Financing with Institutional Shareholder Featuring Share Buyback Component and Fixed Conversion Price of $4 per share, a Premium to Market

BARTLETT, Tenn., May 13, 2025 /PRNewswire/ — SurgePays, Inc. (Nasdaq: SURG) (“SurgePays” or the “Company”), a wireless and point-of-sale technology company, today announced that it has entered into a $7 million senior secured convertible note (the “Note”) agreement with a current institutional shareholder. The Note has a principal amount of $7 million and matures two years from the date of issuance. Beginning eight months after issuance, the note becomes convertible into shares of the Company’s common stock at a fixed price of $4.00 per share, a premium to the closing share price on May 13, 2025. The aggregate purchase price for the Note consists of $6 million in cash plus the repurchase by the Company of 333,333 shares of the holder’s existing equity position. Additionally, the Note includes a prepayment option by the Company, in whole or in part, at any time with 5 days advance notice at a 2% premium to the principal amount plus accrued interest.

“We appreciate the continued support from one of our largest shareholders. This investment deepens our partnership and affirms confidence in our vision, strategy, and financial outlook over the next 12 months. It also fortifies our balance sheet and gives us the flexibility to accelerate execution of our national growth strategy,” said Brian Cox, Chairman and CEO of SurgePays.

The proceeds from the Note will be used to accelerate the nationwide launch of LinkUp Mobile and expand the MVNE wholesale business following the successful integration and official launch with AT&T on April 1, 2025. Management projects revenue to exceed $200 million over the next 12 months, starting on April 1, 2025, and to achieve positive cash flow from operations by the end of 2025. This guidance is based solely on the monetization of core MVNO and POS platforms already deployed.

Titan Partners Group, a division of American Capital Partners, acted as financial advisor to SurgePays for the financing.

About SurgePays, Inc.
SurgePays, Inc. is a wireless and fintech company focused on delivering mobile connectivity and financial services to underserved communities. As both a mobile virtual network operator (MVNO) and mobile virtual network enabler (MVNE), SurgePays operates its own wireless brand while also providing back-end infrastructure, including provisioning and billing, to other wireless providers. The Company’s proprietary point-of-sale platform is used nationwide in thousands of retail locations, enabling SIM activations, top-ups, and digital financial services. SurgePays is built to scale and uniquely positioned to grow across both retail and wholesale wireless channels. Visit www.SurgePays.com for more information.

Cautionary Note Regarding Forward-Looking Statements
This press release includes express or implied statements that are not historical facts and are considered forward-looking within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act. Forward-looking statements involve substantial risks and uncertainties and generally relate to future events or our future financial or operating performance. These statements may include projections, guidance, or other estimates regarding revenue, cash flow, business growth, market expansion, or customer acquisition. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing,” “attempting,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words.

Although we believe the expectations reflected in these forward-looking statements, such as regarding our revenue and profitability potential along with the statements under the heading 2025 Financial Guidance are reasonable, these statements relate to future events or our future operational or financial performance and involve known and unknown risks, uncertainties, and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Furthermore, actual results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors that are beyond our control, including, without limitation, the assumption that revenue is projected to exceed $200 million over the next 12 months and the Company anticipates achieving positive cash flow from operations before the end of 2025, statements about our future financial performance, including our revenue, cash flows, costs of revenue and operating expenses; our anticipated growth; and our predictions about our industry. These include, but are not limited to, our ability to scale our prepaid wireless business, transition ACP subscribers to Lifeline, maintain our MVNE partnerships, and achieve financial targets. The forward-looking statements contained in this release are also subject to other risks and uncertainties, including those more fully described in our filings with the Securities and Exchange Commission (“SEC”), including in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and the to-be-filed Annual Report on Form 10-K for the fiscal year ended December 31, 2024. The forward-looking statements in this press release speak only as of the date on which the statements are made. We undertake no obligation to update, and expressly disclaim the obligation to update, any forward-looking statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events, except as required by law.

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Revenue of $9.3 millionGross margin of 7.5%Backlog of $18 million as of March 31, 2025Reaffirms expectation for 2025 annual revenue growth of more than 30%Reaffirms expectation to be EBITDA positive in the first half of 2026

FREMONT, Calif., May 13, 2025 /PRNewswire/ — Velo3D, Inc. (OTCQX: VLDX), a leader in additive manufacturing (AM) technology known for transforming aerospace and defense supply chains through world-class metal AM, today announced financial results for its first quarter ended March 31, 2025. 

Recent Business Developments

Demand mix shift to Rapid Production Services (RPS) underwayRPS backlog increased 3x as compared to year-end 2024New customers represented more than 75% of 1Q’25 bookings50% demand from defense sectorSigned a five-year, $15 million master services agreement (MSA) with Momentus, Inc.to leverage to RPS OfferingSigned a five-year exclusive supply agreement with Amaero Advanced Materials & Manufacturing, Inc. (“Amaero”) advancing efforts to re-shore advanced manufacturing and accelerate the adoption of additive manufacturingReceived an order for a fourth Sapphire XC printer from Mears Machine Corporation to support the continued development of aerospace and industrial-related programsAnnounced an agreement with Ohio Ordinance Works, Inc. to provide RPS as part of its 3D Printed Military Weapons Development initiative.Appointed retired U.S. Army Green Beret, Brice Cooper, as Vice President of Defense and Government RelationsAppointed retired Navy Rear Admiral Jason Lloyd and Kenneth Thieneman to Board of DirectorsUpgraded to OTCQX® Best Market from the Pink® market

“Momentum is building across our business as we implement a number of strategic initiatives that we believe position Velo3D for sustainable, long-term growth and a return to profitability,” said Arun Jeldi, CEO of Velo3D. “We are seeing early results from our new go-to-market strategy, which is gaining significant traction with both new and existing customers, particularly in the defense and aerospace industries where domestic supply chain resiliency is a priority.”

Jeldi, continued, “A $15 million, five-year MSA with Momentus, along with our exclusive supply agreement with Amaero, further validates our RPS offering and underscores our expanding role in reshoring critical manufacturing capabilities in the U.S. RPS is designed to address the growing demand for scalable, high-quality parts by providing a seamless path from design to production. It reduces design cycles, accelerates production qualification and ensures consistent output through a U.S.-based supply chain. Awareness and interest are accelerating among top-tier companies in defense, aerospace and technology, and we believe RPS could account for up to 40% of our revenue by 2026.”

Jeldi continued, “We further strengthened our leadership team with the appointment of retired U.S. Army Green Beret Brice Cooper as Vice President of Defense and Government Relations and welcomed Rear Admiral Jason Lloyd and Kenneth Thieneman to our Board of Directors. Their deep industry and defense expertise will be instrumental as we expand our presence in key strategic markets.”

Jeldi, concluded, “With a number of initiatives in motion, we believe we are in a strong position to execute our strategy and reclaim our leadership in additive manufacturing. We are already seeing measurable improvements in performance and expect sequential quarterly progress throughout 2025.”

Information about Velo3D’s use of non-GAAP information, including a reconciliation to U.S. GAAP, is provided at the end of this release under “Non-GAAP Financial Information”.  The non-GAAP financial measures presented in this release should not be considered as the sole measure of the company’s performance and should not be considered in isolation from, or as a substitute for, comparable financial measures calculated in accordance with generally accepted accounting principles accepted in the United States.Non-GAAP net loss and non-GAAP net loss per diluted share exclude stock-based compensation expense, gain on exchange of debt for common stock, fair value adjustments for the Company’s warrants, contingent earnout and debt derivative and loss on extinguishment of debt.

Summary of First Quarter 2025 Results 

Revenue was $9.3 million. System revenue decreased compared to the first quarter of 2024, driven by a modest decrease in the number of printer sales, consistent with our strategy of maintaining Average Selling Price (ASP) by targeting high-value customers. While system sales are expected to remain the primary driver of revenue in 2025, the company anticipates that, under its new go-to-market strategy, its RPS parts production business will contribute an increasing share of revenue beginning in the second half of the year. 

Gross margin for the first quarter was 7.5% compared to negative 28.8% in the first quarter of 2024. The improvement is a result of continued Build of Materials (BOM) cost reduction as well as manufacturing process optimization. The company expects gross margin to improve throughout 2025 as a result of operational efficiencies and an anticipated ramp-up of its Rapid Production Solutions business. 

Operating expenses for the first quarter were $12.6 million compared to $18.6 million in the first quarter of 2024. Non-GAAP operating expenses, which excludes stock-based compensation expense of $3.9 million, were $8.8 million, down from $14.1 million in the first quarter of 2024. 

GAAP net loss for the first quarter was $25.4 million compared to a loss of $28.3 million in the first quarter of 2024. 

Non-GAAP net loss was $8.9 million in the three months ended March 31, 2025, which excludes the non-cash loss from the warrant cancellation transaction that eliminated significant future liabilities. Adjusted EBITDA for the quarter was negative $6.9 million. For more information regarding the company’s non-GAAP financial measures, see “Non-GAAP Financial Information” below.

As of March 31, 2025, the Company had $3.9 million of cash and cash equivalents, compared to $1.2 million as of December 31, 2024.

Guidance

Management expects the following for the full year 2025:

Revenue in the range of $50 million to $60 million.Sequential improvement in gross marginGreater than 30% gross margin in fourth quarter of 2025Non-GAAP operating expenses in the range of $40 million to $50 millionCapEx in the range of $15 million to $20 millionEBITDA positive in the first half of 2026

Conference Call

The company will host a conference call for investors this afternoon to discuss its first quarter 2025 financial results at 5 p.m. Eastern time / 2 p.m. Pacific time on May 13, 2025. The call will be webcast and can be accessed from the Events page of the Investor Relations section of Velo3D’s website at ir.velo3d.com.

About Velo3D:

Velo3D is a metal 3D printing technology company. 3D printing—also known as additive manufacturing (AM)—has a unique ability to improve the way high-value metal parts are built. However, legacy metal AM has been greatly limited in its capabilities since its invention almost 30 years ago. This has prevented the technology from being used to create the most valuable and impactful parts, restricting its use to specific niches where the limitations were acceptable.

Velo3D has overcome these limitations so engineers can design and print the parts they want. The company’s solution unlocks a wide breadth of design freedom and enables customers in space exploration, aviation, power generation, energy, and semiconductor to innovate the future in their respective industries. Using Velo3D, these customers can now build mission-critical metal parts that were previously impossible to manufacture. The fully integrated solution includes the Flow print preparation software, the Sapphire family of printers, and the Assure quality control system—all of which are powered by Velo3D’s Intelligent Fusion manufacturing process. The company delivered its first Sapphire system in 2018 and has been a strategic partner to innovators such as SpaceX, Honeywell, Honda, Chromalloy, and Lam Research. Velo3D has been named as one of Fast Company’s Most Innovative Companies for 2024. For more information, please visit Velo3D.com, or follow the company on LinkedIn or Twitter.

VELO, VELO3D, SAPPHIRE and INTELLIGENT FUSION, are registered trademarks of Velo3D, Inc.; and WITHOUT COMPROMISE, FLOW and ASSURE are trademarks of Velo3D, Inc. All Rights Reserved © Velo3D, Inc.

Amounts herein pertaining to the company’s first quarter ended March 31, 2025 results represent a preliminary estimate as of the date of this earnings release and may be revised upon filing of our Quarterly Report on Form 10-Q with the Securities and Exchange Commission (the “SEC”). Additional information on our results of operations for the three months ended March 31, 2025 will be provided upon the filing our Quarterly Report 10-Q with the SEC.

Forward-Looking Statements:

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1996. The company’s actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect”, “estimate”, “project”, “budget”, “forecast”, “anticipate”, “intend”, “plan”, “may”, “will”, “could”, “should”, “believes”, “predicts”, “potential”, “continue”, and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the company’s guidance for fiscal years 2025 and 2026 (including the company’s estimates for revenue and gross margin), the company’s expectations regarding its ability to achieve profitability in the first half of 2026, the company’s expectations about future demand, the company’s strategic realignment and initiatives, the company’s expectations regarding its liquidity and capital requirements, the company’s expectations regarding its potential cost savings, the company’s expectations about its market strategy and financial and operational position, and the company’s other expectations, beliefs, intentions or strategies for the future. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. You should carefully consider the risks and uncertainties described in the “Risk Factors” section of the company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “FY 2024 10-K”) and the other documents filed by the company from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Most of these factors are outside the company’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the inability of the company to execute its business plan, which may be affected by, among other things, competition, the company’s liquidity position//lack of available cash, the ability of the company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its key employees; (2) the company’s ability to continue as a going concern; (3) the company’s ability to service and comply with its indebtedness; (4) the company’s ability to raise additional capital in the near-term; (5) the possibility that the company may be adversely affected by other economic, business, and/or competitive factors; (6) changes in the applicable laws and regulations, and (7) other risks and uncertainties described in the FY 2024 10-K, including those under “Risk Factors” therein, and in the company’s other filings with the SEC. The company cautions that the foregoing list of factors is not exclusive and not to place undue reliance upon any forward-looking statements, including projections, which speak only as of the date made. The company does not undertake or accept any obligation to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based. 

Non-GAAP Financial Information

The information in the table below sets forth the non-GAAP financial measures that the company uses in this release. We believe these non-GAAP financial performance and liquidity measures are helpful in identifying trends in our day-to-day performance because the items excluded have little or no significance on our day-to-day operations. These measures provide an assessment of core expenses and afford management the ability to make decisions which are expected to facilitate meeting current financial goals as well as achieve optimal financial performance.

Each of our non-GAAP measures have limitations as analytical tools. Because of these limitations, “Non-GAAP Net Loss”, “EBITDA”, “Adjusted EBITDA” and “Non-GAAP Operating Expenses”, should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP. The company compensates for these limitations by relying primarily on its GAAP results and using Non-GAAP Net Loss, EBITDA, Adjusted EBITDA, and Non-GAAP Operating Expenses on a supplemental basis. You should review the reconciliation of the non-GAAP financial measures below and not rely on any single financial measure to evaluate the company’s business.

The following tables reconcile Net income (loss) to Non-GAAP Net Loss, EBITDA, and Adjusted EBITDA and Total Operating Expenses to Non-GAAP Operating Expenses during the periods below:

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets to the total of such amounts shown on the condensed consolidated statements of cash flows:

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SOURCE Velo3D, Inc.

SAN JOSE, Calif., May 13, 2025 /PRNewswire/ — QuickLogic Corporation (NASDAQ: QUIK) (“QuickLogic” or the “Company”), a developer of embedded FPGA (eFPGA) IP, ruggedized FPGAs and Endpoint AI solutions, today announced its financial results for the fiscal first quarter that ended March 30, 2025.

Recent Highlights

Delivered design-specific eFPGA Hard IP for Intel 18A customer Test ChipAnnounced eFPGA integration into Faraday Technology Corporation’s FlashKit™-22RRAM SoC Development PlatformAwarded $1.4 million Incremental Funding Modification (IFM) for its Strategic Radiation Hardened ProgramExtended $20 million credit facility maturity date from December 31, 2025 to December 31, 2026 for enhanced operational flexibility

“Following significant investments during the last year, we developed and in April, delivered design-specific eFPGA Hard IP for a customer’s Test Chip, on Intel 18A,” said Brian Faith, CEO of QuickLogic. “We believe that being the first, and currently, only company to offer eFPGA Hard IP for Intel 18A puts us in a very strong position to capitalize on the increasing interest from United States Military, Aerospace, and Government (“USMAG”) and commercial companies initiating new designs on Intel 18A technology. With this, the new Faraday Technologies FlashKit™ Development Platform in the market, and several contracts charted for Storefront, we believe our business model is building momentum.”

Fiscal First Quarter 2025 Financial Results

Total revenue from continuing operations for the first quarter of fiscal 2025 was $4.3 million, a decrease of 23.7% compared with the first quarter of 2024 and a decrease of 23.8% compared with the fourth quarter of 2024.

New product revenue from continuing operations was approximately $3.7 million in the first quarter of 2025, a decrease of $0.8 million, or 17.4%, compared with the first quarter of 2024 and a decrease of $0.9 million, or 19.1%, compared with the fourth quarter of 2024. The decreases in total revenue and new product revenue from continuing operations from the same period a year ago were mostly due to the timing of awards for certain large eFPGA IP contracts.

Mature product revenue from continuing operations was $0.6 million in the first quarter of 2025. This compares to $1.1 million in the first quarter of 2024 and $1.0 million in the fourth quarter of 2024.

First quarter 2025 GAAP gross margin from continuing operations was 43.4% compared with 67.1% in the first quarter of 2024 and 62.7% in the fourth quarter of 2024.

First quarter 2025 non-GAAP gross margin from continuing operations was 45.6% compared with 72.4% in the first quarter of 2024 and 65.8% in the fourth quarter of 2024.

First quarter 2025 GAAP operating expenses from continuing operations were $3.9 million compared with $3.7 million in the first quarter of 2024 and $3.5 million in the fourth quarter of 2024.

First quarter 2025 non-GAAP operating expenses from continuing operations were $3.0 million compared with $2.5 million in the first quarter of 2024 and $2.8 million in the fourth quarter of 2024.

First quarter 2025 GAAP net loss was ($2.2 million), or ($0.14) per share, compared with net income of $0.1 million, or $0.01 per share, in the first quarter of 2024, and a net loss of ($0.3 million), or ($0.02) per share, in the fourth quarter of 2024.

First quarter 2025 non-GAAP net loss was ($1.1 million), or ($0.07) per share, compared with net income of $1.7 million, or $0.12 per share, in the first quarter of 2024, and a net income of $0.6 million, or $0.04 per share, in the fourth quarter of 2024.

Conference Call

QuickLogic will hold a conference call at 2:30 p.m. Pacific Time / 5:30 p.m. Eastern Time today, May 13, 2025, to discuss its current financial results. The conference call will be webcast on QuickLogic’s IR Site Events Page at https://ir.quicklogic.com/ir-calendar. To join the live conference, you may dial (877) 407-0792 and international participants should dial (201) 689-8263 by 2:20 p.m. Pacific Time. No Passcode is needed to join the conference call. A recording of the call will be available approximately one hour after completion. To access the recording, please call (844) 512-2921 and reference the passcode 13753277.

The call recording, which can be accessed by phone, will be archived through May 20, 2025, and the webcast will be available for 12 months on the Company’s website.

About QuickLogic

QuickLogic is a fabless semiconductor company specializing in embedded FPGA (eFPGA) Hard IP, discrete FPGAs, and endpoint AI solutions. QuickLogic’s unique approach combines cutting-edge technology with open-source tools to deliver highly customizable low-power solutions for aerospace and defense, industrial, computing, and consumer markets. For more information, visit https://www.quicklogic.com.

QuickLogic uses its website (www.quicklogic.com), the company blog (https://www.quicklogic.com/blog/), corporate Twitter account (@QuickLogic_Corp), Facebook page (https://www.facebook.com/QuickLogic), and LinkedIn page (https://www.linkedin.com/company/13512/) as channels of distribution of information about its products, its planned financial and other announcements, its attendance at upcoming investor and industry conferences, and other matters. Such information may be deemed material information, and QuickLogic may use these channels to comply with its disclosure obligations under Regulation FD. Therefore, investors should monitor the Company’s website and its social media accounts in addition to following the Company’s press releases, SEC filings, public conference calls, and webcasts.

Non-GAAP Financial Measures

QuickLogic reports financial information in accordance with United States Generally Accepted Accounting Principles, or U.S. GAAP, but believes that non-GAAP financial measures are helpful in evaluating its operating results and comparing its performance to comparable companies. Accordingly, the Company excludes certain charges related to stock-based compensation, in calculating non-GAAP (i) income (loss) from operations, (ii) net income (loss), (iii) net income (loss) per share, and (iv) gross margin percentage. The Company provides this non-GAAP information to enable investors to evaluate its operating results in a manner like how the Company analyzes its operating results and to provide consistency and comparability with similar companies in the Company’s industry.

Management uses the non-GAAP measures, which exclude gains, losses, and other charges that are considered by management to be outside of the Company’s core operating results, internally to evaluate its operating performance against results in prior periods and its operating plans and forecasts. In addition, the non-GAAP measures are used to plan for the Company’s future periods and serve as a basis for the allocation of the Company’s resources, management of operations and the measurement of profit-dependent cash, and equity compensation paid to employees and executive officers.

Investors should note, however, that the non-GAAP financial measures used by QuickLogic may not be the same non-GAAP financial measures and may not be calculated in the same manner as that of other companies. QuickLogic does not itself, nor does it suggest that investors should, consider such non-GAAP financial measures alone or as a substitute for financial information prepared in accordance with U.S. GAAP. A reconciliation of U.S. GAAP financial measures to non-GAAP financial measures is included in the financial statements portion of this press release. Investors are encouraged to review the related U.S. GAAP financial measures and the reconciliation of non-GAAP financial measures with their most directly comparable U.S. GAAP financial measures.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, statements regarding our future profitability and cash flows, expectations regarding our future business and statements regarding the timing, milestones, and payments related to our government contracts, and statements regarding our ability to successfully exit SensiML, and actual results may differ due to a variety of factors including: delays in the market acceptance of the Company’s new products; the ability to convert design opportunities into customer revenue; our ability to replace revenue from end-of-life products; the level and timing of customer design activity; the market acceptance of our customers’ products; the risk that new orders may not result in future revenue; our ability to introduce and produce new products based on advanced wafer technology on a timely basis; our ability to adequately market the low power, competitive pricing and short time-to-market of our new products; intense competition by competitors; our ability to hire and retain qualified personnel; changes in product demand or supply; general economic conditions; political events, international trade disputes, natural disasters and other business interruptions that could disrupt supply or delivery of, or demand for, the Company’s products; and changes in tax rates and exposure to additional tax liabilities. These and other potential factors and uncertainties that could cause actual results to differ materially from the results contemplated or implied are described in more detail in the Company’s public reports filed with the U.S. Securities and Exchange Commission (the “SEC”), including the risks discussed in the “Risk Factors” section in the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and in the Company’s prior press releases, which are available on the Company’s Investor Relations website at http://ir.quicklogic.com/, and on the SEC website at www.sec.gov/. In addition, please note that the date of this press release is May 13, 2025, and any forward-looking statements contained herein are based on management’s current expectations and assumptions that we believe to be reasonable as of this date. We are not obliged to update these statements due to latest information or future events.

QuickLogic and logo are registered trademarks of QuickLogic. All other trademarks are the property of their respective holders and should be treated as such.

CODE: QUIK-E 

 –Tables Follow –

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SOURCE QuickLogic Corporation