Maxeon Solar Technologies Announces Third Quarter 2024 Financial Results

SINGAPORE, Dec. 5, 2024 /PRNewswire/ -- Maxeon Solar Technologies, Ltd. (NASDAQ:MAXN) ("Maxeon" or "the Company"), a global leader in solar innovation and channels, today announced its financial results for the third quarter ended September 29, 2024.

Maxeon's Chief Executive Officer George Guo stated, "Third quarter results were distorted due to deliveries detained by the United States Customs and Border Protection ("CBP"), fixed costs associated with factory shutdowns and low production levels, and costs and write-offs from our ongoing restructuring. On top of this, we continue to observe depressed prices as a result of the global oversupply and intense competition. The average market price for high efficiency and mainstream crystalline modules like our IBC products and Performance line products has dropped by approximately 43.5% and 28.6%, respectively, since January 2024. We recently announced some of the key strategic initiatives undertaken to optimize Maxeon's business portfolio and geographic market focus. Moving forward, we intend to re-create Maxeon as a world leader in solar, focused exclusively in the United States where we believe our market presence and planned local manufacturing create a strong platform to drive growth and profitability in the future. We appreciate the support and patience of our investors as we translate our strategic thinking into concrete actions."

Maxeon's Chief Financial Officer Dmitri Hu added, "As we establish our new strategy to transform Maxeon, we are highly focused on our financial position. We intend to reserve sufficient liquidity for daily operations, while we recapitalize the company to fund our restructuring and growth. However, considering the continued uncertainties around CBP detentions, we are unable to provide financial guidance for fourth quarter of 2024. We will defer holding a conference call to discuss quarterly financial results, until the ongoing restructuring is complete and we can provide a more comprehensive view of our go-forward strategy."



     
              Selected Q3 Unaudited Financial Summary





     
              (In thousands, except shipments)        Fiscal Q3 2024         Revised Fiscal Q2 2024  Fiscal Q3 2023



     Shipments, in MW                                              199                             526              628



     Revenue                                                   $88,560                        $184,219         $227,630



     Gross (loss) profit(1)                                  (179,101)                        (7,785)           2,728



     GAAP Operating expenses                                   153,218                          61,670           66,562



     Net loss attributable to the stockholders(1)            (393,944)           
            (34,231)(2)        (108,257)



     Capital expenditures                                       11,129                          17,707           15,127




                                                                        
     
     Other Financial Data(1)



     
              (In thousands)                          Fiscal Q3 2024         Revised Fiscal Q2 2024  Fiscal Q3 2023



     Non-GAAP Gross (loss) profit                           $(174,742)                       $(5,794)          $2,728



     Non-GAAP Operating expenses                                42,861                          40,180           37,535



     Adjusted EBITDA                                         (225,705)                       (36,574)        (19,923)




     
     (1) The Company's use of Non-GAAP financial information, including a reconciliation to U.S. GAAP, is provided under "Use
              of Non-GAAP Financial Measures" below.



     
     (2) Reflects the correction of an error in the gain on extinguishment of debt reported in our second quarter Form 6-K,
              filed with the SEC on September 3, 2024, due to incorrect valuation methodology and assumptions used on the ratio of
              warrants to number of shares. The revised gain on extinguishment of debt should be $35.3 million instead of the
              previously reported $77.3 million. In addition, $24.8 million of warrants were erroneously classified as equity that
              should have been classified as liabilities, as the fixed-for-fixed criteria was not met until the three months ended
              September 29, 2024.Consequently, interest expense, net should be $14.1 million instead of $10.1 million as reported
              previously. Total effect on net loss attributable to the stockholders is $45.9 million.

For more information

Maxeon's third quarter 2024 financial results and management commentary can be found on Form 6-K by accessing the Financials & Filings page of the Investor Relations section of Maxeon's website at: https://corp.maxeon.com/investor-relations. The Form 6-K and Company's other filings are also available online from the Securities and Exchange Commission at www.sec.gov.

About Maxeon Solar Technologies

Maxeon Solar Technologies (NASDAQ: MAXN) is Powering Positive Change(TM). Headquartered in?Singapore, Maxeon leverages nearly 40 years of solar energy leadership and over 2,000 granted patents to design innovative and sustainably made solar panels and energy solutions for residential, commercial, and power plant customers. For more information about how Maxeon is Powering Positive Change(TM) visit us at?www.maxeon.com, and on?LinkedIn.

Forward-Looking Statements

This press release contains forward-looking statements 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, including, but not limited to, statements regarding: (a) our ability to (i) meet short-term and long-term material cash requirements, (ii) service our outstanding debts and make payments as they come due and (iii) continue as a going concern; (b) the success of our ongoing restructuring initiatives and our ability to execute on our plans and strategy; (c) our expectations regarding product pricing trends, demand and growth projections, including our efforts to enforce our intellectual property rights against our competitors; (d) disruptions to our operations and supply chain resulting from, among other things, government regulatory or enforcement actions, such as the detentions of our products by the U.S. Customs Border and Protection (CBP) for an unforeseeable amount of time, epidemics, natural disasters or military conflicts, including the duration, scope and impact on the demand for our products, market disruptions from the war in Ukraine and the Israel-Hamas-Iran conflict; (e) anticipated product launch timing and our expectations regarding ramp, customer acceptance and demand, upsell and expansion opportunities; (f) our expectations and plans for short- and long-term strategy, including our anticipated areas of focus and investment, market expansion, product and technology focus, implementation of restructuring plans and projected growth and profitability; (g) our technology outlook, including anticipated fab capacity expansion and utilization and expected ramp and production timelines for the Company's next-generation Maxeon 7 and Performance line solar panels, expected cost reductions, and future performance; (h) our strategic goals and plans, including statements regarding restructuring of our business portfolio, the Company's anticipated manufacturing facility in the U.S., our transformation initiatives and plans regarding supply chain adaptation, improved costs and efficiencies, capacity expansion, partnership discussions with respect to the Company's next-generation technology, and our relationship with our existing customers, suppliers and partners, and our ability to achieve and maintain them; (i) our expectations regarding our future performance and revenues resulting from contracted orders, bookings, backlog, and pipelines in our sales channels and feedback from our partners; and (j) our projected effective tax rate and changes to the valuation allowance related to our deferred tax assets.

The forward-looking statements can be also identified by terminology such as "may," "might," "could," "will," "aims," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates" and similar statements. Among other things, the quotations from management in this press release and Maxeon's operations and business outlook contain forward-looking statements.

These forward-looking statements are based on our current assumptions, expectations and beliefs and involve substantial risks and uncertainties that may cause results, performance or achievement to materially differ from those expressed or implied by these forward-looking statements. These statements are not guarantees of future performance and are subject to a number of risks. The reader should not place undue reliance on these forward-looking statements, as there can be no assurances that the plans, initiatives or expectations upon which they are based will occur. Factors that could cause or contribute to such differences include, but are not limited to: (1) challenges in executing transactions key to our strategic plans, and other restructuring plans, as well as challenges in addressing regulatory and other obstacles that may arise; (2) our liquidity, substantial indebtedness, terms and conditions upon which our indebtedness is incurred, and ability to obtain additional financing for our projects, customers and operations; (3) an adverse final determination of the CBP investigation related to CBP's examination of Maxeon's compliance with the Uyghur Forced Labor Prevention Act; (4) our ability to manage supply chain shortages and/or excess inventory and cost increases and operating expenses; (5) potential disruptions to our operations and supply chain that may result from damage or destruction of facilities operated by our suppliers, difficulties in hiring or retaining key personnel, epidemics, natural disasters, including impacts of the war in Ukraine; (6) our ability to manage our key customers and suppliers; (7) the success of our ongoing research and development efforts and our ability to commercialize new products and services, including products and services developed through strategic partnerships; (8) competition in the solar and general energy industry and downward pressure on selling prices and wholesale energy pricing, including impacts of inflation, economic recession and foreign exchange rates upon customer demand; (9) changes in regulation and public policy, including the imposition and applicability of tariffs; (10) our ability to comply with various tax holiday requirements as well as regulatory changes or findings affecting the availability of economic incentives promoting use of solar energy and availability of tax incentives or imposition of tax duties; (11) fluctuations in our operating results and in the foreign currencies in which we operate; (12) appropriate sizing, or delays in expanding our manufacturing capacity and containing manufacturing and logistical difficulties that could arise; (13) unanticipated impact to customer demand and sales schedules due, among other factors, to the war in Ukraine, economic recession and environmental disasters; (14) reaction by securities or industry analysts to our annual and/or quarterly guidance, in combination with our results of operations or other factors, and/ or third party reports or publications, whether accurate or not, which may cause such securities or industry analysts to cease publishing research or reports about us, or adversely change their recommendations regarding our ordinary shares, which may negatively impact the market price of our ordinary shares and volume of our stock trading; and (15) unpredictable outcomes resulting from our litigation activities and other disputes. Forward-looking and other statements in this report may also address our corporate sustainability or responsibility progress, plans, and goals (including environmental matters), and the inclusion of such statements is not an indication that these contents are necessarily material to investors or required to be disclosed in the Company's filings with the SEC. In addition, historical, current, and forward-looking sustainability-related statements may be based on standards for measuring progress that are still developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future. A detailed discussion of these factors and other risks that affect our business is included in filings we make with the Securities and Exchange Commission ("SEC") from time to time, including our most recent report on Form 20-F, particularly under the heading "Risk Factors" and Form 6-K filings discussing our quarterly earnings results. Copies of these filings are available online from the SEC at www.sec.gov, or on the SEC Filings section of our Investor Relations website at https://corp.maxeon.com/investor-relations. All forward-looking statements in this press release are based on information currently available to us, and we assume no obligation to update these forward-looking statements in light of new information or future events.

Use of Non-GAAP Financial Measures

We present certain non-GAAP measures such as non-GAAP gross (loss) profit, non-GAAP operating expenses and earnings before interest, taxes, depreciation and amortization ("EBITDA") adjusted for stock-based compensation, provision for expected credit losses, restructuring charges and fees, remeasurement loss on prepaid forward, physical delivery forward and warrants, gain on extinguishment of debt and equity in income of unconsolidated investees and associated gains ("Adjusted EBITDA") to supplement our consolidated financial results presented in accordance with GAAP. Non-GAAP gross (loss) profit is defined as gross (loss) profit excluding stock-based compensation and restructuring charges and fees. Non-GAAP operating expenses is defined as operating expenses excluding stock-based compensation, provision for expected credit losses and restructuring charges and fees.

We believe that non-GAAP gross (loss) profit, non-GAAP operating expenses and Adjusted EBITDA provide greater transparency into management's view and assessment of the Company's ongoing operating performance by removing items management believes are not representative of our continuing operations and may distort our longer-term operating trends. We believe these measures are useful to help enhance the comparability of our results of operations across different reporting periods on a consistent basis and with our competitors, distinct from items that are infrequent or not associated with the Company's core operations as presented above. We also use these non-GAAP measures internally to assess our business, financial performance and current and historical results, as well as for strategic decision-making and forecasting future results. Given our use of non-GAAP measures, we believe that these measures may be important to investors in understanding our operating results as seen through the eyes of management. These non-GAAP measures are neither prepared in accordance with GAAP nor are they intended to be a replacement for GAAP financial data, should be reviewed together with GAAP measures and may be different from non-GAAP measures used by other companies.

As presented in the "Reconciliation of Non-GAAP Financial Measures" section, each of the non-GAAP financial measures excludes one or more of the following items in arriving to the non-GAAP measures:

    --  Stock-based compensation expense. Stock-based compensation relates
        primarily to equity incentive awards. Stock-based compensation is a
        non-cash expense that is dependent on market forces that are difficult
        to predict and is excluded from non-GAAP gross (loss) profit, non-GAAP
        operating expense and Adjusted EBITDA. Management believes that this
        adjustment for stock-based compensation expense provides investors with
        a basis to measure our core performance, including the ability to
        compare our performance with the performance of other companies, without
        the period-to-period variability created by stock-based compensation
    --  Provision for expected credit losses. This relates to the expected
        credit loss in relation to the financial assets under the Separation and
        Distribution Agreement dated November 8, 2019 (the "SDA") entered into
        with SunPower Corporation ("SunPower") in connection with the Company's
        spin-off from SunPower. Such loss is excluded from non-GAAP operating
        expense and Adjusted EBITDA as this relates to SunPower's business which
        Maxeon did not and will not have economic benefits to, as the Company's
        involvement is solely through SunPower's indemnification obligations set
        forth in the SDA. As such, management believes that this is not part of
        core operating activity and it is appropriate to exclude the provision
        for expected credit losses from our non-GAAP financial measures as it is
        not reflective of ongoing operating results nor do these charges
        contribute to a meaningful evaluation of our past operating performance.
    --  Restructuring charges and fees. We incur restructuring charges,
        inventory impairment and other inventory related costs associated with
        the re-engineering of our IBC capacity, and fees related to
        reorganization plans aimed towards realigning resources consistent with
        our global strategy and improving its overall operating efficiency and
        cost structure. Restructuring charges and fees are excluded from
        non-GAAP operating expenses and Adjusted EBITDA because they are not
        considered core operating activities. Although we have engaged in
        restructuring activities and initiatives, past activities have been
        discrete events based on unique sets of business objectives. As such,
        management believes that it is appropriate to exclude restructuring
        charges and fees from our non-GAAP financial measures as they are not
        reflective of ongoing operating results nor do these charges contribute
        to a meaningful evaluation of our past operating performance.
    --  Gain on extinguishment of debt. This relates to the gain that arose from
        the substantial modification in June 2024 of our Green Convertible
        Senior Notes due 2025 (the "2025 Notes") and First Lien Senior Secured
        Convertible Notes due 2027. Gain on debt extinguishment is excluded from
        Adjusted EBITDA because it is not considered part of core operating
        activities. Such activities are discrete events based on unique sets of
        business objectives. As such, management believes that it is appropriate
        to exclude the gain on extinguishment of debt from our non-GAAP
        financial measures as it is not reflective of ongoing operating results
        nor do these charges contribute to a meaningful evaluation of our past
        operating performance.
    --  Remeasurement loss (gain) on prepaid forward and physical delivery
        forward. This relates to the mark-to-market fair value remeasurement of
        privately negotiated prepaid forward and physical delivery transactions.
        The transactions were entered into in connection with the issuance on
        July 17, 2020 of the 2025 Notes for an aggregate principal amount of
        $200 million. The prepaid forward is remeasured to fair value at the end
        of each reporting period, with changes in fair value booked in earnings.
        The fair value of the prepaid forward is primarily affected by the
        Company's share price. The physical delivery forward was remeasured to
        fair value at the end of the note valuation period on September 29,
        2020, and was reclassified to equity after remeasurement, and will not
        be subsequently remeasured. The fair value of the physical delivery
        forward was primarily affected by the Company's share price. The
        remeasurement loss (gain) on prepaid forward and physical delivery
        forward is excluded from Adjusted EBITDA because it is not considered
        core operating activities. As such, management believes that it is
        appropriate to exclude the mark-to-market adjustments from our Adjusted
        EBITDA as it is not reflective of ongoing operating results nor do the
        loss contribute to a meaningful evaluation of our past operating
        performance.
    --  Remeasurement loss (gain) on warrants. This relates to the
        mark-to-market fair value remeasurement of the exchange warrants and
        investor warrants. The transactions were entered into in connection with
        the exchange of 99.25% of the 2025 Notes with aggregate notional amount
        of $200 million and the 9.00% Convertible First Lien Senior Secured
        Notes due 2029 of $97.5 million, both entered on June 20, 2024. The
        investor warrants were remeasured to fair value prior to them being
        exercised and were reclassified to equity, and will not be subsequently
        remeasured. The exchange warrants were remeasured to fair value on
        September 12, 2024, and were reclassified to equity after on such date,
        and will not be subsequently remeasured. The fair value of the warrants
        was primarily affected by the Company's share price. The remeasurement
        loss on warrants is excluded from Adjusted EBITDA because it is not
        considered a core operating activity. As such, management believes that
        it is appropriate to exclude the mark-to-market adjustments from our
        Adjusted EBITDA as it is not reflective of ongoing operating results nor
        do the loss contribute to a meaningful evaluation of our past operating
        performance.
    --  Equity in (income) losses of unconsolidated investees and related gains.
        This relates to the loss on our former unconsolidated equity investment
        Huansheng JV and gains on such investment on divestment. This is
        excluded from our Adjusted EBITDA financial measure as it is non-cash in
        nature and not reflective of our core operational performance. As such,
        management believes that it is appropriate to exclude such charges as
        they do not contribute to a meaningful evaluation of our performance.


     
                Reconciliation of Non-GAAP Financial Measures




                                                                                               
     
     Three Months Ended



     
                (In thousands)                                             September 29, 2024           June 30, 2024  October 1, 2023



     
                Gross (loss) profit                                                $(179,101)                $(7,785)           $2,728



     Stock-based compensation                                                             1,596                      166



     Restructuring charges and fees                                                       2,763                    1,825



     
                Non-GAAP Gross (loss) profit                                        (174,742)                 (5,794)            2,728





     
                GAAP Operating expenses                                               153,218                   61,670            66,562



     Stock-based compensation                                                           (4,293)                 (5,070)          (4,888)



     Reversal of (provision for) expected credit losses                                     165                 (11,462)



     Restructuring charges and fees                                                   (106,229)                 (4,958)         (24,139)



     
                Non-GAAP Operating expenses                                            42,861                   40,180            37,535





     
                Net loss attributable to the stockholders                           (393,944)                (34,231)
                                                                                                                     (*)        (108,257)



     Interest expense, net                                                               11,784                14,064(*)            7,734



     Provision for (benefit from) income taxes                                           18,925                    3,212           (2,554)



     Depreciation                                                                        15,886                   10,338            14,495



     Amortization                                                                           169                      220                38



     EBITDA                                                                           (347,180)                 (6,397)         (88,544)



     Stock-based compensation                                                             5,889                    5,236             4,888



     (Reversal of) provision for expected credit losses                                   (165)                  11,462



     Gain on extinguishment of debt                                                           -             (35,326)(*)



     Restructuring charges and fees                                                     108,992                    6,783            24,139



     Remeasurement loss on prepaid forward                                                1,793                    5,751            37,137



     Remeasurement loss on warrants                                                       4,966



     Equity in (income) losses of unconsolidated investees and related gains                  -                (24,083)            2,457



     
                Adjusted EBITDA                                                     (225,705)                (36,574)         (19,923)



     (*) Reflects the correction of an error in the gain on extinguishment of debt reported in our second quarter Form 6-K,
          filed with the SEC on September 3, 2024, due to incorrect valuation methodology and assumptions used on the ratio of
          warrants to number of shares. The revised gain on extinguishment of debt should be $35.3 million instead of the
          previously reported $77.3 million. In addition, $24.8 million of warrants were erroneously classified as equity that
          should have been classified as liabilities, as the fixed-for-fixed criteria was not met until the three months ended
          September 29, 2024.Consequently, interest expense, net should be $14.1 million instead of $10.1 million as reported
          previously. Total effect on net loss attributable to the stockholders is $45.9 million.

©2024 Maxeon Solar Technologies, Ltd. All rights reserved. MAXEON is a registered trademark of Maxeon Solar Technologies, Ltd. Visit https://corp.maxeon.com/trademarks for more information.


                                                                               
           
         MAXEON SOLAR TECHNOLOGIES, LTD.

                                                                            
           
         CONDENSED CONSOLIDATED BALANCE SHEETS

                                                                                      
       
                (unaudited)

                                                                           
           
         (In thousands, except for shares data)




                                                                                                                                          
              
        As of


                                                                                                                                    September 29, 2024            December 31, 2023



              
                Assets



              Current assets:



              Cash and cash equivalents                                                                                                        $51,223                      $190,169



              Restricted short-term marketable securities                                                                                        1,399                         1,403



              Accounts receivable, net                                                                                                          18,625                        62,687



              Inventories                                                                                                                      149,456                       308,948



              Prepaid expenses and other current assets                                                                                         41,412                        55,812



              
                Total current assets                                                                                               $262,115                      $619,019



              Property, plant and equipment, net                                                                                               138,707                       280,025



              Operating lease right of use assets                                                                                               17,574                        22,824



              Other intangible assets, net                                                                                                         587                         3,352



              Other long-term assets                                                                                                            22,379                        68,910



              
                Total assets                                                                                                       $441,362                    $1,002,009



              
                Liabilities and Equity



              Current liabilities:



              Accounts payable                                                                                                                $116,161                      $153,020



              Accrued liabilities                                                                                                               78,654                       113,456



              Contract liabilities, current portion                                                                                             31,841                       134,171



              Short-term debt                                                                                                                    2,193                        25,432



              Convertible debt, current portion                                                                                                    801



              Operating lease liabilities, current portion                                                                                       7,427                         5,857



              
                Total current liabilities                                                                                          $237,077                      $431,936



              Long-term debt                                                                                                                       855                         1,203



              Contract liabilities, net of current portion                                                                                      48,038                       113,564



              Operating lease liabilities, net of current portion                                                                               20,257                        19,611



              Convertible debt                                                                                                                 286,971                       385,558



              Deferred tax liabilities                                                                                                           6,994                         7,001



              Other long-term liabilities                                                                                                       46,904                        38,494



              
                Total liabilities                                                                                                  $647,096                      $997,367



              Commitments and contingencies



              Equity:



              Common stock, no par value (1,522,138,260 and 53,959,109 issued and                                              
     $                   - 
           $                  -
    outstanding as of September 29, 2024 and December 31, 2023, respectively)



              Additional paid-in capital                                                                                                     1,107,063                       811,361



              Accumulated deficit                                                                                                          (1,304,415)                    (796,092)



              Accumulated other comprehensive loss                                                                                            (13,712)                     (16,378)



              Equity attributable to the Company                                                                                             (211,064)                      (1,109)



              Noncontrolling interests                                                                                                           5,330                         5,751



              Total equity                                                                                                                   (205,734)                        4,642



              
                Total liabilities and equity                                                                                       $441,362                    $1,002,009


                                                                                    
          
             MAXEON SOLAR TECHNOLOGIES, LTD.

                                                                                
         
          CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                                          
           
                (unaudited)

                                                                                  
         
             (In thousands, except per share data)




                                                                                                                                                        Three Months Ended                                       Nine Months Ended


                                                                                                                                     September 29, 2024                    October 1, 2023  September 29, 2024                     October 1, 2023



     Revenue                                                                                                                                   $88,560                            $227,630             $460,235                             $894,335



     Cost of revenue                                                                                                                           267,661                             224,902              661,992                              781,759



     Gross (loss) profit                                                                                                                     (179,101)                              2,728            (201,757)                             112,576



     Operating expenses:



     Research and development                                                                                                                    8,962                              11,627               28,284                               35,715



     Sales, general and administrative                                                                                                          38,296                              31,771              126,330                               97,291



     Restructuring charges                                                                                                                     105,960                              23,164              108,942                               23,307



     Total operating expenses                                                                                                                  153,218                              66,562              263,556                              156,313



     Operating loss                                                                                                                          (332,319)                           (63,834)           (465,313)                            (43,737)



     Other (expense) income, net



     Interest expense                                                                                                                         (12,170)                           (10,464)            (36,302)          (*)               (32,337)



     Interest income                                                                                                                               386                               2,730                1,713                                6,701



     Gain on extinguishment of debt                                                                                                                  -                                                 35,326           (*)



     Other, net                                                                                                                               (30,702)                           (36,904)            (20,828)                             (7,911)



     Other expense, net                                                                                                                       (42,486)                           (44,638)            (20,091)                            (33,547)



     Loss before income taxes and equity in losses of unconsolidated investees                                                               (374,805)                          (108,472)           (485,404)                            (77,284)



     (Provision for) benefit from income taxes                                                                                                (18,925)                              2,554             (23,340)                             (9,323)



     Equity in losses of unconsolidated investees                                                                                                    -                            (2,457)                                                 (2,811)



     Net loss                                                                                                                                (393,730)                          (108,375)           (508,744)                            (89,418)



     Net (income) loss attributable to noncontrolling interests                                                                                  (214)                                118                  421                                 (77)



     Net loss attributable to the stockholders                                                                                              $(393,944)                         $(108,257)          $(508,323)                           $(89,495)





     Net loss per share attributable to stockholders:



     Basic and diluted                                                                                                                         $(0.47)                            $(2.21)             $(1.63)                             $(1.98)





     Weighted average shares used to compute net loss per share:



     Basic and diluted                                                                                                                         832,620                              48,925              311,441                               45,157



     (*) Reflects the correction of an error in the gain on extinguishment of debt reported in our second quarter Form 6-K,
          filed with the SEC on September 3, 2024, due to incorrect valuation methodology and assumptions used on the ratio of
          warrants to number of shares. The revised gain on extinguishment of debt should be $35.3 million instead of the
          previously reported $77.3 million. In addition, $24.8 million of warrants were erroneously classified as equity that
          should have been classified as liabilities, as the fixed-for-fixed criteria was not met until the three months ended
          September 29, 2024. Consequently, interest expense should be $14.6 million instead of $10.6 million as reported
          previously. Total effect on net loss attributable to the stockholders is $45.9 million.


                                                                          
         
                MAXEON SOLAR TECHNOLOGIES, LTD.

                                                                      
         
              CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

                                                                               
              
                (unaudited)

                                                                              
              
                (In thousands)




                                                               Shares             Amount                               Additional            Accumulated                     Accumulated                   Equity        Noncontrolling               Total
                                                                                                           Paid In                   Deficit                        Other                  Attributable                                    Equity
                                                                                                           Capital                                             Comprehensive                  to the                      Interests
                                                                                                                                                                    Loss                      Company



     
                Balance at December 31, 2023                53,959    
         $        -                                 $811,361              $(796,092)                       $(16,378)                 $(1,109)                $5,751               $4,642



     Net loss                                                      -                                                                           (80,148)                                                 (80,148)                  (56)            (80,204)



     Issuance of common stock for stock-based compensation       725



     Recognition of stock-based compensation                       -                                                       7,027                                                                            7,027                                      7,027



     Other comprehensive income                                    -                                                                                                              1,019                     1,019                                      1,019



     
                Balance at March 31, 2024                   54,684    
         $        -                                 $818,388              $(876,240)                       $(15,359)                $(73,211)                $5,695            $(67,516)



     Net loss                                                      -   
         $        -               
              $             -              $(34,231)     
         $                   -                $(34,231)                $(579)           $(34,810)



     Issuance of common stock for stock-based compensation       201



     Issuance of common stock for settlement of obligation       821                                                        4,140                                                                            4,140                                      4,140



     Recognition of stock-based compensation                       -                                                       5,865                                                                            5,865                                      5,865



     Other comprehensive loss                                      -                                                                                                              (155)                    (155)                                     (155)



     
                Balance at June 30, 2024                    55,706                                                      828,393 *             (910,471) *                      (15,514)                 (97,592)                 5,116             (92,476)



     Net loss (income)                                             -                                                                          (393,944)                                                (393,944)                   214            (393,730)



     Issuance of common stock, net of issuance cost          829,187                                                       95,101                                                                           95,101                                     95,101



     Issuance of common stock for settlement of obligation    19,076                                                        2,829                                                                            2,829                                      2,829



     Issuance of common stock for stock-based compensation       363



     Issuance of common stock through exercise of warrants   134,566                                                       28,162                                                                           28,162                                     28,162



     Reclassification of warrants from liability to equity         -                                                      47,384                                                                           47,384                                     47,384



     Conversion of convertible debts to equity               483,240                                                      100,463                                                                          100,463                                    100,463



     Recognition of stock-based compensation                       -                                                       4,731                                                                            4,731                                      4,731



     Other comprehensive income                                    -                                                                                                              1,802                     1,802                                      1,802



     
                Balance at September 29, 2024            1,522,138                                                    1,107,063             (1,304,415)                        (13,712)                (211,064)                 5,330            (205,734)




                                                               Shares             Amount                               Additional            Accumulated                     Accumulated                   Equity        Noncontrolling               Total
                                                                                                           Paid In                   Deficit                        Other                  Attributable             Interests              Equity
                                                                                                           Capital                                             Comprehensive                  to the
                                                                                                                                                                    Loss                      Company



     
                Balance at January 1, 2023                  45,033    
         $        -                                 $584,808              $(520,263)                       $(22,108)                  $42,437                 $5,633              $48,070



     Net loss                                                      -                                                                             20,271                                                    20,271                    147               20,418



     Issuance of common stock for stock-based compensation       377



     Distribution to noncontrolling interest                       -



     Recognition of stock-based compensation                       -                                                       4,033                                                                            4,033                                      4,033



     Other comprehensive income                                    -                                                                                                              1,627                     1,627                                      1,627



     
                Balance at April 2, 2023                    45,410    
         $        -                                 $588,841              $(499,992)                       $(20,481)                  $68,368                 $5,780              $74,148



     Net (loss) income                                             -                                                                            (1,509)                                                  (1,509)                    48              (1,461)



     Issuance of common stock, net of issuance cost            7,120                                                      193,491                                                                          193,491                                    193,491



     Issuance of common stock for stock-based compensation       116



     Recognition of stock-based compensation                       -                                                       6,980                                                                            6,980                                      6,980



     Other comprehensive loss                                      -                                                                                                               (65)                     (65)                                      (65)



     
                Balance at July 2, 2023                     52,646                                                      789,312               (501,501)                        (20,546)                  267,265                  5,828              273,093



     Net loss                                                      -                                                                          (108,257)                                                (108,257)                 (118)           (108,375)



     Issuance of common stock for stock-based compensation       134



     Recognition of stock-based compensation                       -                                                       5,906                                                                            5,906                                      5,906



     Other comprehensive income                                    -                                                                                                              4,936                     4,936                                      4,936



     
                Balance at October 1, 2023                  52,780                                                      795,218               (609,758)                        (15,610)                  169,850                  5,710              175,560



     (*) Reflects the correction of an error in the gain on extinguishment of debt reported in our second quarter Form 6-K,
          filed with the SEC on September 3, 2024, due to incorrect valuation methodology and assumptions used on the ratio of
          warrants to number of shares. The revised gain on extinguishment of debt should be $35.3 million instead of the
          previously reported $77.3 million. In addition, $24.8 million of warrants were erroneously classified as equity that
          should have been classified as liabilities, as the fixed-for-fixed criteria was not met until the three months ended
          September 29, 2024.Consequently, interest expense, net should be $14.1 million instead of $10.1 million as reported
          previously. Total effect on net loss attributable to the stockholders is $45.9 million.


                                                                        
              
             MAXEON SOLAR TECHNOLOGIES, LTD.

                                                                
              
             CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                  
           
                (unaudited)

                                                                                
           
                (In thousands)




                                                                                                                                                        Nine Months Ended


                                                                                                                                     September 29, 2024                   October 1, 2023



     
                Cash flows from operating activities



     Net loss                                                                                                                               $(508,744)                         $(89,418)



     Adjustments to reconcile net loss to operating cash flows



     Depreciation and amortization                                                                                                              37,162                             43,579



     Stock-based compensation                                                                                                                   18,003                             17,145



     Non-cash interest expense                                                                                                                   7,850                              7,042



     Gain on disposal of equity in unconsolidated investees                                                                                   (24,083)



     Equity in losses of unconsolidated investees                                                                                                    -                             2,811



     Deferred income taxes                                                                                                                      17,710                              (472)



     Loss on impairment of property, plant and equipment                                                                                       157,673                                442



     Loss on impairment of operating lease right of use assets                                                                                   7,432



     Loss on impairment of intangible assets                                                                                                     2,167



     Loss on impairment of goodwill                                                                                                              7,879



     Loss on disposal of property, plant and equipment                                                                                             260                                 33



     Write-off of other assets                                                                                                                  21,401



     Gain on debt extinguishment                                                                                                              (35,326)



     Remeasurement loss on prepaid forward                                                                                                      16,082                              8,570



     Remeasurement loss on warrants                                                                                                              4,966



     Provision for (reversal of) expected credit losses                                                                                         11,504                              (208)



     Provision for (utilization of)  inventory reserves                                                                                        132,474                            (1,351)



     Other, net                                                                                                                                  1,807                                271



     Changes in operating assets and liabilities



     Accounts receivable                                                                                                                        35,132                           (37,353)



     Inventories                                                                                                                                23,953                          (110,646)



     Prepaid expenses and other assets                                                                                                           1,139                              5,498



     Operating lease right-of-use assets                                                                                                         4,347                              3,766



     Advances to suppliers                                                                                                                           -                               730



     Accounts payable and other accrued liabilities                                                                                           (31,913)                          (52,808)



     Contract liabilities                                                                                                                    (167,670)                            27,404



     Operating lease liabilities                                                                                                               (4,313)                           (2,917)



     Net cash used in operating activities                                                                                                   (263,108)                         (177,882)



     
                Cash flows from investing activities



     Purchases of property, plant and equipment                                                                                               (48,052)                          (55,796)



     Proceeds from disposal of equity in unconsolidated investees                                                                               24,000



     Purchases of intangible assets                                                                                                               (10)                             (136)



     Proceeds from maturity of short-term securities                                                                                                 -                            76,000



     Purchase of short-term securities                                                                                                               -                          (60,000)



     Purchase of restricted short-term marketable securities                                                                                         -                              (10)



     Proceeds from maturity of restricted short-term marketable securities                                                                           -                               971



     Proceeds from disposal of property, plant and equipment                                                                                       664



     Proceeds from disposal of asset held for sale                                                                                                 462



     Net cash used in investing activities                                                                                                    (22,936)                          (38,971)



     
                Cash flows from financing activities



     Proceeds from debt                                                                                                                         51,249                            148,992



     Repayment of debt                                                                                                                        (74,572)                         (175,942)



     Repayment of finance lease obligations                                                                                                      (386)                             (477)



     Net proceeds from issuance and modification of convertible notes and warrants                                                              71,418



     Net proceeds from issuance of common stock                                                                                                 97,270                            193,531



     Net cash provided by financing activities                                                                                                 144,979                            166,104



     Effect of exchange rate changes on cash, cash equivalents and restricted cash                                                                (94)                               124



     Net decrease in cash, cash equivalents and restricted cash                                                                              (141,159)                          (50,625)



     Cash, cash equivalents and restricted cash, beginning of period                                                                           195,511                            267,961



     Cash, cash equivalents and restricted cash, end of period                                                                                 $54,352                           $217,336



     
                Non-cash transactions



     Property, plant and equipment purchases funded by liabilities                                                                              $5,755                            $10,158



     Interest paid in shares                                                                                                                     6,969



     Interest paid by issuance of convertible notes                                                                                              7,977



     Right-of-use assets obtained in exchange for lease obligations                                                                              8,025                             10,743

The following table reconciles our cash and cash equivalents and restricted cash reported on our Condensed Consolidated Balance Sheets and the cash, cash equivalents and restricted cash reported on our Condensed Consolidated Statements of Cash Flows as of September 29, 2024 and October 1, 2023:



              
                (In thousands)                            September 29, 2024 October 1, 2023



              Cash and cash equivalents                                         $51,223         $208,100



              Restricted cash, current portion, included in Prepaid               3,028            9,234
    expenses and other current assets



              Restricted cash, net of current portion, included                     101                2
    in Other long-term assets



              Total cash, cash equivalents and restricted cash shown            $54,352         $217,336
    in Condensed Consolidated Statements of Cash Flows

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SOURCE Maxeon Solar Technologies, Ltd.