VTSI Virtra Inc

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

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

 

Date of Report (Date of earliest event reported): November 12, 2024

 

VIRTRA, INC.

(Exact name of Registrant as Specified in Its Charter)

 

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

 

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

 

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

 

Not Applicable

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

 

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

 

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

 

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

 

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

 

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

 

Emerging growth company ☐

 

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

 

 

 

Item 2.02. Results of Operations and Financial Condition.

 

On November 12, 2024, VirTra, Inc. issued a press release announcing its financial results for the third quarter ended September 30, 2024. A copy of this press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information contained in the website is not a part of this Current Report on Form 8-K.

 

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

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.		Description
99.1		Press release of the registrant dated November 12, 2024.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURES

 

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

 

	VIRTRA, INC.
Date: November 12, 2024	By:	/s/ John F. Givens II
	Name:	John F. Givens II
	Title:	Chief Executive Officer

 

 

Exhibit 99.1

 

 

VirTra Reports Third Quarter and Nine Month 2024 Financial Results

 

Q3 Bookings Grow 51% Quarter-Over-Quarter to $8.9 Million, Bringing YTD Total to $17.7 Million

 

Gross Margin Expands to 73%

 

CHANDLER, Ariz. — November 12, 2024 — VirTra, Inc. (Nasdaq: VTSI) (“VirTra” or the “Company”), a global provider of judgmental use of force training simulators and firearms training simulators for the law enforcement and military markets, reported results for the third quarter ended September 30, 2024. The financial statements are available on VirTra’s website and here.

 

Third Quarter 2024 and Recent Operational Highlights:

 

●

Bookings totaled $8.9 million in Q3 2024, a 51% increase from $5.9 million in Q2 2024, and a 22% year-over-year increase from $7.3 million in Q3 2023. This growth reflects the effectiveness of our enhanced sales approach and improved market conditions.

 

●

Gross margins improved to 73%, up from 71% in the prior year period.

 

●

Maintained robust working capital at $36.0 million, positioning the Company for sustained growth and operational agility.

 

●

Advanced V-XR launch, with initial orders now being accepted and preparation underway for customer deliveries. This new extended reality solution is set to broaden VirTra’s offerings to meet varying budget requirements, providing agencies with greater flexibility and essential tools for de-escalation training. Additionally, V-XR is expected to open avenues into adjacent markets such as healthcare and education, where immersive training is increasingly in demand.

 

●

Appointed retired U.S. Army Lieutenant General Maria R. Gervais and Georgia POST Executive Director Mike Ayers to the Board of Directors, strengthening VirTra’s expertise in virtual military training and high-impact law enforcement certification.

 

Third Quarter and Nine Month 2024 Financial Highlights:

 

		For the Three Months Ended												For the Nine Months Ended
All figures in millions, except per share data		September 30, 2024				September 30, 2023				% Δ				September 30, 2024				September 30, 2023				% Δ
Total Revenue		$	7.5			$	7.6				-1	%		$	21.7			$	27.9				-22	%
Gross Profit		$	5.5			$	5.4				2	%		$	16.5			$	18.3				-10	%
Gross Margin			73	%			71	%			N/A				76	%			65	%			N/A
Net Income		$	0.6			$	1.6				N/A			$	3.0			$	5.6				N/A
Diluted EPS		$	0.05			$	0.15				N/A			$	0.27			$	0.51				N/A
Adjusted EBITDA		$	1.1			$	2.9				N/A			$	4.7			$	9.4				N/A

 

Management Commentary

 

CEO John Givens stated, “The third quarter marked a positive step toward accelerating sales momentum, with bookings improving to $8.9 million. This increase signals that the sales improvements we initiated in the second half of 2023 are beginning to make their way into our financial results, setting a strong foundation for future growth. Given the longer timelines associated with selling to government customers, this progress is an encouraging start to what we believe will be a steady ramp-up in demand as our strategies continue to take hold.

 

 

“We’re tracking macroeconomic factors closely, including December’s budget decisions, as the continuing resolution currently in place only extends funding for federal programs through December 20th. While funds have been allocated, final distribution to our customers may take additional time, especially as priorities may shift following the presidential election. Nonetheless, with a strong pipeline and strategic positioning, we’re optimistic about capitalizing on emerging opportunities as we move through Q4 and into 2025.”

 

Third Quarter 2024 Financial Results

 

Total revenue was $7.5 million, compared to $7.6 million in the prior year period. The slight decrease can primarily be attributed to the smaller number of bookings in the previous three quarters due to the temporary funding measures taken by the federal government that delayed many of VirTra’s contracts.

 

Gross profit totaled $5.5 million (73% of total revenue), compared to $5.4 million (71% of total revenue) in the prior year period. This 2% improvement in gross margin reflects the lower cost of sales. Additionally, a significant portion of total revenue came from the Company’s service and STEP contracts, which have minimal associated costs, further supporting gross margin performance.

 

Net operating expense was $4.7 million, a 28% increase from $3.7 million in the prior year period. This increase was driven by investments in higher-level staff and expanded sales and marketing efforts to support growth initiatives. Also contributing to the increased operating expenses were enhancements to the Company’s IT infrastructure and compliance measures required for current and future contracts.

 

Operating income was $0.8 million, compared to $1.7 million in the third quarter of 2023.

 

Net income was $0.6 million, or $0.05 per diluted share (based on 11.2 million weighted average diluted shares outstanding), compared to net income of $1.6 million, or $0.15 per diluted share (based on 10.9 million weighted average diluted shares outstanding), in the third quarter of 2023.

 

Adjusted EBITDA, a non-GAAP metric, was $1.1 million, compared to $2.9 million in the third quarter of 2023.

 

Cash and cash equivalents were $19.7 million at September 30, 2024.

 

Financial Commentary

 

CFO Alanna Boudreau stated, “With a solid cash position and strong gross margin profile, we have the financial flexibility to continue supporting growth initiatives, including expanding our product offerings, enhancing sales and marketing capabilities, and investing in technology to improve training outcomes. Ongoing adjustments to our contract terms have strengthened our cash flow and working capital, allowing us to respond quickly to new opportunities and invest in strategic areas that will drive long-term growth.

 

“Our strong backlog, which includes long-term contracts, reflects continued demand and provides us with a steady revenue foundation. Additionally, targeted investments in talent, IT infrastructure, and sales and marketing have positioned us for growth as we look toward 2025.”

 

Conference Call

 

VirTra’s management will hold a conference call today (November 12, 2024) at 4:30 p.m. Eastern time (1:30 p.m. Pacific time) to discuss these results. VirTra’s Chief Executive Officer John Givens and Chief Financial Officer Alanna Boudreau will host the call, followed by a question-and-answer period.

 

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

International number: 1-201-493-6784

Conference ID: 13749298

 

 

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

 

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

 

A replay of the call will be available after 7:30 p.m. Eastern time on the same day through August 26, 2024.

 

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

 

International replay number: 1-412-317-6671

 

Replay ID: 13749298

 

About VirTra, Inc.

 

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

 

About the Presentation of Adjusted EBITDA

 

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

 

		For the Three Months Ended																For the Nine Months Ended
		Sept 30,				Sept 30,				Increase				%				Sept 30,				Sept 30,				Increase				%
		2024				2023				(Decrease)				Change				2024				2023				(Decrease)				Change
Net Income (Loss)		$	583,101			$	1,634,790			$	(1,051,689	)			-64	%		$	3,000,002			$	5,607,804			$	(2,607,802	)			-47	%
Adjustments:
Provision for income taxes			208,000				244,316				(36,316	)			-15	%			807,000				1,863,150				(1,056,150	)			-57	%
Depreciation and amortization			308,924				121,054				187,870				155	%			834,494				602,535				231,959				38	%
Interest (net)			(55,919	)			23,957				(79,876	)			-333	%			(144,876	)			133,377				(278,253	)			-209	%
EBITDA		$	1,044,106			$	2,024,117				(980,011	)			-48	%		$	4,496,620			$	8,206,866				(3,710,246	)			-45	%
Right of use amortization			38,720				843,042				(804,322	)							238,213				1,209,397				(971,184	)
Adjusted EBITDA		$	1,082,826			$	2,867,159			$	(1,784,333	)			-62	%		$	4,734,833			$	9,416,263			$	(4,681,430	)			-50	%

 

 

Forward-Looking Statements

 

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

 

Investor Relations Contact:

 

Matt Glover and Alec Wilson

Gateway Group, Inc.

VTSI@gateway-grp.com

949-574-3860

 

- Financial Tables to Follow -

 

 

VIRTRA, INC.

CONDENSED BALANCE SHEETS

(Unaudited)

 

		September 30,				December 31,
		2024				2023
		(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents		$	19,668,455			$	18,849,842
Accounts receivable, net			7,216,751				15,724,147
Inventory, net			13,911,948				12,404,880
Unbilled revenue			2,258,930				1,109,616
Prepaid expenses and other current assets			1,886,148				906,803
Total current assets			44,942,232				48,995,288
Long-term assets:
Property and equipment, net			16,351,433				15,487,012
Operating lease right-of-use asset, net			478,474				716,687
Intangible assets, net			560,873				567,540
Security deposits, long-term			35,692				35,691
Other assets, long-term			201,670				201,670
Deferred tax asset, net			3,498,003				3,630,154
Total long-term assets			21,126,145				20,638,754
Total assets		$	66,068,377			$	69,634,042
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	1,121,558			$	2,282,427
Accrued compensation and related costs			1,906,302				2,221,416
Accrued expenses and other current liabilities			708,952				3,970,559
Notes payable, current			230,824				226,355
Operating lease liability, short-term			192,294				317,840
Deferred revenue, short-term			4,797,825				6,736,175
Total current liabilities			8,957,755				15,754,772
Long-term liabilities:
Deferred revenue, long-term			3,022,676				3,012,206
Notes payable, long-term			7,629,800				7,813,021
Operating lease liability, long-term			308,109				432,176
Total long-term liabilities			10,960,585				11,257,403
Total liabilities			19,918,340				27,012,175
Commitments and contingencies (See Note 11)
Stockholders’ equity:
Preferred stock $0.0001 par value; 2,500,000 authorized; no shares issued or outstanding			-				-
Common stock $0.0001 par value; 50,000,000 shares authorized; 11,242,925 shares issued and outstanding as of September 30, 2024, and 11,107,230 shares issued and outstanding as of December 31, 2023			1,123				1,109
Class A common stock $0.0001 par value; 2,500,000 shares authorized; no shares issued or outstanding			-				-
Class B common stock $0.0001 par value; 7,500,000 shares authorized; no shares issued or outstanding			-				-
Additional paid-in capital			32,485,919				31,957,765
Accumulated income			13,662,995				10,662,993
Total stockholders’ equity			46,150,037				42,621,867
Total liabilities and stockholders’ equity		$	66,068,377			$	69,634,042

 

 

VIRTRA, INC.

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

 

		Three Months Ended September 30,								Nine Months Ended September 30,
		2024				2023				2024				2023
Revenues:
Net sales		$	7,484,269			$	7,561,582			$	21,653,707			$	27,925,420
Total revenue			7,484,269				7,561,582				21,653,707				27,925,420
Cost of sales			1,986,296				2,175,508				5,168,978				9,669,708
Gross profit			5,497,973				5,386,074				16,484,729				18,255,712
Operating expenses:
General and administrative			4,017,584				3,229,075				10,925,915				9,220,751
Research and development			724,757				487,388				2,273,422				1,965,438
Net operating expense			4,742,341				3,716,463				13,199,337				11,186,189
Income from operations			755,632				1,669,611				3,285,392				7,069,523
Other income (expense):
Other income			35,469				233,521				521,610				625,761
Other expense			-				(24,026	)			-				(224,330	)
Net other income			35,469				209,495				521,610				401,431
Income before provision for income taxes			791,101				1,879,106				3,807,002				7,470,954
Provision for income taxes			208,000				244,316				807,000				1,863,150
Net income		$	583,101			$	1,634,790			$	3,000,002			$	5,607,804
Net income per common share:
Basic		$	0.05			$	0.15			$	0.27			$	0.51
Diluted		$	0.05			$	0.15			$	0.27			$	0.51
Weighted average shares outstanding:
Basic			11,175,882				10,934,962				10,982,083				10,924,486
Diluted			11,175,882				10,942,509				10,982,083				10,929,155

 

 

VIRTRA, INC.

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

 

		Nine Months Ended September 30
		2024				2023
Cash flows from operating activities:
Net income (loss)		$	3,000,002			$	5,607,804
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			834,494				701,536
Right of use amortization			238,213				369,772
Reserve for RSU			508,003				-
Stock issued for service			12				342,475
Bad Debt Expense			(154,022	)			-
Changes in operating assets and liabilities:
Accounts receivable, net			8,661,418				(11,131,628	)
Inventory, net			(1,507,068	)			(1,183,302	)
Deferred taxes			132,151				(3,122,905	)
Unbilled revenue			(1,149,314	)			4,487,290
Prepaid expenses and other current assets			(979,345	)			(779,538	)
Other assets			-				174,791
Accounts payable and other accrued expenses			(4,737,781	)			4,015,047
Lease liability			(249,614	)			(392,103	)
Deferred revenue			(1,927,880	)			5,276,512
Net cash provided by operating activities			2,669,269				4,365,751
Cash flows from investing activities:
Purchase of intangible assets			-				-
Purchase of property and equipment			(1,692,249	)			(512,249	)
Net cash (used in) investing activities			(1,692,249	)			(512,249	)
Cash flows from financing activities:
Principal payments of debt			(178,559	)			(177,824	)
RSU issued			20,151				41,903
Net cash used in financing activities			(158,408	)			(135,921	)
Net increase in cash			818,612				3,717,581
Cash and restricted cash, beginning of period			18,849,843				13,483,597
Cash and restricted cash, end of period		$	19,668,455			$	17,201,178
Supplemental disclosure of cash flow information:
Interest Paid		$	182,419			$	-
Taxes Paid			5,315,442				-

 

v3.24.3

Cover	Nov. 12, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Nov. 12, 2024
Entity File Number	001-38420
Entity Registrant Name	VIRTRA, INC.
Entity Central Index Key	0001085243
Entity Tax Identification Number	93-1207631
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	295 E. Corporate Place
Entity Address, City or Town	Chandler
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85225
City Area Code	(480)
Local Phone Number	968-1488
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	VTSI
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Information, Former Legal or Registered Name	Not Applicable

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