false000132768800013276882024-03-052024-03-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 5, 2024

Ooma, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware		001-37493		06-1713274
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

525 Almanor Avenue, Suite 200, Sunnyvale, California 94085

(Address of principal executive offices)

(650) 566-6600

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.0001	OOMA	The New York Stock Exchange

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

Emerging growth company ☐

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

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Item 2.02. Results of Operations and Financial Condition

On March 5, 2024, Ooma, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal fourth quarter and year ended January 31, 2024. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

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

Item 9.01. Financial Statements and Exhibits

(d)

Exhibits.

Exhibit No.		Description
99.1		Press release dated March 5, 2024 titled “Ooma Reports Fourth Quarter and Fiscal Year 2024 Financial Results”
104		Cover Page Interactive Data File (formatted as Inline XBRL)

 

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SIGNATURE

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

				OOMA, INC.
Date: March 5, 2024				By:		/s/ Shig Hamamatsu
						Shig Hamamatsu
						Chief Financial Officer

 

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Exhibit 99.1

Ooma Reports Fourth Quarter and Fiscal Year 2024 Financial Results

Sunnyvale, Calif., March 5, 2024 -- Ooma, Inc. (NYSE: OOMA), a smart communications platform for businesses and consumers, today released financial results for the fiscal fourth quarter and year ended January 31, 2024.

Fourth Quarter Fiscal 2024 Financial Highlights:

Full Year Fiscal 2024 Financial Highlights:

For more information about non-GAAP net income and Adjusted EBITDA, see the section below titled "Non-GAAP Financial Measures" and the reconciliation provided in this release.

“Ooma performed well financially in Q4, delivering $61.7 million in revenue and $3.5 million of non-GAAP net income,” said Eric Stang, chief executive officer of Ooma. “For our full fiscal year 2024, we grew revenue by 10%, non-GAAP net income by 13%, adjusted EBITDA by 14%, and cash flow from operations by 40%. We achieved this growth while also investing significantly in new market opportunities and international expansion, and we believe we enter FY25 in a strong position with leading product solutions. Our plans for FY25 include continued investment across our business as we capitalize on key industry trends, such as the expansion of cloud communications for small to medium sized businesses and the sunsetting of copper lines. We believe our strategic focus on small to medium sized businesses, larger businesses that are in select verticals, POTS copper line replacement, and wholesale and CPaaS platform opportunities positions us well for future success.”

Business Outlook:

For the first quarter of fiscal 2025, Ooma expects:

For the full fiscal year 2025, Ooma expects:

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The following is a reconciliation of GAAP net loss to non-GAAP net income and GAAP basic and diluted net loss per share to non-GAAP diluted net income per share guidance for the first fiscal quarter ending April 30, 2024 and the fiscal year ending January 31, 2025 (in millions, except per share data):

		Projected range
		Three Months Ending				Fiscal Year Ending
		April 30, 2024				January 31, 2025
		(unaudited)
GAAP net loss		($2.6)-($2.9)				($8.6)-($9.6)
Stock-based compensation and related taxes			4.4				17.8
Amortization of intangible assets			1.5				5.8
Non-GAAP net income		$3.0-$3.3				$14.0-$15.0
GAAP net loss per share		($0.10)-($0.11)				($0.32)-($0.36)
Stock-based compensation and related taxes			0.16				0.66
Amortization of intangible assets			0.06				0.21
Non-GAAP net income per share		$0.11-$0.12				$0.51-$0.55
Weighted-average number of shares used in per share amounts:
Basic			26.2				26.7
Diluted			26.6				27.4

Conference Call Information:

The company will host a conference call and live webcast for analysts and investors at 5:00 p.m., Eastern time on March 5, 2024. The news release with the financial results will be accessible from the company's website prior to the conference call.

To access the call by phone, please visit https://register.vevent.com/register/BI133e36b6ab344768928995f79302ae36 to register and receive the dial-in details. To avoid delays, Ooma encourages participants to dial into the conference call ten minutes ahead of the scheduled start time. For webcast listening, please visit Ooma’s Events & Presentations page https://investors.ooma.com/news-events/events-presentation for a link.

Following the call, an archived version of the webcast will be available on the Ooma investor relations site at https://investors.ooma.com for 12 months.

Non-GAAP Financial Measures

In addition to disclosing financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), this press release and the accompanying tables contain certain non-GAAP financial measures, including: non-GAAP net income, non-GAAP net income per share, non-GAAP gross profit and gross margin, non-GAAP operating income, and Adjusted EBITDA. Adjusted EBITDA represents the net income before interest and other income, income taxes, depreciation and amortization of capital expenditures, amortization of intangible assets, acquisition-related transaction costs, certain litigation settlement and restructuring costs, non-recurring gains, and stock-based compensation expense and related taxes.

Other non-GAAP financial measures exclude stock-based compensation expense and related taxes, certain non-recurring charges and gains, such as acquisition-related income tax benefits, acquisition-related transaction costs, amortization of intangible assets and certain legal settlement and restructuring costs. Non-GAAP weighted-average diluted shares include the effect of potentially dilutive securities from the company’s stock-based benefit plans.

These non-GAAP financial measures are presented to provide investors with additional information regarding our financial results and core business operations. Ooma considers these non-GAAP financial measures to be useful measures of the operating performance of the company, because they contain adjustments for unusual events or factors that do not directly affect what management considers to be Ooma's core operating performance and are used by the company's management for that purpose. Management also believes that these non-GAAP financial measures allow for a better evaluation of the company's performance by facilitating a meaningful comparison of the company's core operating results in a given period to those in prior and future periods. In addition, investors often use similar measures to evaluate the operating performance of a company.

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Non-GAAP financial measures are presented for supplemental informational purposes only to aid an understanding of the company's operating results. The non-GAAP financial measures should not be considered a substitute for financial information presented in accordance with GAAP and may be different from non-GAAP financial measures presented by other companies. A limitation of the non-GAAP financial measures presented is that the adjustments relate to items that the company generally expects to continue to recognize. The adjustment of these items should not be construed as an inference that the adjusted gains or expenses are unusual, infrequent or non-recurring. Therefore, both GAAP financial measures of Ooma's financial performance and the respective non-GAAP measures should be considered together. Please see the reconciliation of non-GAAP financial measures to the most directly comparable GAAP measure in the tables below.

Disclosure Information

Ooma uses the investor relations section on its website as a means of complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor Ooma's investor relations website in addition to following Ooma's press releases, Securities and Exchange Commission (“SEC”) filings, and public conference calls and webcasts.

Legal Notice Regarding Forward-Looking Statements

This press release contains forward-looking statements under the Private Securities Litigation Reform Act of 1995. In particular, the financial projections under “Business Outlook” and the statements contained in the quotations of our Chief Executive Officer may constitute forward-looking statements. Forward-looking statements can be identified by the fact that they do not relate strictly to historical facts and generally contain words such as "believes”, "expects”, "may”, "will”, "should”, "seeks”, "approximately”, "intends”, "plans”, "estimates”, "anticipates”, and other expressions that are predictions of or indicate future events. Although the forward-looking statements contained in this press release are based upon information available at the time the statements are made and reflect management's good faith beliefs, forward-looking statements inherently involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements to differ materially from anticipated future results. Important factors that could cause actual results to differ materially from expectations include, among others: our inability to attract new customers on a cost-effective basis; our inability to retain customers; our inability to realize expected returns from our investments made in connection with our international expansion efforts and development of new product features; our ability to successfully integrate 2600Hz and to achieve expected benefits from the acquisition; failure to retain former employees and customers of 2600Hz; failure to realize AirDial opportunities; intense competition; loss of key retailers and reseller partnerships; our reliance on vendors to manufacture the on-premise appliances and end-point devices we sell; our reliance on third parties for our network connectivity and co-location facilities; our reliance on third parties for some of our software development, quality assurance and operations; our reliance on third parties to provide the majority of our customer service and support representatives; and interruptions to our service. You should not place undue reliance on these forward-looking statements, which speak only as of the date hereof. We do not undertake to update or revise any forward-looking statements after they are made, whether as a result of new information, future events, or otherwise, except as required by applicable law.

The forward-looking statements contained in this press release are also subject to other risks and uncertainties, including those more fully described in our filings which we make with the SEC from time to time, including the risk factors contained in our Quarterly Report on Form 10-Q for the quarter ended October 31, 2023, filed with the SEC on December 8, 2023. The forward-looking statements in this press release are based on information available to Ooma as of the date hereof, and Ooma disclaims any obligation to update any forward-looking statements, except as required by law.

 

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About Ooma, Inc.

Ooma (NYSE: OOMA) creates powerful connected experiences for businesses, consumers and service providers, delivered through smart cloud-based communications platforms and services. For businesses of all sizes, Ooma offers advanced voice and collaboration features including messaging, intelligent virtual attendants and video meetings. Ooma’s all-in-one replacement for analog phone lines helps businesses maintain mission-critical systems by moving connectivity to the cloud. For consumers, Ooma’s residential phone service provides PureVoice HD voice quality, advanced features and integration with mobile devices. Learn more at www.ooma.com or www.ooma.ca in Canada.

INVESTOR CONTACT:

Matthew S. Robison

Director of IR and Corporate Development

Ooma, Inc.

ir@ooma.com

(650) 300-1480

 

MEDIA CONTACT:

Mike Langberg

Director of Corporate Communications

Ooma, Inc.

press@ooma.com

(650) 566-6693

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OOMA, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, amounts in thousands)

 

	January 31,				January 31,
	2024				2023
Assets
Current assets:
Cash and cash equivalents	$	17,536			$	24,137
Short-term investments		—				2,723
Accounts receivable, net		9,864				7,131
Inventories		19,782				26,246
Other current assets		16,497				14,368
Total current assets		63,679				74,605
Property and equipment, net		9,897				7,996
Operating lease right-of-use assets		17,041				12,702
Intangible assets, net		27,952				10,463
Goodwill		23,069				8,655
Other assets		17,615				16,584
Total assets	$	159,253			$	131,005
Liabilities and stockholders' equity
Current liabilities:
Accounts payable	$	7,848			$	13,462
Accrued expenses and other current liabilities		26,586				26,726
Deferred revenue		17,041				17,216
Total current liabilities		51,475				57,404
Long-term operating lease liabilities		13,676				10,426
Debt, net of current portion		16,000				—
Other liabilities		15				31
Total liabilities		81,166				67,861
Stockholders' equity:
Common stock		5				5
Additional paid-in capital		211,361				195,605
Accumulated other comprehensive loss		(1	)			(23	)
Accumulated deficit		(133,278	)			(132,443	)
Total stockholders' equity		78,087				63,144
Total liabilities and stockholders' equity	$	159,253			$	131,005

 

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OOMA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, amounts in thousands, except share and per share data)

 

		Three Months Ended								Fiscal Year Ended
		January 31, 2024				January 31, 2023				January 31, 2024				January 31, 2023
Revenue:
Subscription and services		$	57,963			$	52,638			$	221,624			$	199,105
Product and other			3,713				3,858				15,113				17,060
Total revenue			61,676				56,496				236,737				216,165
Cost of revenue:
Subscription and services			17,493				14,545				63,667				54,499
Product and other			6,430				5,992				25,838				24,018
Total cost of revenue			23,923				20,537				89,505				78,517
Gross profit			37,753				35,959				147,232				137,648
Operating expenses:
Sales and marketing			18,759				18,069				73,503				69,671
Research and development			13,674				11,824				49,935				45,939
General and administrative			7,701				6,563				27,795				27,795
Total operating expenses			40,134				36,456				151,233				143,405
Loss from operations			(2,381	)			(497	)			(4,001	)			(5,757	)
Interest and other (expense) income, net			(26	)			188				1,188				332
Loss before income taxes			(2,407	)			(309	)			(2,813	)			(5,425	)
Income tax (provision) benefit			(658	)			(108	)			1,978				1,770
Net loss		$	(3,065	)		$	(417	)		$	(835	)		$	(3,655	)
Net loss per share of common stock:
Basic and diluted		$	(0.12	)		$	(0.02	)		$	(0.03	)		$	(0.15	)
Weighted-average shares of common stock outstanding:
Basic and diluted			25,915,204				24,900,265				25,573,288				24,506,525

 

 

 

 

 

 

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OOMA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, amounts in thousands)

 

 

		Three Months Ended								Fiscal Year Ended
		January 31, 2024				January 31, 2023				January 31, 2024				January 31, 2023
Cash flows from operating activities:
Net loss		$	(3,065	)		$	(417	)		$	(835	)		$	(3,655	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Stock-based compensation expense			3,995				3,521				14,833				13,904
Depreciation and amortization of capital expenditures			1,087				1,034				4,317				3,771
Amortization of intangible assets			1,485				794				3,711				2,286
Amortization of operating lease right-of-use assets			749				730				2,966				2,978
Facilities consolidation (gain) charge			—				—				(956	)			1,402
Deferred income tax benefit			103				—				(3,131	)			(2,133	)
Other			—				3				(5	)			37
Changes in operating assets and liabilities:
Accounts receivable, net			(684	)			(6	)			(2,587	)			434
Inventories and deferred inventory costs			1,670				(4,198	)			6,341				(12,333	)
Prepaid expenses and other assets			(49	)			(1,156	)			(2,280	)			(2,460	)
Accounts payable, accrued expenses and other liabilities			478				3,265				(9,579	)			4,509
Deferred revenue			(261	)			(268	)			(522	)			33
Net cash provided by operating activities			5,508				3,302				12,273				8,773
Cash flows from investing activities:
Proceeds from maturities and sales of short-term investments			—				1,805				2,750				12,705
Purchases of short-term investments			—				—				—				(3,869	)
Capital expenditures			(1,275	)			(1,304	)			(6,159	)			(5,211	)
Business acquisition, net of cash acquired			(3,009	)			—				(31,919	)			(9,771	)
Net cash (used in) provided by investing activities			(4,284	)			501				(35,328	)			(6,146	)
Cash flows from financing activities:
Proceeds from issuance of common stock			—				720				2,664				3,397
Shares repurchased for tax withholdings on vesting of restricted stock units			(392	)			(423	)			(1,741	)			(1,554	)
Proceeds from issuance of long-term debt			—				—				18,000				—
Repayment of long-term debt			(2,000	)			—				(2,000	)			—
Credit facility issuance costs			(168	)			—				(469	)			—
Net cash (used in) provided by financing activities			(2,560	)			297				16,454				1,843
Net (decrease) increase in cash and cash equivalents			(1,336	)			4,100				(6,601	)			4,470
Cash and cash equivalents at beginning of period			18,872				20,037				24,137				19,667
Cash and cash equivalents at end of period		$	17,536			$	24,137			$	17,536			$	24,137

 

 

 

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OOMA, INC.

Reconciliation of Non-GAAP Financial Measures

(Unaudited, amounts in thousands, except percentages, share and per share data)

 

 

		Three Months Ended									Fiscal Year Ended
		January 31, 2024					January 31, 2023				January 31, 2024					January 31, 2023
Revenue		$		61,676			$	56,496			$		236,737			$	216,165
GAAP gross profit		$		37,753			$	35,959			$		147,232			$	137,648
Stock-based compensation and related taxes				246				248					1,026				986
Amortization of intangible assets				786				139					1,151				430
Non-GAAP gross profit		$		38,785			$	36,346			$		149,409			$	139,064
Gross margin on a GAAP basis				61	%			64	%				62	%			64	%
Gross margin on a Non-GAAP basis				63	%			64	%				63	%			64	%
GAAP operating loss		$		(2,381	)		$	(497	)		$		(4,001	)		$	(5,757	)
Stock-based compensation and related taxes				4,054				3,563					15,110				14,155
Amortization of intangible assets				1,484				794					3,710				2,286
Acquisition-related costs				476				157					884				1,538
Facilities consolidation (gain) charge				—				—					(956	)			1,402
Legal settlement costs				—				—					300				—
Restructuring costs				477				—					477				—
Non-GAAP operating income		$		4,110			$	4,017			$		15,524			$	13,624
GAAP net loss		$		(3,065	)		$	(417	)		$		(835	)		$	(3,655	)
Stock-based compensation and related taxes				4,054				3,563					15,110				14,155
Amortization of intangible assets				1,484				794					3,710				2,286
Acquisition-related costs				476				157					693				1,538
Facilities consolidation (gain) charge				—				—					(956	)			1,402
Legal settlement costs				—				—					300				—
Acquisition-related income tax benefit				103				—					(3,131	)			(2,133	)
Restructuring costs				477				—					477				—
Non-GAAP net income		$		3,529			$	4,097			$		15,368			$	13,593
GAAP diluted net loss per share		$		(0.12	)		$	(0.02	)		$		(0.03	)		$	(0.15	)
Stock-based compensation and related taxes				0.15				0.14					0.58				0.57
Amortization of intangible assets				0.06				0.03					0.14				0.09
Acquisition-related costs				0.02				0.01					0.03				0.06
Facilities consolidation (gain) charge				—				—					(0.04	)			0.06
Legal settlement costs				—				—					0.01				—
Acquisition-related income tax benefit				—				—					(0.12	)			(0.08	)
Restructuring costs				0.02				—					0.02				—
Non-GAAP net income per basic share		$		0.13			$	0.16			$		0.59			$	0.55
Non-GAAP net income per diluted share		$		0.13			$	0.16			$		0.59			$	0.54
GAAP weighted-average basic and diluted shares				25,915,204				24,900,265					25,573,288				24,506,525
Non-GAAP weighted-average diluted shares				26,237,825				25,552,378					26,136,049				25,233,985
GAAP net loss		$		(3,065	)		$	(417	)		$		(835	)		$	(3,655	)
Reconciling items:
Interest and other expense (income), net				26				(188	)				(1,188	)			(332	)
Income tax provision (benefit)				658				108					(1,978	)			(1,770	)
Depreciation and amortization of capital expenditures				1,087				1,034					4,318				3,771
Facilities consolidation (gain) charge				—				—					(956	)			1,402
Legal settlement costs				—				—					300				—
Amortization of intangible assets				1,485				794					3,711				2,286
Acquisition-related costs				476				157					884				1,538
Stock-based compensation and related taxes				4,054				3,563					15,110				14,155
Restructuring costs				477				—					477				—
Adjusted EBITDA		$		5,198			$	5,051			$		19,843			$	17,395

 

 

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