Good day, ladies and gentlemen, and welcome to this Akoustis Technologies Conference Call. As a reminder, this conference call is being recorded. At the conclusion of the company presentation, Akoustis management will take questions. To ask a question, please press star one on your telephone keypad to be placed into the queue. A replay of the call will be available on the investor relations section of the Akoustis website. Thank you, operator, and good morning to everyone on the call. We are joined today by our Founder and CEO, Jeff Shealy, CFO Ken Boller, and EVP of Business Development, David Aichele. Before we begin, please note that today's presentation includes forward-looking statements about our business outlook. All statements other than statements of historical facts included in this conference call, such as expectations regarding our strategies, operations, costs, plans, and objectives, including the timing and prospects of product development and customer orders, our expectations regarding achieving design wins from current and future customers, the possibility of entering into collaborative or partnering relationships, potential impacts of the COVID-19 pandemic, litigation matters, guidance regarding expected revenue, product orders, and milestones for the current and future fiscal quarters, and expectations regarding the integration of acquired business operations are forward-looking statements. Such forward-looking statements are predictions based on the company's expectations as of today and are subject to numerous risks and uncertainties. The company and our management team assume no obligation to update any forward-looking statements made on today's call. Our SEC filings mention important factors that could cause actual results to differ materially. Please refer to our latest Form 10-K and Form 10-Q filed with the SEC to get a better understanding of those risks and uncertainties. I would now like to turn the call over to Jeff Shealy, Founder and CEO of Akoustis. Thank you, Tom. Welcome everyone. The purpose of today's call is twofold. First, to discuss our acquisition of GDSI, which closed on January 1, 2023. Second, to provide investors an update on our December quarter. Beginning with our recent public release, I am thrilled to announce the acquisition of Grinding and Dicing Services, Inc. or GDSI. The company is engaged in premium wafer services necessary for packaging a broad range of semiconductor chips. Their services include wafer grinding and polishing, automated inspection, dicing, pick and place, general back-end silicon wafer processing and packaging, and quality inspection. The GDSI acquisition brings a new high-margin services business that is immediately accretive to Akoustis while supporting over 250 customers annually. From a strategic standpoint, GDSI is a key part of our supply chain as we increase the usage of Chip Scale Packaging, or CSP, and wafer-level packaging, or WLP, in our XBAW RF filter product portfolio. Further, GDSI is a critical piece of our strategy in 2023 to pursue CHIPS Act funding to create jobs, reshore our packaging supply chain on our campus in upstate New York, and create an end-to-end semiconductor supply chain supporting national security. Finally, to our current customers, the acquisition of GDSI will enable Akoustis to shorten the time to market for our leading XBAW filters to take on the rapidly expanding demand for BAW filters that operate at frequencies above 3 GHz in the 5G mobile, Wi-Fi, network infrastructure, defense, timing control, and other markets. GDSI is a private company headquartered in San Jose, California, and provided services to over 250 customers in 2022. The acquisition, as mentioned, is expected to be immediately accretive with additional synergies expected over the next 12 months and beyond as we integrate the two companies and leverage Akoustis' existing core competencies. GDSI was the first U.S.-based company to offer non-captive Stealth Dicing process capability, a key component in our decision to use GDSI services and now bring the capability in-house through this acquisition. GDSI is ISO 9001 and ITAR registered and carries a trusted supplier accreditation with the United States Department of Defense, which aligns with our growing defense business and our continuing success with the Defense Advanced Research Projects Agency, or DARPA. The rationale for this acquisition includes the addition of a diverse high-margin premium services business that is immediately accretive to our operating model. The gross margins of this new business unit are projected to be approximately 60%. Achievement of $1 million in cost savings and cost avoidance related to RF filter prototype activity within the next 18 months. Strategic alignment with Akoustis' strategy to leverage the US CHIPS Act of 2022 to create new jobs as we reshore core packaging capabilities from Asia to a new advanced packaging center located on our Canandaigua campus in upstate New York. This acquisition allows the opportunity to scale up our back-end core competencies, including wafer grinding and Stealth Dicing process capabilities, supporting our CSP and WLP onshore package manufacturing. It will drive improved rapid prototype and development cycle time for Akoustis' XBAW filters through back-end process integration and supply chain efficiencies. Integration of onshore front-end and back-end supply chain support national security. New synergistic sales channels in the defense market, including an active trusted supplier accreditation with the Department of Defense. The addition of the GDSI management team, along with significant technical talent in wafer grinding and dicing to complement Akoustis' front-end XBAW technology. The expansion of XBAW RF filter margins through the internalization of the grinding and dicing process supply chains. Akoustis is paying $14 million in cash and $2 million in stock for GDSI, with an additional $4 million in the form of a secured promissory note payable over three years based upon key employee retention and agreed upon performance, for a total of $20 million. Moving on to an update of our guidance for the December quarter. During our last quarterly call with investors, management communicated that Akoustis expects to continue revenue growth in the December 2022 quarter with 5%-10% sequential growth. After recently completing our December quarter, we are pleased to reiterate this previous guidance despite the ongoing broader environmental challenges in the semiconductor industry that we discussed on our last conference call. Given the acquisition of GDSI did not occur until January 1, 2023, our December revenue guidance update does not contain any revenue related to our acquisition of GDSI. Looking ahead, we expect our new GDSI business unit to add approximately $1 million-$1.5 million in revenue per quarter beginning in March, and we plan to grow the business in calendar 2023 and beyond, both organically and through potential contributions from the CHIPS and Science Act of 2022. In conclusion, on behalf of Akoustis management and board, I would like to welcome Joe Collins, President of GDSI, and the entire GDSI team. We look forward to expanding our internal supply chain capabilities and supporting the growth of GDSI's business with external customers. The acquisition of GDSI will enable Akoustis to speed the development of our leading XBAW filters to take on rapidly expanding demand for our XBAW filters for mobile, Wi-Fi, infrastructure, timing, defense, and other markets. As always, I would like to thank all of you who have joined the call today and our shareholders who continue to support our company. Management is currently planning to hold customer meetings at the 2023 CES trade show this week and would welcome the opportunity to meet in person with investors. Please reach out to investor relations to schedule such meetings with management. I would now like to open the call to questions from the investment community. Operator, please go ahead with the first question. Thank you. As a reminder, it's star one to join the question queue. Our first question comes from the line of Suji DeSilva with Roth Capital. Please proceed with your question. Good morning, Jeff. Good morning, team. Congratulations on the acquisition this morning. Can you talk about just about the timing of the close? I think you might have hinted at it on the call. Just wanted to be clear on that. Hey, good morning, Suji. Jeff here, appreciate your comments. In terms of the timing, the timing occurred on the closing of this acquisition occurred on January 1st. As we said, as we said in our comment, there, in terms of our update on the revenue guidance, there is no impact on, no contribution when we reiterate guidance, there's no contribution related to this acquisition, for the December quarter. Okay. Thanks for clarifying that. Can you just talk about maybe what you were seeing with the Asian suppliers, either macro or lead times, that perhaps precipitated a move like this? Yeah. We've been talking, I'll talk a little bit, also, Dave's been looking at that from, in terms of, impact on customers. Let me at least first start by saying, we've been pretty vocal with investors about some of the challenges overseas. We've seen flare-ups of COVID that have put, you know, continue to see, you know, shutdowns due to COVID virus spread in the Asia supply chain. On top of that, energy, as we kind of moved through the summer months, energy was, we were seeing some energy challenges in terms of those supply chains actually being able to run. I think that was primarily due to a water shortage. Then, the other aspect of this is, that's key, is lead time. You know, we compete and need prototypes to move very, very quickly. Having those go overseas and back, we were putting a lot of airline miles on our chips, getting them to customers. What that ultimately led us to was begin looking at an onshore solution, and we began partnering with GDSI, more than, you know, approximately a year ago. That activity has ramped up nicely. David, anything you wanna add to that? Yeah, I'll make a couple comments, Suji. Okay. The, you know, the improvement that we're gonna see, at least on the NPI side, is around 3 times improvement cycle time for the NPI, which to Jeff's point, for some of the customers, the, you know, the cycle time on, you know, Wi-Fi AP for carrier retail and even the enterprise, you know, they're doing their spins fairly rapidly. We wanna make sure that we're getting the initial prototypes out to them and any iterative design prototypes in a manner that meets their demand. Additionally, GDSI adds a lot of talent, you know, and leadership in the dicing and grinding, they can dial in processes, and we can work with them to transfer that more effectively than, you know, working remote with our OSATs overseas. It adds to benefits, you know, from a, you know, from an NPI standpoint. Great. Helpful color. Third question: I don't know GDSI's manufacturing footprint. Will there be a technology transfer and/or CapEx add at Upstate New York to have lines there as well, or how will that be combined? Yeah. Let me comment on that. As we said in the announcement, what we acquired here was a premium services business. Dave touched on the expertise that we're getting in the back end. As investors know, Akoustis has built a front-end expertise in chips in the Upstate New York campus. What we're complementing that with here is the back end, which is the processes that go into the packaging of those chips. From a, you know, from a tech transfer, we've got a profitable standalone entity on the West Coast. We would look to expand this brand into our Upstate New York campus. I think that creates jobs. It addresses some critical requirements that we need for our upcoming CHIPS Act application with Department of Commerce that we plan on pursuing. And so we really have the opportunity of having some of those services and scale up of those services in our in our Finger Lakes campus there in Canandaigua, New York. So I think I touched on your question there, Suji. It did, Jeff. Yeah, it did. Last quick question, then I'll drop back in the queue. Is this acquisition one of maybe several you may need to shore up your supply chain, or do you feel like this is kinda what you need? Just understanding roadmap potential to get to where you want to from a footprint and capability perspective. Yeah. As we've been vocal with, you know, we've been moving to not only chip-scale packaging, but wafer-level packaging. This highly complements the wafer-level package technology that we have already in Upstate New York. What we needed was there's some of the core competencies around these back-end technologies. The quality that we found with GDSI is excellent. The processes of the customer focus is excellent. Attention to detail has been quite good, as well as the cultural match. We think this acquisition is in terms of our supply chain is what we need to complement what we're already doing at WLP on the New York campus. I don't see from a... You know, we'll always look opportunistically, but in terms of what do we need to kind of put the pieces together to scale up and reshore some of our packaging, particularly to address some of the CHIPS Act requirements, we think this acquisition does that nicely and complements what we already have in-house. Great. That's the color I needed. Thanks, Dan. Congrats, team. Thank you, Suji. Thanks. Thank you. Thank you. Once again, as a reminder, it's star one to join the question queue. Our next question comes from the line of Anthony Stoss with Craig-Hallum. Please proceed with your question. Good morning, guys. My congrats as well. Couple of, maybe technical questions related to GDSI. What percentage of revenues is their largest customer? How many 10% customers do they have? Maybe if you know the revenue growth rate over the last couple years would be helpful. Morning, Tony. let me touch base with. Let's have Dave jump in and as well as Ken, and I'll certainly follow up on their comments. Morning, Tony. From a customer base, you know, they've got a very diverse customer base. I think we mentioned over 250 customers. We had the opportunity to talk with several of them. You know, the resounding message that we received is, you know, that the customers we did talk to, you know, they've been doing business, you know, with GDSI for over 10 years, and they consider them to be a, you know, sole source supplier in certain services that they provide from dicing, grinding, polishing, et cetera. It's a very strong customer base, and it depends, you know, on if they're doing MPW, multi-product wafers or if they're doing production with them. They've got, you know, probably the top 10 customers is a, you know, good portion, you know, of the revenue. It, you know, goes back and forth quarter over quarter, just based on activity that those customers have. These are tier one customers in the semiconductor side, you know, that supports a lot of the activity. Also, they do business with some optics companies as well. This is one that, you know, that we'll work with them, you know, from Akoustis's side, that we can offer some advantages on our sales channels over in Europe and also in Israel. Also our relationships with the Defense and, you know, DARPA, that we can expand on that and include this also in our foundry model, you know, that we're rolling out this year. As Jeff highlighted, and expand on that revenue base as well. Dave, is there any industries that they're strong in or that represent the bulk of the revenues? Most of it is in the, you know, the semiconductor side. If you look at it, you know, with, you know, the customer base tier one, semiconductor, and it varies from silicon to GaN, you know, wafers, supporting, you know, various different processes. As I mentioned, they do, you know, they are involved in the optics industry as well because of their precision capabilities and also in being able to, with those kind of applications, minimize debris and other things that are critical. Again, these industries, you know, can demand a higher premium, based on, you know, what services they offer, and that's where you see that, you know, nice accretive gross margin. I guess- Can, can any- Last question. Revenue growth rate has been slow growing, fast growing, largely stagnant. How would you kinda classify this? Yeah. If you look at, I wanna emphasize, Tony, number 1, this was. There are certainly some strategic points which we included here from motivating us on an acquisition. On the order of right at double digits in terms of where how they've been growing. I would also add, Dave touched on the compound semiconductor, so not only silicon to gallium arsenide, they've got business in silicon carbide. In terms of wafer sizes that they're able to do, 2-inch to 12-inch silicon. 2-inch compound semiconductor materials, 12-inch silicon. They have coring services. It's a very wide range of process services that they can touch on. You know, I would model it at, you know, roughly 10%. I also would add that, you know, what we're doing in some of the CSP or the chip scale packaging, we do plan on adding to their capabilities, some of the processes that we already have, which they can then in turn offer as services. That's gonna add to their capabilities going forward. We hope to accelerate their growth on a go-forward basis. Great detail, Jeff. Thank you. Thank you, Tony. Happy New Year. Thank you. Ladies and gentlemen, that concludes our question and answer session. I'll turn the floor back to Mr. Shealy for any final comments. I'd like to thank everyone today for your time. We look forward to speaking with you during our next scheduled conference call for our Q2 fiscal year 2023 update, and where we're gonna plan to discuss our current quarter execution, particularly the December quarter execution, as well as the milestones and future expectations for the company. I'd like to thank everybody and wish everybody a happy New Year. Thank you. Thank you. This concludes today's conference. You may disconnect your lines at this time. Thank you for your participation.
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