FARO Announces Second Quarter Financial Results

    --  Revenue of $82.1 million
    --  Gross margin of 54.6%; Non-GAAP gross margin 55.0%, above guidance range
    --  Loss per share of $(0.03); Non-GAAP earnings per share ("EPS") of $0.18,
        above guidance range
    --  Cash flow from operations of $4.2 million

LAKE MARY, Fla., Aug. 8, 2024 /PRNewswire/ -- FARO® Technologies, Inc. (Nasdaq: FARO), a global leader in 4D digital reality solutions, today announced its financial results for the second quarter ended June 30, 2024.

"As I reflect on the completion of my first year at FARO, I am pleased with the execution of the first phase of our journey to drive operational excellence and we are pacing well ahead of our expectations," said Peter Lau, President & Chief Executive Officer. "By continuing to build a strong base of financial performance, marked by consistent EBITDA and free cash flow generation, we are investing in several multi-year value creation activities. Against the backdrop of a difficult macroeconomic environment, FARO delivered GAAP net loss of $0.5 million and $8.4 million of adjusted EBITDA, or 10.3% of revenue, concluding a first half of 2024 adjusted EBITDA that exceeded full year fiscal 2023 adjusted EBITDA. Looking forward, we are excited about the next phase in our journey, as we communicated in March, to deliver on the key organic growth plans which our operational improvements has enabled."

Second Quarter 2024 Financial Summary

    --  Total sales of $82.1 million, down 7% year over year
    --  Gross margin of 54.6%, compared to 37.8% in the prior year period
    --  Non-GAAP gross margin of 55.0%, compared to 38.7% in the prior year
        period
    --  Operating expenses of $43.0 million, compared to $58.7 million in the
        prior year period
    --  Non-GAAP operating expenses of $40.0 million, compared to $44.1 million
        in the prior year period
    --  Net loss of $0.5 million, or $(0.03) per share compared to net loss of
        $28.2 million, or $(1.49) per share in the prior year period
    --  Non-GAAP net income of $3.4 million, or $0.18 per share compared to
        non-GAAP net loss of $10.8 million, or $(0.57) per share in the prior
        year period
    --  Adjusted EBITDA of $8.4 million, or 10.3% of total sales compared to
        $(7.2) million, or (1.0%) of total sales in the prior year period
    --  Cash, cash equivalents & short-term investments of $97.9 million
        compared to $96.3 million as of December 31, 2023

* A reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measures is provided in the financial schedules portion at the end of this press release. An additional explanation of these measures is included below under the heading "Non-GAAP Financial Measures".

Outlook for the Third Quarter 2024

For the third quarter ending September 30, 2024, FARO currently expects:

    --  Revenue in the range of $76 to $84 million
    --  Gross margin in the range of 53.0% to 54.5%. Non-GAAP gross margin in
        the range of 53.5% to 55.0%
    --  Operating expenses in the range of $45 to $47 million. Non-GAAP
        operating expenses in the range of $40 to $42 million
    --  Net loss per share in the range of ($0.32) to ($0.12). Non-GAAP net loss
        to net income per share in the range of $(0.01) to $0.19.

Conference Call

The Company will host a conference call to discuss these results on Thursday, August 8, 2024, at 4:30 p.m. ET. Interested parties can access the conference call by dialing (800) 267-6316 (U.S.) or +1 (203) 518-9783 (International) and using the passcode FARO. A live webcast will be available in the Investor Relations section of FARO's website at: https://www.faro.com/en/About-Us/Investor-Relations/Financial-Events-and-Presentations

A replay webcast will be available in the Investor Relations section of the Company's web site approximately two hours after the conclusion of the call and will remain available for approximately 30 calendar days.

About FARO

For over 40 years, FARO has provided industry-leading technology solutions that enable customers to measure their world, and then use that data to make smarter decisions faster. FARO continues to be a pioneer in bridging the digital and physical worlds through data-driven reliable accuracy, precision, and immediacy. For more information, visit www.faro.com.

Non-GAAP Financial Measures

This press release contains information about our financial results that are not presented in accordance with U.S. generally accepted accounting principles ("GAAP"). These non-GAAP financial measures, including non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP income (loss) from operations, non-GAAP net income (loss) and non-GAAP net income (loss) per share, exclude the impact of purchase accounting intangible amortization expense, stock-based compensation, restructuring and other charges, and other tax adjustments, and are provided to enhance investors' overall understanding of our historical operations and financial performance.

In addition, we present EBITDA, which is calculated as net income (loss) before interest (income) expense, net, income tax benefit (expense) and depreciation and amortization, and Adjusted EBITDA, which is calculated as EBITDA, excluding other (income) expense, net, stock-based compensation, and restructuring and other charges, as measures of our operating profitability. The most directly comparable GAAP measure to EBITDA and Adjusted EBITDA is net income (loss). We also present Adjusted EBITDA margin, which is calculated as Adjusted EBITDA as a percent of total sales.

We have included non-GAAP total sales on a constant currency basis. The most directly comparable GAAP measure to total sales on a constant currency basis is total sales. We believe constant currency information is useful in analyzing underlying trends in our business and the commercial performance of our products by eliminating the impact of highly volatile fluctuations in foreign currency markets and allows for period-to-period comparisons of our performance. For simplicity, we may elect to omit this information in future periods if we determine a lack of material impact. To present this information, current period performance for entities reporting in currencies other than U.S. dollars are converted to U.S. dollars at the exchange rate in effect during the last day of the prior comparable period.

Management believes that these non-GAAP financial measures provide investors with relevant period-to-period comparisons of our core operations using the same methodology that management employs in its review of the Company's operating results. These financial measures are not recognized terms under GAAP and should not be considered in isolation or as a substitute for a measure of financial performance prepared in accordance with GAAP.

These non-GAAP financial measures have limitations that should be considered before using these measures to evaluate a company's financial performance. These non-GAAP financial measures, as presented, may not be comparable to similarly titled measures of other companies due to varying methods of calculation. The financial statement tables that accompany this press release include a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties, such as statements about the outlook for the third quarter of 2024, demand for and customer acceptance of FARO's products, FARO's product development and product launches, FARO's growth, strategic and restructuring plans and initiatives, including but not limited to the additional restructuring charges expected to be incurred in connection with our restructuring and integration plans and the timing and amount of cost savings and other benefits expected to be realized from the restructuring and integration plans and other strategic initiatives, and FARO's growth potential and profitability. Statements that are not historical facts or that describe the Company's plans, objectives, projections, expectations, assumptions, strategies, or goals are forward-looking statements. In addition, words such as "is," "will" and similar expressions or discussions of FARO's plans or other intentions identify forward-looking statements. Forward-looking statements are not guarantees of future performance and are subject to various known and unknown risks, uncertainties, and other factors that may cause actual results, performances, or achievements to differ materially from future results, performances, or achievements expressed or implied by such forward-looking statements. Consequently, undue reliance should not be placed on these forward-looking statements.

Factors that could cause actual results to differ materially from what is expressed or forecasted in such forward-looking statements include, but are not limited to:

    --  the Company's ability to realize the intended benefits of its
        undertaking to transition to a company that is reorganized around
        functions to improve the efficiency of its sales organization and to
        improve operational effectiveness;
    --  the Company's inability to successfully execute its strategic plan,
        restructuring plan and integration plan, including but not limited to
        additional impairment charges and/or higher than expected severance
        costs and exit costs, and its inability to realize the expected benefits
        of such plans;
    --  the changes in our executive management team in 2023 and 2024 and the
        loss of any of our executive officers or other key personnel, which may
        be impacted by factors such as our inability to competitively address
        inflationary pressures on employee compensation and flexibility in
        employee work arrangements;
    --  the outcome of any litigation to which the Company is or may become a
        party;
    --  loss of future government sales;
    --  potential impacts on customer and supplier relationships and the
        Company's reputation;
    --  development by others of new or improved products, processes or
        technologies that make the Company's products less competitive or
        obsolete;
    --  the Company's inability to maintain its technological advantage by
        developing new products and enhancing its existing products;
    --  declines or other adverse changes, or lack of improvement, in industries
        that the Company serves or the domestic and international economies in
        the regions of the world where the Company operates and other general
        economic, business, and financial conditions;
    --  the effect of general economic and financial market conditions,
        including in response to public health concerns;
    --  assumptions regarding the Company's financial condition or future
        financial performance may be incorrect;
    --  the impact of fluctuations in foreign exchange rates and inflation
        rates; and
    --  other risks and uncertainties discussed in Part I, Item 1A. Risk Factors
        in the Company's Annual Report on Form 10-K for the year ended December
        31, 2023, filed with the Securities and Exchange Commission on February
        28, 2024, as supplemented by the Company's Quarterly Reports on Form
        10-Q, and in other SEC filings.

Forward-looking statements in this release represent the Company's judgment as of the date of this release. The Company undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise, unless otherwise required by law.


                                                       
            
              FARO TECHNOLOGIES, INC. AND SUBSIDIARIES


                                                         
            CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                           
            (UNAUDITED)




                                                                                                              
            Three Months Ended                
            Six Months Ended



       
              (in thousands, except share and per share data)                                           June 30, 2024                June 30, 2023    June 30, 2024           June 30, 2023

    ---


       Sales



       Product                                                                                                    $61,312                       $67,603          $124,848                 $132,843



       Service                                                                                                     20,773                        20,608            41,481                   40,335



       Total sales                                                                                                 82,085                        88,211           166,329                  173,178



       Cost of sales



       Product                                                                                                     26,119                        44,094            56,571                   78,051



       Service                                                                                                     11,177                        10,794            21,662                   22,088



       Total cost of sales                                                                                         37,296                        54,888            78,233                  100,139



       Gross profit                                                                                                44,789                        33,323            88,096                   73,039



       Operating expenses



       Selling, general and administrative                                                                         32,590                        38,561            72,183                   79,937



       Research and development                                                                                     9,833                        11,662            18,857                   24,380



       Restructuring costs                                                                                            616                         8,450               616                   12,688



       Total operating expenses                                                                                    43,039                        58,673            91,656                  117,005



       Income (loss) from operations                                                                                1,750                      (25,350)          (3,560)                (43,966)



       Other (income) expense



       Interest expense                                                                                               761                         1,003             1,592                    1,838



       Other income (expense), net                                                                                   (43)                          476              (18)                     256



       Income (loss) before income tax                                                                              1,032                      (26,829)          (5,134)                (46,060)



       Income tax expense                                                                                           1,556                         1,416             2,657                    3,349



       Net loss                                                                                                    $(524)                    $(28,245)         $(7,791)               $(49,409)



       Net loss per share - Basic                                                                                 $(0.03)                      $(1.49)          $(0.41)                 $(2.62)



       Net loss per share - Diluted                                                                               $(0.03)                      $(1.49)          $(0.41)                 $(2.62)



       Weighted average shares - Basic                                                                         19,293,778                    18,920,675        19,183,822               18,871,007



       Weighted average shares - Diluted                                                                       19,293,778                    18,920,675        19,183,822               18,871,007


                                                                 
              
                FARO TECHNOLOGIES, INC. AND SUBSIDIARIES


                                                                         
              CONDENSED CONSOLIDATED BALANCE SHEETS


                                                                                      
              (UNAUDITED)





              
                (in thousands, except share and per share data)                                                       June 30, December 31,
                                                                                                                                      2024          2023

    ---


              
                ASSETS



              Current assets:



              Cash and cash equivalents                                                                                           $97,914       $76,787



              Short-term investments                                                                                                    -       19,496



              Accounts receivable, net                                                                                             84,868        92,028



              Inventories, net                                                                                                     34,409        34,529



              Prepaid expenses and other current assets                                                                            30,468        38,768



              Total current assets                                                                                                247,659       261,608



              Non-current assets:



              Property, plant and equipment, net                                                                                   18,412        21,181



              Operating lease right-of-use assets                                                                                  10,960        12,231



              Goodwill                                                                                                            108,164       109,534



              Intangible assets, net                                                                                               46,135        47,891



              Service and sales demonstration inventory, net                                                                       21,044        23,147



              Deferred income tax assets, net                                                                                      24,792        25,027



              Other long-term assets                                                                                                3,915         4,073



              Total assets                                                                                                       $481,081      $504,692



              
                LIABILITIES AND SHAREHOLDERS' EQUITY



              Current liabilities:



              Accounts payable                                                                                                    $27,867       $27,404



              Accrued liabilities                                                                                                  25,373        29,930



              Income taxes payable                                                                                                  3,227         5,699



              Current portion of unearned service revenues                                                                         40,014        40,555



              Customer deposits                                                                                                     5,208         4,251



              Lease liabilities                                                                                                     4,645         5,434



              Total current liabilities                                                                                           106,334       113,273



              Loan - 5.50% Convertible Senior Notes                                                                                69,983        72,760



              Unearned service revenues - less current portion                                                                     19,984        20,256



              Lease liabilities - less current portion                                                                              9,556        10,837



              Deferred income tax liabilities                                                                                      12,498        13,308



              Income taxes payable - less current portion                                                                           6,114         5,629



              Other long-term liabilities                                                                                              16            23



              Total liabilities                                                                                                   224,485       236,086



              Commitments and contingencies



              Shareholders' equity:



              Common stock - par value $0.001, 50,000,000 shares authorized;                                                           20            20
    20,779,711 and 20,343,359 issued, respectively; 19,406,669 and 18,968,798
    outstanding, respectively



              Additional paid-in capital                                                                                          351,849       346,277



              Retained earnings                                                                                                  (17,580)      (9,789)



              Accumulated other comprehensive loss                                                                               (47,038)     (37,247)



              Common stock in treasury, at cost - 1,373,042 and 1,374,561 shares held,                                           (30,655)     (30,655)
    respectively



              Total shareholders' equity                                                                                          256,596       268,606



              Total liabilities and shareholders' equity                                                                         $481,081      $504,692


                                                                          
              
                FARO TECHNOLOGIES, INC. AND SUBSIDIARIES


                                                                             
              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                                               
              (UNAUDITED)




                                                                                                                                                Six Months Ended June 30,



              
                (in thousands)                                                                                                     2024                  2023

    ---


              Cash flows from:



              Operating activities:



              Net loss                                                                                                                    $(7,791)            $(49,409)



              Adjustments to reconcile net loss to net cash used in operating activities:



              Depreciation and amortization                                                                                                  7,788                 7,925



              Stock-based compensation                                                                                                       5,703                 8,584



              Inventory write-downs                                                                                                              -                8,132



              Asset impairment charges                                                                                                           -                4,571



              Deferred income tax (benefit) and other non-cash charges                                                                     (1,327)                 (41)



              Provision for excess and obsolete inventory                                                                                      490                 1,033



              Amortization of debt discount and issuance costs                                                                                 223                   181



              Loss on disposal of assets                                                                                                       994                   130



              Provisions for bad debts, net of recoveries                                                                                      304                   408



              Change in operating assets and liabilities:



              Decrease (Increase) in:



              Accounts receivable                                                                                                            3,943                 3,280



              Inventories                                                                                                                  (3,764)                1,587



              Prepaid expenses and other current assets                                                                                      7,771                 3,105



              (Decrease) Increase in:



              Accounts payable and accrued liabilities                                                                                     (3,087)                (277)



              Income taxes payable                                                                                                         (1,853)                (263)



              Customer deposits                                                                                                              1,126               (1,210)



              Unearned service revenues                                                                                                        965                 (750)



              Other liabilities                                                                                                              (698)                (193)



              Net cash provided by (used in) operating activities                                                                           10,787              (13,207)



              Investing activities:



              Purchases of property and equipment                                                                                          (1,688)              (4,312)



              Maturity of short-term investments                                                                                            20,009              (20,024)



              Cash paid for technology development, patents and licenses                                                                   (3,392)              (3,616)



              Net cash provided by (used in) investing activities                                                                           14,929              (27,952)



              Financing activities:



              Payments on finance leases                                                                                                     (109)                (105)



              Cash settlement of equity awards                                                                                                   -                (277)



              Proceeds from issuance of 5.50% Convertible Senior Notes, due 2028, net of discount,                                               -               72,310
    issuance cost and accrued interest



              Repayment of 5.50% Convertible Senior Notes, due 2028                                                                        (2,685)



              Net cash (used in) provided by financing activities                                                                          (2,794)               71,928



              Effect of exchange rate changes on cash and cash equivalents                                                                 (1,795)                (353)



              Increase in cash and cash equivalents                                                                                         21,127                30,416



              Cash and cash equivalents, beginning of period                                                                                76,787                37,812



              Cash and cash equivalents, end of period                                                                                     $97,914               $68,228


                                              
              
                FARO TECHNOLOGIES, INC. AND SUBSIDIARIES


                                                        
              RECONCILIATION OF GAAP TO NON-GAAP


                                                                   
              (UNAUDITED)




                                                                                                                   Three Months Ended June 30,           Six Months Ended June 30,



       
                (dollars in thousands, except per share data)                                               2024                  2023          2024                  2023

    ---


       Gross profit, as reported                                                                             $44,789               $33,323       $88,096               $73,039



       Stock-based compensation (1)                                                                              374                   419           704                   691



       Restructuring and other costs (2)                                                                           -                  435             3                   870



       Non-GAAP adjustments to gross profit                                                                      374                   854           707                 1,561



       Non-GAAP gross profit                                                                                 $45,163               $34,177       $88,803               $74,600



       Gross margin, as reported                                                                              54.6 %               37.8 %       53.0 %               42.2 %



       Non-GAAP gross margin                                                                                  55.0 %               38.7 %       53.4 %               43.1 %





       Selling, general and administrative, as reported                                                      $32,590               $38,561       $72,183               $79,937



       Stock-based compensation (1)                                                                            (196)              (3,554)      (4,138)              (6,122)



       Restructuring and other costs (2)                                                                       (745)                (359)      (3,453)              (1,154)



       Purchase accounting intangible amortization                                                             (341)                (688)        (884)              (1,361)



       Non-GAAP selling, general and administrative                                                          $31,308               $33,960       $63,708               $71,300





       Research and development, as reported                                                                  $9,833               $11,662       $18,857               $24,380



       Stock-based compensation (1)                                                                            (594)                (977)        (861)              (1,771)



       Purchase accounting intangible amortization                                                             (515)                (541)      (1,004)              (1,040)



       Non-GAAP research and development                                                                      $8,724               $10,144       $16,992               $21,569





       Operating expenses, as reported                                                                       $43,039               $58,673       $91,656              $117,005



       Stock-based compensation (1)                                                                            (790)              (4,531)      (4,999)              (7,893)



       Restructuring and other costs (2)                                                                     (1,361)              (8,809)      (4,069)             (13,842)



       Purchase accounting intangible amortization                                                             (856)              (1,229)      (1,888)              (2,401)



       Non-GAAP adjustments to operating expenses                                                            (3,007)             (14,569)     (10,956)             (24,136)



       Non-GAAP operating expenses                                                                           $40,032               $44,104       $80,700               $92,869





       Income (loss) from operations, as reported                                                             $1,750             $(25,350)     $(3,560)            $(43,966)



       Non-GAAP adjustments to gross profit                                                                      374                   854           707                 1,561



       Non-GAAP adjustments to operating expenses                                                              3,007                14,569        10,956                24,136



       Non-GAAP income (loss) from operations                                                                 $5,131              $(9,927)       $8,103             $(18,269)





       Net loss, as reported                                                                                  $(524)            $(28,245)     $(7,791)            $(49,409)



       Non-GAAP adjustments to gross profit                                                                      374                   854           707                 1,561



       Non-GAAP adjustments to operating expenses                                                              3,007                14,569        10,956                24,136



       Income tax effect of non-GAAP adjustments (3)                                                           (641)              (5,888)      (2,713)              (8,457)



       Other tax adjustments (3)                                                                               1,146                 7,959         3,894                14,342



       Non-GAAP net income (loss)                                                                             $3,362             $(10,751)       $5,053             $(17,827)





       Net loss per share - Diluted, as reported                                                             $(0.03)              $(1.49)      $(0.41)              $(2.62)



       Stock-based compensation (1)                                                                             0.06                  0.26          0.30                  0.46



       Restructuring and other costs (2)                                                                        0.07                  0.49          0.21                  0.78



       Purchase accounting intangible amortization                                                              0.05                  0.06          0.10                  0.13



       Income tax effect of non-GAAP adjustments (3)                                                          (0.03)               (0.31)       (0.14)               (0.45)



       Other tax adjustments (3)                                                                                0.06                  0.42          0.20                  0.76



       Non-GAAP net income (loss) per share - Diluted                                                          $0.18               $(0.57)        $0.26               $(0.94)




     
     (1) We exclude stock-based compensation, which is non-cash, from the non-GAAP financial measures because the Company believes that such exclusion provides a better comparison of results of ongoing operations for current and future periods with such results from past periods.




        (2) On February 14, 2020, our Board of Directors approved a global restructuring plan (the "Restructuring Plan"), which is intended to support our strategic plan in an effort to improve operating performance and ensure that we are appropriately structured and resourced to deliver increased and sustainable value to our shareholders and customers. On February 7, 2023, our Board of Directors approved an integration plan (the "Integration Plan"), which is intended to streamline and simplify operations,
         particularly around our recent acquisitions and the resulting redundant operations and offerings. The Restructuring and other costs primarily consist of severance and related benefits associated with the Restructuring Plan, Integration Plan, and executive transitions.




        (3) The Income tax effect of non-GAAP adjustments is calculated by applying a statutory tax rate to Non-GAAP adjustments, including Stock-based compensation, Restructuring and other costs, non-recurring Inventory reserve charges, and Purchase accounting intangible amortization and fair value adjustments. In addition, when estimating our Non-GAAP income tax rate, we exclude the impact of items that impact our reported income tax rate that we do not believe are representative of our ongoing
         operating results, including the impact of valuation allowances we are currently recording in certain jurisdictions and certain discrete items such as adjustments to uncertain tax position reserves, as these items are difficult to predict and can impact our effective income tax rate. Specifically, Other tax adjustments during the six months ended June 30, 2024 were comprised of $3.6 million related to the impact of valuation allowance adjustments and $0.3 million related to other discrete items.
         During the three months ended June 30, 2024, Other tax adjustments were comprised of $0.8 million related to the impact of valuation allowance adjustments and $0.3 million related to other discrete items. In 2023, Other tax adjustments during the six months ended June 30, 2023 were comprised of $9.2 million related to the impact of valuation allowance adjustments and $5.3 million related to other items, including equity based compensation book to tax differences, non-GAAP adjustments impact on Global
         intangible low-taxed income and Prepaid tax on intercompany profit. During the three months ended June 30, 2023, Other tax adjustments were comprised of $4.6 million related to the impact of valuation allowance adjustments and $3.4 million related to other items, including equity based compensation book to tax differences, non-GAAP adjustments impact on Global intangible low-taxed income and Prepaid tax on intercompany profit.


                               
              
                FARO TECHNOLOGIES, INC. AND SUBSIDIARIES


                         
              RECONCILIATION OF NET INCOME (LOSS) TO EBITDA AND ADJUSTED EBITDA


                                                    
              (UNAUDITED)




                                                                                       Three Months Ended June 30,            Six Months Ended June 30,



       
                (in thousands)                                                  2024                 2023           2024                2023

    ---


       Net loss                                                                   $(524)           $(28,245)      $(7,791)          $(49,409)



       Interest expense, net                                                         761                1,003          1,592               1,838



       Income tax expense                                                          1,556                1,416          2,657               3,349



       Depreciation and amortization                                               4,167                3,947          7,788               7,925



       EBITDA                                                                      5,960             (21,879)         4,246            (36,297)



       Other expense (income), net                                                  (43)                 476           (18)                256



       Stock-based compensation                                                    1,164                4,950          5,703               8,584



       Restructuring and other costs (1)                                           1,361                9,244          4,072              14,712



       Adjusted EBITDA                                                            $8,442             $(7,209)       $14,003           $(12,745)



       Adjusted EBITDA margin (2)                                                 10.3 %               1.0 %         8.4 %            (2.7) %



        (1) On February 14, 2020, our Board of Directors approved the Restructuring Plan, which is intended to support our strategic plan in an effort to improve operating performance and ensure that we are appropriately structured and resourced to deliver increased and sustainable value to our shareholders and customers. On February 7, 2023, our Board of Directors approved the Integration Plan, which is intended to streamline and simplify operations, particularly around our recent acquisitions and the
         resulting redundant operations and offerings. The Restructuring and other costs primarily consist of severance and related benefits associated with the Restructuring Plan, Integration Plan, and executive transitions.





     
     (2) Calculated as Adjusted EBITDA as a percentage of total sales.


                                                     
              
                FARO TECHNOLOGIES, INC. AND SUBSIDIARIES


                                                                       
              KEY SALES MEASURES


                                                                          
              (UNAUDITED)




                                                                                                                            Three Months Ended June
                                                                                                                                    30,                Six Months Ended June 30,



       
                (in thousands)                                                                                      2024                2023       2024                2023

    ---


       
                Total sales to external customers as reported



       Americas (1)                                                                                                  $40,167             $41,358    $77,395             $83,701



       EMEA (1)                                                                                                       24,600              24,855     50,035              49,020



       APAC (1)                                                                                                       17,318              21,998     38,899              40,457


                                                                                                                      $82,085             $88,211   $166,329            $173,178




                                                                                                                            Three Months Ended June
                                                                                                                                    30,                Six Months Ended June 30,



       
                (in thousands)                                                                                      2024                2023       2024                2023

    ---


       
                Total sales to external customers in constant currency (2)



       Americas (1)                                                                                                  $40,425             $41,482    $77,714             $83,210



       EMEA (1)                                                                                                       24,931              24,964     50,395              47,860



       APAC (1)                                                                                                       17,783              21,446     39,552              38,544


                                                                                                                      $83,139             $87,892   $167,661            $169,614




     
     (1) Regions represent North America and South America ("Americas"); Europe, the Middle East, and Africa ("EMEA"); and the Asia-Pacific ("APAC").




        (2) We compare the change in the sales from one period to another period using constant currency disclosure. We present constant currency information to provide a framework for assessing how our underlying business performed excluding the effect of foreign currency rate fluctuations. To present this information, current and comparative prior period results for entities reporting in currencies other than United States dollars are converted into United States dollars at the exchange rate in effect during
         the last day of the prior comparable period, rather than the actual exchange rates in effect during the respective periods.


                                                              Three Months Ended June 30,         Six Months Ended June 30,



       
                (in thousands)                         2024                  2023        2024                 2023

    ---




       Hardware                                         $50,051               $56,816    $102,667             $111,778



       Software                                          11,262                10,786      22,182               21,065



       Service                                           20,772                20,609      41,480               40,335



       Total Sales                                      $82,085               $88,211    $166,329             $173,178





       Hardware as a percentage of total sales           61.0 %               64.4 %     61.7 %              64.5 %



       Software as a percentage of total sales           13.7 %               12.2 %     13.3 %              12.2 %



       Service as a percentage of total sales            25.3 %               23.4 %     24.9 %              23.3 %





       Total Recurring Revenue (3)                      $17,139               $16,396     $33,856              $33,081



       Recurring revenue as a percentage of total sales  20.9 %               18.6 %     20.4 %              19.1 %




     
     (3) Recurring revenue is comprised of hardware service contracts, software maintenance contracts, and subscription based software applications.


                                                            
          
         FARO TECHNOLOGIES, INC. AND SUBSIDIARIES


                                                                    
       FREE CASH FLOW RECONCILIATION


                                                                      
              (UNAUDITED)




                                                                                                                      Three Months Ended June 30,        Six Months Ended June 30,



       
                (in thousands)                                                                                  2024                  2023        2024                 2023

    ---


       Net cash provided by (used in) operating activities                                                        $4,212                $5,137     $10,787            $(13,207)



       Purchases of property and equipment                                                                         (365)              (2,624)    (1,688)             (4,312)



       Cash paid for technology development, patents and licenses                                                (1,950)              (1,796)    (3,392)             (3,616)



       Free Cash Flow                                                                                              1,897                   717       5,707             (21,135)



       Restructuring and other cash payments (1)                                                                   2,354                 3,192       2,757                3,988



       Adjusted Free Cash Flow                                                                                    $4,251                $3,909      $8,464            $(17,147)




     
     (1) On February 7, 2023, our Board of Directors approved the Integration Plan, which is intended to streamline and simplify operations, particularly around our recent acquisitions and the resulting redundant operations and offerings. The Restructuring and other costs primarily consist of severance and related benefits associated with the Restructuring Plan, Integration Plan, and executive transitions.


                           
              
                FARO TECHNOLOGIES, INC. AND SUBSIDIARIES


                               
              RECONCILIATION OF OUTLOOK - GAAP TO NON-GAAP




                                                                                                 Fiscal quarter ending September
                                                                                                            30, 2024


                                                                                            
        Low           
              High



       GAAP gross margin                                                                      53.0 %                   54.5 %



       Stock-based compensation                                                                0.5 %                    0.5 %



       Non-GAAP gross margin                                                                  53.5 %                   55.0 %




                                                                                                 Fiscal quarter ending September
                                                                                                          30, 2024



       
                (in thousands)                                                         
        Low           
              High

    ---


       GAAP operating expenses                                                               $45,000                   $47,000



       Stock-based compensation                                                              (4,000)                  (4,000)



       Purchase accounting intangible amortization                                           (1,000)                  (1,000)



       Non-GAAP operating expenses                                                           $40,000                   $42,000




                                                                                                 Fiscal quarter ending September
                                                                                                          30, 2024


                                                                                            
        Low           
              High



       GAAP diluted loss per share range                                                     $(0.32)                  $(0.12)



       Stock-based compensation                                                                 0.19                      0.19



       Purchase accounting intangible amortization                                              0.05                      0.05



       Non-GAAP tax adjustments                                                                 0.07                      0.07



       Non-GAAP diluted loss per share                                                       $(0.01)                    $0.19

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SOURCE FARO Technologies