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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): May 14, 2024

 

VIRTRA, INC.

(Exact name of Registrant as Specified in Its Charter)

 

Nevada   001-38420   93-1207631
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

295 E. Corporate Place    
Chandler, AZ   85225
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (480) 968-1488

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.0001 par value   VTSI   NASDAQ Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

 

Item 2.02. Results of Operations and Financial Condition.

 

On May 14, 2024, VirTra, Inc. issued a press release announcing its financial results for the first quarter ended Marach 31, 2024. A copy of this press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information contained in the website is not a part of this Current Report on Form 8-K.

 

The information under this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
99.1   Press release of the registrant dated May 14, 2024.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  VIRTRA, INC.
     
Date: May 14, 2024 By: /s/ John F. Givens II
  Name: John F. Givens II
  Title: Chief Executive Officer

 

 

 

 

Exhibit 99.1

 

 

VirTra Reports First Quarter 2024 Financial Results

 

VirTra Advances Preparations for V-XR Deliveries

 

Strategic Military Training Initiatives Position Company for Continued Market Penetration

 

CHANDLER, Ariz. — May 14, 2024 — VirTra, Inc. (Nasdaq: VTSI) (“VirTra” or the “Company”), a global provider of judgmental use of force training simulators, firearms training simulators for the law enforcement and military markets, reported results for the first quarter ended March 31, 2024. The financial statements are available on VirTra’s website and here.

 

First Quarter 2024 and Recent Operational Highlights:

 

Progressed V-XR launch preparations. VirTra readied its extended reality training platform focused on soft skills development, for market introduction in the coming months. This strategic launch is expected to broaden VirTra’s reach within core law enforcement markets and expand the company’s presence in new sectors such as healthcare and education.
Continued enhancing content delivery capabilities. VirTra expanded its content library across its multiple training platforms, integrating more comprehensive and diverse scenarios that address a wider range of real-world situations, thus improving training effectiveness across various use cases.
Continued improving operational efficiencies through production optimization processes and ERP enhancements, supporting faster order fulfillment and scalable growth.
Maintained robust working capital at $33.2 million, positioning the Company for sustained growth and operational agility.

 

First Quarter 2024 Financial Highlights:

 

   For the Three Months Ended 
All figures in millions, except per share data  March 31, 2024   March 31, 2023   % Δ 
Total Revenue  $8.1   $10.0    -19%
                
Gross Profit  $5.5   $6.9    -21%
Gross Margin   67%   69%   -2%
                
Net Income   $1.2   $2.9    N/A 
Diluted EPS  $0.11   $0.27    N/A 
Adjusted EBITDA  $1.9   $4.0    N/A 

 

Management Commentary

 

CEO John Givens stated, “The first quarter of 2024, while showing a dip in revenue, marked another period of strategic execution as we continue to build on the transformative groundwork laid over the past two years. The anticipated revenue fluctuation was primarily due to the cyclical nature of budget allocations, often skewed towards year-end, coupled with the impact of the U.S. government’s continuing resolution, and the completion of a large portion of our capital backlog in 2023. We remain optimistic that the integration of new sales strategies and team members will begin to influence our financial results as the year progresses, especially as these initiatives mature and the U.S. government budget resolutions advance, catalyzing purchasing decisions.

 

 

 

 

“The forthcoming launch of V-XR is set to broaden the scope of our training solutions, tailored to all agency sizes and budgets. This new platform will also expand our market reach into sectors such as healthcare and education. With V-XR, we are cultivating a frontier for continued growth and reinforcing our position as a leader in producing effective training outcomes.

 

“Our operational enhancements, including our consolidation into a single state-of-the-art production facility and the implementation of an upgraded ERP system, have been pivotal in elevating our operational excellence. These improvements have enabled more efficient production, higher quality outputs, and quicker delivery times, thereby enhancing customer satisfaction. Additionally, the Microsoft IVAS contract has propelled our research and development efforts in the military market, advancing our technology and providing insights that aid in deeper market penetration both domestically and abroad. As our strategic initiatives continue to take root throughout 2024, we are well-positioned to capitalize on the opportunities presented by our upcoming technology introductions and growing content library.”

 

First Quarter 2024 Financial Results

 

Total revenue was $8.1 million, compared to $10.0 million in the prior year period. The 19% decrease was primarily due to delays in federal funding, attributed to the U.S. government’s continuing resolution, which caused numerous contracts to be placed on hold. This temporary challenge impacted bookings in both the fourth quarter of 2023 and the first quarter of 2024.

 

Gross profit totaled $5.5 million (67% of total revenue), compared to $6.9 million (69% of total revenue) in the prior year period. The 21% decrease in gross profit was primarily due to the change in sales. Gross margin decreased mainly due to cost increases from the Microsoft contract. Specifically, a milestone payment in December 2023, which incurred minimal costs, previously boosted margins. However, costs associated with a subsequent milestone payment in the first quarter of 2024 adversely affected the gross margin. Effective cost management in other system sales partially offset this effect.

 

Net operating expense was $4.1 million, marking a 17% increase from $3.5 million in the prior year period. This rise was driven by higher payroll and benefits associated with recruiting senior-level staff for strategic growth, increased IT spending to enhance compliance for potential government contracts, and expanded travel to broaden sales territory coverage.

 

Operating income was $1.4 million, compared to $3.5 million in the first quarter of 2023.

 

Net income was $1.2 million, or $0.11 per diluted share (based on 11.0 million weighted average diluted shares outstanding), compared to net income of $2.9 million, or $0.27 per diluted share (based on 10.9 million weighted average diluted shares outstanding), in the first quarter of 2023.

 

Adjusted EBITDA, a non-GAAP metric, was $1.9 million, compared to $4.0 million in the first quarter of 2023.

 

Cash and cash equivalents were $22.4 million at March 31, 2024.

 

 

 

 

Financial Commentary

 

CFO Alanna Boudreau remarked, “The first quarter demonstrated the effectiveness of our operational enhancements in maintaining a strong gross margin. Despite a challenging revenue environment, we implemented rigorous cost management strategies, focusing on optimizing our production processes and strategic procurement to mitigate the impacts of increased costs from key contracts and operational expansions. Our recurring revenue streams, including the STEP program, services, and warranties, continued to grow in Q1, reaching 23% of total revenue and representing an increasingly predictable revenue base. Looking ahead, we remain focused on improving bookings performance and stabilizing backlog amidst order seasonality. With strategic initiatives underway, particularly the launch of V-XR, we are positioning ourselves to improve our revenue growth for the remainder of 2024 compared to Q1. Our robust working capital shows our financial strength and supports strategic initiatives, including scaled production of the V-XR.”

 

Conference Call

 

VirTra’s management will hold a conference call today (May 14, 2024) at 4:30 p.m. Eastern time (1:30 p.m. Pacific time) to discuss these results. VirTra’s Chief Executive Officer John Givens and Chief Financial Officer Alanna Boudreau will host the call, followed by a question-and-answer period.

 

U.S. dial-in number: 1-877-407-9208

International number: 1-201-493-6784

Conference ID: 13746016

 

Please call the conference telephone number 5-10 minutes prior to the start time. An operator will register your name and organization. If you have any difficulty connecting with the conference call, please contact Gateway Investor Relations at 949-574-3860.

 

The conference call will be broadcast live and available for replay here and via the investor relations section of the Company’s website.

 

A replay of the call will be available after 7:30 p.m. Eastern time on the same day through May 28, 2024.

 

Toll-free replay number: 1-844-512-2921

International replay number: 1-412-317-6671

Replay ID: 13746016

 

About VirTra, Inc.

 

VirTra (Nasdaq: VTSI) is a global provider of judgmental use of force training simulators, firearms training simulators for the law enforcement, military, educational and commercial markets. The company’s patented technologies, software, and scenarios provide intense training for de-escalation, judgmental use-of-force, marksmanship, and related training that mimics real-world situations. VirTra’s mission is to save and improve lives worldwide through practical and highly effective virtual reality and simulator technology. Learn more about the company at www.VirTra.com.

 

 

 

 

About the Presentation of Adjusted EBITDA

 

Adjusted earnings before interest, income taxes, depreciation, and amortization and before other non-operating costs and income (“Adjusted EBITDA”) is a non-GAAP financial measure. Adjusted EBITDA also includes non-cash stock option expense and other than temporary impairment loss on investments. Other companies may calculate Adjusted EBITDA differently. VirTra calculates its Adjusted EBITDA to eliminate the impact of certain items it does not consider to be indicative of its performance and its ongoing operations. Adjusted EBITDA is presented herein because management believes the presentation of Adjusted EBITDA provides useful information to VirTra’s investors regarding VirTra’s financial condition and results of operations and because Adjusted EBITDA is frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in VirTra’s industry, several of which present a form of Adjusted EBITDA when reporting their results. Adjusted EBITDA has limitations as an analytical tool and should not be considered in isolation or as a substitute for analysis of VirTra’s results as reported under accounting principles generally accepted in the United States of America (“GAAP”). Adjusted EBITDA should not be considered as an alternative for net income, cash flows from operating activities and other consolidated income or cash flows statement data prepared in accordance with GAAP or as a measure of profitability or liquidity. A reconciliation of net income to Adjusted EBITDA is provided in the following tables:

 

   For the Three Months Ended 
   March 31,   March 31,   Increase   % 
   2024   2023   (Decrease)   Change 
                 
Net Income  $1,216,173   $2,946,373   $(1,730,200)   -59%
Adjustments:                    
Provision for income taxes   511,437    641,345    (129,908)   -20%
Depreciation and amortization   236,547    227,570    8,977    4%
Interest (net)   (177,898)   48,183    (226,081)   -469%
EBITDA   1,786,259    3,863,471    (2,077,212)   -54%
Right of use amortization   127,893    121,774    6,119    5%
                     
Adjusted EBITDA  $1,914,152   $3,985,245   $(2,071,093)   -52%

 

Forward-Looking Statements

 

The information in this discussion contains forward-looking statements and information within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are subject to the “safe harbor” created by those sections. The words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “will,” “should,” “could,” “predicts,” “potential,” “continue,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements that we make. The forward-looking statements are applicable only as of the date on which they are made, and we do not assume any obligation to update any forward-looking statements. All forward-looking statements in this document are made based on our current expectations, forecasts, estimates and assumptions, and involve risks, uncertainties and other factors that could cause results or events to differ materially from those expressed in the forward-looking statements. In evaluating these statements, you should specifically consider various factors, uncertainties and risks that could affect our future results or operations. These factors, uncertainties and risks may cause our actual results to differ materially from any forward-looking statement set forth in the reports we file with or furnish to the Securities and Exchange Commission (the “SEC”). You should carefully consider these risks and uncertainties described and other information contained in the reports we file with or furnish to the SEC before making any investment decision with respect to our securities. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by this cautionary statement.

 

Investor Relations Contact:

 

Matt Glover and Alec Wilson

Gateway Group, Inc.

VTSI@gateway-grp.com

949-574-3860

 

- Financial Tables to Follow -

 

 

 

 

VIRTRA, INC.

CONDENSED BALANCE SHEETS

(Unaudited)

 

   March 31, 2024   December 31, 2023 
ASSETS          
Current assets:          
Cash and cash equivalents  $22,415,177   $18,849,842 
Accounts receivable, net   10,300,165    15,724,147 
Inventory, net   12,292,460    12,404,880 
Unbilled revenue   1,681,375    1,109,616 
Prepaid expenses and other current assets   832,712    906,803 
Total current assets   47,521,889    48,995,288 
Long-term assets:          
Property and equipment, net   16,799,459    15,487,012 
Operating lease right-of-use asset, net   588,794    716,687 
Intangible assets, net   565,318    567,540 
Security deposits, long-term   35,691    35,691 
Other assets, long-term   201,670    201,670 
Deferred tax asset, net   3,663,357    3,630,154 
Total long-term assets   21,854,289    20,638,754 
Total assets  $69,376,178   $69,634,042 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
Current liabilities:          
Accounts payable  $1,695,042   $2,282,427 
Accrued compensation and related costs   2,176,078    2,221,416 
Accrued expenses and other current liabilities   4,382,361    3,970,559 
Note payable, current   226,655    226,355 
Operating lease liability, short-term   323,038    317,840 
Deferred revenue, short-term   5,538,525    6,736,175 
Total current liabilities   14,341,699    15,754,772 
Long-term liabilities:          
Deferred revenue, long-term   3,004,418    3,012,206 
Note payable, long-term   7,751,585    7,813,021 
Operating lease liability, long-term   289,687    432,176 
Total long-term liabilities   11,045,690    11,257,403 
Total liabilities   25,387,389    27,012,175 
           
Commitments and contingencies (See Note 11)          
           
Stockholders’ equity:          
Preferred stock $0.0001 par value; 2,500,000 authorized; no shares issued or outstanding   -    - 
Common stock $0.0001 par value; 50,000,000 shares authorized; 11,109,730 shares issued and outstanding as of March 31, 2024 and 11,107,230 shares issued and outstanding as of December 31, 2023   1,110    1,109 
Class A common stock $0.0001 par value; 2,500,000 shares authorized; no shares issued or outstanding   -    - 
Class B common stock $0.0001 par value; 7,500,000 shares authorized; no shares issued or outstanding   -    - 
           
Additional paid-in capital   32,108,513    31,957,765 
Retained earnings   11,879,166    10,662,993 
Total stockholders’ equity   43,988,789    42,621,867 
Total liabilities and stockholders’ equity  $69,376,178   $69,634,042 

 

 

 

 

VIRTRA, INC.

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

 

   Three Months Ended 
   March 31, 2024   March 31, 2023 
         
Revenues:          
Net sales  $8,094,398   $10,026,935 
Total revenue   8,094,398    10,026,935 
           
Cost of sales   2,632,257    3,077,997 
           
Gross profit   5,462,141    6,948,938 
           
Operating expenses:          
General and administrative   3,370,422    2,711,337 
Research and development   693,380    766,296 
           
Net operating expense   4,063,802    3,477,633 
           
Income from operations   1,398,339    3,471,305 
           
Other income:          
Other income   329,271    183,642 
Gain on forgiveness of note payable   -    (67,229)
Other income          
           
Net other income   329,271    116,413 
           
Income before provision for income taxes   1,727,610    3,587,718 
           
Provision for income taxes   511,437    641,345 
           
Net income  $1,216,173   $2,946,373 
           
Net income per common share:          
Basic  $0.11   $0.27 
Diluted  $0.11   $0.27 
           
Weighted average shares outstanding:          
Basic   10,959,298    10,917,311 
Diluted   10,961,188    10,919,391 

 

 

 

 

VIRTRA, INC.

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

 

   Three Months Ended March 31 
   2024   2023 
Cash flows from operating activities:          
Net income  $1,216,173   $2,946,373 
Adjustments to reconcile net income to net cash provided by operating activities:          
Depreciation and amortization   236,547    227,570 
Right of use amortization   127,893    121,774 
Employee stock compensation   139,999    24,063 
Bad Debt Expense   245,089      
Stock issued for service   -    75,000 
Changes in operating assets and liabilities:          
Accounts receivable, net   5,178,893    (1,686,838)
Inventory, net   112,420    (1,155,466)
Deferred taxes   (33,203)   (865,745)
Unbilled revenue   (571,759)   (430,488)
Prepaid expenses and other current assets   74,091    (1,675)
Other assets   -    (792)
Accounts payable and other accrued expenses   (246,905)   1,610,884 
Operating lease right of use   (137,291)   (126,592)
Deferred revenue   (1,205,438)   240,535 
Net cash provided by operating activities   5,136,509    978,603 
           
Cash flows from investing activities:          
Purchase of property and equipment   (1,546,772)   (163,441)
Net cash (used in) investing activities   (1,546,772)   (163,441)
           
Cash flows from financing activities:          
Principal payments of debt   (35,152)   (57,750)
Proceeds from Stock based options   10,750    16,726 
Net cash (used in) financing activities:   (24,402)   (41,024)
           
Net increase in cash   3,565,335    774,138 
Cash and restricted cash, beginning of period   18,849,842    13,483,597 
Cash and restricted cash, end of period  $22,415,177   $14,257,735 
           
Supplemental disclosure of cash flow information:          
Cash paid:          
Income taxes paid  $24,002   $108,777 
Interest paid  $61,552   $3,345 

 

 

 

 

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