allow us to assess the performance of our business before including the impacts of the items noted above as they affect the comparability of our financial results. These non-GAAP measures are reviewed regularly by management and the Board of Directors as part of the ongoing internal assessment of our operating performance. Adjusted EBITDA is defined as net income (loss) plus purchase price amortization, acquisition-related expense, restructuring expense, depreciation and amortization, foreign exchange gains or losses and interest expense.

Adjusted EBITDA is a metric used by investors and analysts for valuation purposes and we believe that it is an important indicator of our operating performance.

About xG Technology, Inc.

xG Technology’s IMT and Vislink brands are recognized as the global leaders in live video communications and are trusted suppliers to tier-1 customers in broadcast/sports/entertainment, and law enforcement/public safety/defense markets. Their products are recognized for high levels of performance, reliability, build quality, extended operating ranges and compact form factors. In the broadcast, sports and entertainment sectors, IMT and Vislink provide high-definition communication links to reliably capture, transmit and manage live event footage. In the law enforcement, public safety & defense markets, IMT and Vislink provide secure video communications and mission-critical solutions to local, national and international agencies and organizations. More information can be found at www.imt-solutions.com and www.vislink.com.

Based in Sarasota, Florida, xG Technology has over 80 patents and pending patent applications. xG is a publicly traded company listed on the NASDAQ Capital Market (symbol: XGTI). More info: www.xgtechnology.com.

Cautionary Statement Regarding Forward Looking Statements

Statements contained herein that are not based upon current or historical fact are forward-looking in nature and constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements reflect the Company’s expectations about its future operating results, performance and opportunities that involve substantial risks and uncertainties. These statements include but are not limited to statements regarding the intended terms of the offering, closing of the offering and use of any proceeds from the offering. When used herein, the words “anticipate,” “believe,” “estimate,” “upcoming,” “plan,” “target”, “intend” and “expect” and similar expressions, as they relate to xG Technology, Inc., its subsidiaries, or its management, are intended to identify such forward-looking statements. These forward-looking statements are based on information currently available to the Company and are subject to a number of risks, uncertainties, and other factors that could cause the Company’s actual results, performance, prospects, and opportunities to differ materially from those expressed in, or implied by, these forward-looking statements.

xG TECHNOLOGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS EXCEPT PER SHARE DATA)

    September 30,     December 31,  
    2018     2017  
    (unaudited)        
ASSETS                
Current assets                
Cash   $ 1,209     $ 2,799  
Accounts receivable, net     5,238       8,337  
Inventories, net     14,217       14,753  
Prepaid expenses and other current assets     1,087       626  
Total current assets     21,751       26,515  
Property and equipment, net     2,448       3,237  
Intangible assets, net     5,136       6,894  
Total assets   $ 29,335     $ 36,646  
LIABILITIES AND STOCKHOLDERS’ EQUITY                
Current liabilities                
Accounts payable   $ 7,077     $ 10,918  
Accrued expenses     2,440       3,150  
Convertible note payable     2,000       2,000  
Convertible promissory notes     500        
Due to related parties     586       998  
Deferred revenue and customer deposits     1,963       634  
Obligation under capital leases           18  
Derivative liabilities     1,801       2,399  
Total current liabilities     16,367       20,117  
Convertible promissory notes, net of discount of $368 and $0, respectively     3,132        
Long-term obligation under capital leases, net of current portion           30  
Total liabilities     19,499       20,147  
Commitments and contingencies                
Stockholders’ equity                
Preferred stock – $0.00001 par value per share: 10,000,000 shares authorized as of September 30, 2018 and December 31, 2017; 0 shares issued and outstanding as of September 30, 2018 and December 31, 2017            
Common stock – $0.00001 par value per share, 100,000,000 shares authorized, 17,154,249 and 14,897,392 shares issued and 17,154,247 and 14,897,390 outstanding as of September 30, 2018 and December 31, 2017, respectively            
Additional paid in capital     241,124       235,819  
Accumulated other comprehensive income     305       354  
Treasury stock, at cost – 2 shares at September 30, 2018 and December 31, 2017, respectively     (22 )     (22 )
Accumulated deficit     (231,571 )     (219,652 )
Total stockholders’ equity     9,836       16,499  
Total liabilities and stockholders’ equity   $ 29,335     $ 36,646  

The accompanying notes are an integral part of these condensed consolidated financial statements.

xG TECHNOLOGY, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
COMPREHENSIVE (LOSS) INCOME

(IN THOUSANDS EXCEPT NET (LOSS) INCOME PER SHARE DATA)

    For the Three Months Ended     For the Nine Months Ended  
    September 30,     September 30,  
    2018     2017     2018     2017  
Revenue   $ 8,325     $ 10,158     $ 27,482     $ 33,711  
Cost of revenue and operating expenses                                
Cost of components and personnel     4,230       5,050       13,507       20,316  
Inventory valuation adjustments     119       355       353       431  
General and administrative expenses     4,718       6,359       16,578       19,348  
Research and development expenses     1,286       2,758       6,653       7,143  
Impairment charge                 168        
Amortization and depreciation     671       1,128       2,376       3,260  
Total cost of revenue and operating expenses     11,024       15,650       39,635       50,498  
Loss from operations     (2,699 )     (5,492 )     (12,153 )     (16,787 )
Other (expense) income                                
Changes in fair value of derivative liabilities     848       183       2,502       (7 )
Gain on bargain purchase                       15,530  
Gain on debt and payables extinguishments           12             3,999  
Other income (expense)     13             51       (250 )
Interest expense, net     (369 )     (50 )     (2,319 )     (581 )
Total other income     492       145       234       18,691  
Net (loss) income   $ (2,207 )   $ (5,347 )   $ (11,919 )   $ 1,904  
                                 
Basic (loss) earnings per share   $ (0.13 )   $ (0.42 )   $ (0.72 )   $ 0.17  
                                 
Diluted (loss) earnings per share   $ (0.13 )   $ (0.42 )   $ (0.72 )   $ 0.17  
                                 
Weighted average number of shares outstanding:                                
                                 
Basic     16,916       12,845       16,573       11,290  
                                 
Diluted     16,916       12,845       16,573       11,290  
                                 
Comprehensive (loss) income:                                
Net (loss) income   $ (2,207 )   $ (5,347 )   $ (11,919 )   $ 1,904  
Unrealized (loss) gain on currency translation adjustment     (23 )     114       (49     462  
                                 
Comprehensive (loss) income   $ (2,230 )   $ (5,233 )   $ (11,968 )   $ 2,366  

The accompanying notes are an integral part of these condensed consolidated financial statements.

Reconciliation of GAAP to Non-GAAP Results

Our financial statements are prepared in accordance with US GAAP on a basis consistent for all periods presented. In addition to results reported in accordance with US GAAP, we use non-GAAP financial measures as supplemental indicators of our operating performance. We disclose non-GAAP measures as we believe that these measures provide better information on actual operating results.

Readers are cautioned that non-GAAP financial measures do not have any standardized meaning prescribed by US GAAP and therefore may not be comparable to similar measures presented by other companies.

xG TECHNOLOGY, INC.
RECONCILIATION OF GAAP to NON-GAAP RESULTS
QUARTER ENDING SEPTEMBER 30, 201
8

       Stock      Non  
    GAAP    Option   One-Time   Discontinued GAAP  
In thousands of US$   Q3    Expense   Expenses   Operations   Q3  
Revenue $  8,325       $ (20 ) $  8,305    
  Gross margin   49.2 %         49.1 %  
             
Cost of revenue and operating expenses            
  Cost of components and personnel    4,230            4,230    
  Inventory valuation adjustments    119            119    
  General and administrative expenses   4,718      (369 )   (81 )   (479 )    3,789    
  Research and development expenses    1,286      (270 )       (57 )    959    
  Impairment charge            
  Amortization and depreciation       671       –        –         (194  )     477    
Total cost of revenue and operating expenses    11,024      (639 )   (81 )    (730  )    9,574    
             
Income (loss) from operations    (2,699 )   639     81     710      (1,269 )  
             
Other income (expense)            
  Changes in fair value of derivative liabilities   848           848    
  Other expense   13           13    
  Interest expense    (369 )    –      258      –       (111 )  
Total other income (expense)    (492 )    –      258      –      750    
             
Net income (loss) $  (2,207 ) $  639   $ 339   $  710   $  (519 )
           
EBITDA $ (1,167 ) $    639   $    81   $    516   $   69  

xG TECHNOLOGY, INC.
RECONCILIATION OF GAAP to NON-GAAP RESULTS
NINE MONTHS ENDING SEPTEMBER 30, 2018

       Stock      Non  
    GAAP    Option   One-Time   Discontinued GAAP  
In thousands of US$   YTD Q3    Expense   Expenses   Operations   YTD Q3  
Revenue $  27,482       $ (447 ) $  27,035    
  Gross margin   50.9 %         50.3 %  
             
Cost of revenue and operating expenses            
  Cost of components and personnel    13,507         (84 )    13,423    
  Inventory valuation adjustments   353               353    
  General and administrative expenses   16,579      (1,392 )   (144 )   (2,142 )   12,901    
  Research and development expenses    6,653      (1,721 )       (1,816 )    3,116    
  Impairment charge     168             (168 )      
  Amortization and depreciation       2,375       –        –         (868  )     1,507    
Total cost of revenue and operating expenses    39,635      (3,113 )   (144 )    (5,078  )    31,300    
             
Income (loss) from operations    (12,153 )    3,113     144     4,631      (4,265 )  
             
Other income (expense)            
  Changes in fair value of derivative liabilities   2,502            2,502    
  Other expense   51           51    
  Interest expense    (2,319 )    –      2,116      –       (203 )  
Total other income (expense)    (234 )    –      2,116      –       2,350    
             
Net income (loss) $  (11,919 ) $  3,113   $ 2,260   $  4,631   $  (1,915 )
           
EBITDA $ (7,225 ) $    3,113   $      144     $    3,763   $   (205 )

FOR MORE INFORMATION

xG Technology:
Daniel Carpini
941-953-9035
[email protected]

Investor Relations:
John Marco/CORE IR
516-222-2560
[email protected]