SEC Info - Kopin Corp. - ‘10-Q’ for 9/24/22

Page	(sequential)		(alphabetic)	↑Top
		Alternative Formats (Word, et al.) Condensed Consolidated Balance Sheets at September 24, 2022 (Unaudited) and December 25, 2021 Condensed Consolidated Financial Statements (Unaudited) Condensed Consolidated Statements of Cash Flows (Unaudited) for the nine months ended September 24, 2022 and September 25, 2021 Condensed Consolidated Statements of Comprehensive Loss (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021 Condensed Consolidated Statements of Operations (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021 Condensed Consolidated Statements of Stockholders' Equity (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021 Controls and Procedures Exhibits Financial Information Legal Proceedings Management's Discussion and Analysis of Financial Condition and Results of Operations Notes to Unaudited Condensed Consolidated Financial Statements Other Information Part I -- Financial Information Part II -- Other Information Quantitative and Qualitative Disclosures About Market Risk Risk Factors Signatures Unregistered Sales of Equity Securities and Use of Proceeds
1	1st Page – Filing Submission
"	Part I -- Financial Information
"	Condensed Consolidated Financial Statements (Unaudited)
"	Condensed Consolidated Balance Sheets at September 24, 2022 (Unaudited) and December 25, 2021
"	Condensed Consolidated Statements of Operations (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021
"	Condensed Consolidated Statements of Comprehensive Loss (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021
"	Condensed Consolidated Statements of Stockholders' Equity (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021
"	Condensed Consolidated Statements of Cash Flows (Unaudited) for the nine months ended September 24, 2022 and September 25, 2021
"	Notes to Unaudited Condensed Consolidated Financial Statements
"	Management's Discussion and Analysis of Financial Condition and Results of Operations
"	Quantitative and Qualitative Disclosures About Market Risk
"	Controls and Procedures
"	Part II -- Other Information
"	Legal Proceedings
"	Risk Factors
"	Unregistered Sales of Equity Securities and Use of Proceeds
"	Exhibits
"	Signatures

i 0000771266 i false i Q3 i --12-25 i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i i 0000771266 2021-12-26 2022-09-24 0000771266 2022-10-28 0000771266 2022-09-24 0000771266 2021-12-25 0000771266 2022-06-26 2022-09-24 0000771266 2021-06-27 2021-09-25 0000771266 2020-12-27 2021-09-25 0000771266 KOPN:NetProductRevenuesMember 2022-06-26 2022-09-24 0000771266 KOPN:NetProductRevenuesMember 2021-06-27 2021-09-25 0000771266 KOPN:NetProductRevenuesMember 2021-12-26 2022-09-24 0000771266 KOPN:NetProductRevenuesMember 2020-12-27 2021-09-25 0000771266 KOPN:ResearchAndDevelopmentAndOtherRevenuesMember 2022-06-26 2022-09-24 0000771266 KOPN:ResearchAndDevelopmentAndOtherRevenuesMember 2021-06-27 2021-09-25 0000771266 KOPN:ResearchAndDevelopmentAndOtherRevenuesMember 2021-12-26 2022-09-24 0000771266 KOPN:ResearchAndDevelopmentAndOtherRevenuesMember 2020-12-27 2021-09-25 0000771266 us-gaap:CommonStockMember 2021-12-25 0000771266 us-gaap:AdditionalPaidInCapitalMember 2021-12-25 0000771266 us-gaap:TreasuryStockMember 2021-12-25 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-12-25 0000771266 us-gaap:RetainedEarningsMember 2021-12-25 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2021-12-25 0000771266 us-gaap:NoncontrollingInterestMember 2021-12-25 0000771266 us-gaap:CommonStockMember 2022-03-26 0000771266 us-gaap:AdditionalPaidInCapitalMember 2022-03-26 0000771266 us-gaap:TreasuryStockMember 2022-03-26 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-03-26 0000771266 us-gaap:RetainedEarningsMember 2022-03-26 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2022-03-26 0000771266 us-gaap:NoncontrollingInterestMember 2022-03-26 0000771266 2022-03-26 0000771266 us-gaap:CommonStockMember 2022-06-25 0000771266 us-gaap:AdditionalPaidInCapitalMember 2022-06-25 0000771266 us-gaap:TreasuryStockMember 2022-06-25 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-06-25 0000771266 us-gaap:RetainedEarningsMember 2022-06-25 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2022-06-25 0000771266 us-gaap:NoncontrollingInterestMember 2022-06-25 0000771266 2022-06-25 0000771266 us-gaap:CommonStockMember 2020-12-26 0000771266 us-gaap:AdditionalPaidInCapitalMember 2020-12-26 0000771266 us-gaap:TreasuryStockMember 2020-12-26 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-12-26 0000771266 us-gaap:RetainedEarningsMember 2020-12-26 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2020-12-26 0000771266 us-gaap:NoncontrollingInterestMember 2020-12-26 0000771266 2020-12-26 0000771266 us-gaap:CommonStockMember 2021-03-27 0000771266 us-gaap:AdditionalPaidInCapitalMember 2021-03-27 0000771266 us-gaap:TreasuryStockMember 2021-03-27 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-03-27 0000771266 us-gaap:RetainedEarningsMember 2021-03-27 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2021-03-27 0000771266 us-gaap:NoncontrollingInterestMember 2021-03-27 0000771266 2021-03-27 0000771266 us-gaap:CommonStockMember 2021-06-26 0000771266 us-gaap:AdditionalPaidInCapitalMember 2021-06-26 0000771266 us-gaap:TreasuryStockMember 2021-06-26 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-06-26 0000771266 us-gaap:RetainedEarningsMember 2021-06-26 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2021-06-26 0000771266 us-gaap:NoncontrollingInterestMember 2021-06-26 0000771266 2021-06-26 0000771266 us-gaap:CommonStockMember 2021-12-26 2022-03-26 0000771266 us-gaap:AdditionalPaidInCapitalMember 2021-12-26 2022-03-26 0000771266 us-gaap:TreasuryStockMember 2021-12-26 2022-03-26 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-12-26 2022-03-26 0000771266 us-gaap:RetainedEarningsMember 2021-12-26 2022-03-26 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2021-12-26 2022-03-26 0000771266 us-gaap:NoncontrollingInterestMember 2021-12-26 2022-03-26 0000771266 2021-12-26 2022-03-26 0000771266 us-gaap:CommonStockMember 2022-03-27 2022-06-25 0000771266 us-gaap:AdditionalPaidInCapitalMember 2022-03-27 2022-06-25 0000771266 us-gaap:TreasuryStockMember 2022-03-27 2022-06-25 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-03-27 2022-06-25 0000771266 us-gaap:RetainedEarningsMember 2022-03-27 2022-06-25 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2022-03-27 2022-06-25 0000771266 us-gaap:NoncontrollingInterestMember 2022-03-27 2022-06-25 0000771266 2022-03-27 2022-06-25 0000771266 us-gaap:CommonStockMember 2022-06-26 2022-09-24 0000771266 us-gaap:AdditionalPaidInCapitalMember 2022-06-26 2022-09-24 0000771266 us-gaap:TreasuryStockMember 2022-06-26 2022-09-24 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-06-26 2022-09-24 0000771266 us-gaap:RetainedEarningsMember 2022-06-26 2022-09-24 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2022-06-26 2022-09-24 0000771266 us-gaap:NoncontrollingInterestMember 2022-06-26 2022-09-24 0000771266 us-gaap:CommonStockMember 2020-12-27 2021-03-27 0000771266 us-gaap:AdditionalPaidInCapitalMember 2020-12-27 2021-03-27 0000771266 us-gaap:TreasuryStockMember 2020-12-27 2021-03-27 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-12-27 2021-03-27 0000771266 us-gaap:RetainedEarningsMember 2020-12-27 2021-03-27 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2020-12-27 2021-03-27 0000771266 us-gaap:NoncontrollingInterestMember 2020-12-27 2021-03-27 0000771266 2020-12-27 2021-03-27 0000771266 us-gaap:CommonStockMember 2021-03-28 2021-06-26 0000771266 us-gaap:AdditionalPaidInCapitalMember 2021-03-28 2021-06-26 0000771266 us-gaap:TreasuryStockMember 2021-03-28 2021-06-26 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-03-28 2021-06-26 0000771266 us-gaap:RetainedEarningsMember 2021-03-28 2021-06-26 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2021-03-28 2021-06-26 0000771266 us-gaap:NoncontrollingInterestMember 2021-03-28 2021-06-26 0000771266 2021-03-28 2021-06-26 0000771266 us-gaap:CommonStockMember 2021-06-27 2021-09-25 0000771266 us-gaap:AdditionalPaidInCapitalMember 2021-06-27 2021-09-25 0000771266 us-gaap:TreasuryStockMember 2021-06-27 2021-09-25 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-06-27 2021-09-25 0000771266 us-gaap:RetainedEarningsMember 2021-06-27 2021-09-25 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2021-06-27 2021-09-25 0000771266 us-gaap:NoncontrollingInterestMember 2021-06-27 2021-09-25 0000771266 us-gaap:CommonStockMember 2022-09-24 0000771266 us-gaap:AdditionalPaidInCapitalMember 2022-09-24 0000771266 us-gaap:TreasuryStockMember 2022-09-24 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-09-24 0000771266 us-gaap:RetainedEarningsMember 2022-09-24 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2022-09-24 0000771266 us-gaap:NoncontrollingInterestMember 2022-09-24 0000771266 us-gaap:CommonStockMember 2021-09-25 0000771266 us-gaap:AdditionalPaidInCapitalMember 2021-09-25 0000771266 us-gaap:TreasuryStockMember 2021-09-25 0000771266 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-09-25 0000771266 us-gaap:RetainedEarningsMember 2021-09-25 0000771266 KOPN:TotalKopinCorporationStockholdersEquityMember 2021-09-25 0000771266 us-gaap:NoncontrollingInterestMember 2021-09-25 0000771266 2021-09-25 0000771266 2020-12-27 2021-12-25 0000771266 KOPN:USGovernmentAndAgencyBackedSecuritiesMember 2022-09-24 0000771266 KOPN:USGovernmentAndAgencyBackedSecuritiesMember 2021-12-25 0000771266 KOPN:CorporateDebtAndCertificatesOfDepositMember 2022-09-24 0000771266 KOPN:CorporateDebtAndCertificatesOfDepositMember 2021-12-25 0000771266 us-gaap:CashAndCashEquivalentsMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel1Member us-gaap:CashAndCashEquivalentsMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel2Member us-gaap:CashAndCashEquivalentsMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel3Member us-gaap:CashAndCashEquivalentsMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel1Member KOPN:USGovernmentAndAgencyBackedSecuritiesMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel2Member KOPN:USGovernmentAndAgencyBackedSecuritiesMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel3Member KOPN:USGovernmentAndAgencyBackedSecuritiesMember 2022-09-24 0000771266 KOPN:CorporateDebtMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel1Member KOPN:CorporateDebtMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel2Member KOPN:CorporateDebtMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel3Member KOPN:CorporateDebtMember 2022-09-24 0000771266 us-gaap:CertificatesOfDepositMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel1Member us-gaap:CertificatesOfDepositMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel2Member us-gaap:CertificatesOfDepositMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel3Member us-gaap:CertificatesOfDepositMember 2022-09-24 0000771266 KOPN:EquityInvestmentsMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel1Member KOPN:EquityInvestmentsMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel2Member KOPN:EquityInvestmentsMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel3Member KOPN:EquityInvestmentsMember 2022-09-24 0000771266 us-gaap:FairValueInputsLevel1Member 2022-09-24 0000771266 us-gaap:FairValueInputsLevel2Member 2022-09-24 0000771266 us-gaap:FairValueInputsLevel3Member 2022-09-24 0000771266 us-gaap:CashAndCashEquivalentsMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel1Member us-gaap:CashAndCashEquivalentsMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel2Member us-gaap:CashAndCashEquivalentsMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel3Member us-gaap:CashAndCashEquivalentsMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel1Member KOPN:USGovernmentAndAgencyBackedSecuritiesMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel2Member KOPN:USGovernmentAndAgencyBackedSecuritiesMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel3Member KOPN:USGovernmentAndAgencyBackedSecuritiesMember 2021-12-25 0000771266 KOPN:CorporateDebtMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel1Member KOPN:CorporateDebtMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel2Member KOPN:CorporateDebtMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel3Member KOPN:CorporateDebtMember 2021-12-25 0000771266 KOPN:EquityInvestmentsMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel1Member KOPN:EquityInvestmentsMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel2Member KOPN:EquityInvestmentsMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel3Member KOPN:EquityInvestmentsMember 2021-12-25 0000771266 us-gaap:FairValueInputsLevel1Member 2021-12-25 0000771266 us-gaap:FairValueInputsLevel2Member 2021-12-25 0000771266 us-gaap:FairValueInputsLevel3Member 2021-12-25 0000771266 KOPN:EquityInvestmentsMember 2021-12-26 2022-09-24 0000771266 2019-09-29 2019-12-28 0000771266 2019-12-28 0000771266 KOPN:EquityInvestmentMember 2022-09-24 0000771266 KOPN:AtTheMarketOfferingMember us-gaap:CommonStockMember 2022-06-26 2022-09-24 0000771266 KOPN:AtTheMarketOfferingMember us-gaap:CommonStockMember 2021-12-26 2022-09-24 0000771266 KOPN:AtTheMarketOfferingMember us-gaap:CommonStockMember 2022-09-24 0000771266 KOPN:AtTheMarketOfferingMember KOPN:CommonStockOneMember 2021-12-26 2022-09-24 0000771266 KOPN:AtTheMarketOfferingMember KOPN:CommonStockOneMember 2022-09-24 0000771266 KOPN:AtTheMarketOfferingMember 2022-06-26 2022-09-24 0000771266 KOPN:AtTheMarketOfferingMember us-gaap:CommonStockMember srt:MaximumMember KOPN:StifelMember KOPN:MarchFifthTwentyTwentyOneAtTheMarketAgreementMember 2022-06-26 2022-09-24 0000771266 KOPN:AtTheMarketOfferingMember KOPN:MarchFifthTwentyTwentyOneAtTheMarketAgreementMember 2022-06-26 2022-09-24 0000771266 KOPN:AtTheMarketOfferingMember us-gaap:CommonStockMember 2020-06-27 2021-09-25 0000771266 KOPN:AtTheMarketOfferingMember us-gaap:CommonStockMember 2020-12-27 2021-09-25 0000771266 KOPN:AtTheMarketOfferingMember us-gaap:CommonStockMember 2021-06-27 2021-09-25 0000771266 KOPN:AtTheMarketOfferingMember us-gaap:CommonStockMember 2021-09-25 0000771266 KOPN:AtTheMarketOfferingMember KOPN:CommonStockOneMember 2020-12-27 2021-09-25 0000771266 KOPN:AtTheMarketOfferingMember KOPN:CommonStockOneMember 2021-09-25 0000771266 KOPN:AtTheMarketOfferingMember 2021-06-27 2021-09-25 0000771266 KOPN:AtTheMarketOfferingMember 2020-12-27 2021-09-25 0000771266 KOPN:AtTheMarketOfferingMember us-gaap:CommonStockMember srt:MaximumMember KOPN:StifelMember KOPN:FebruaryEightTwoThousandAndNineteenAtTheMarketAgreementMember 2020-12-27 2021-09-25 0000771266 KOPN:CostOfProductRevenuesMember 2022-06-26 2022-09-24 0000771266 KOPN:CostOfProductRevenuesMember 2021-06-27 2021-09-25 0000771266 KOPN:CostOfProductRevenuesMember 2021-12-26 2022-09-24 0000771266 KOPN:CostOfProductRevenuesMember 2020-12-27 2021-09-25 0000771266 us-gaap:ResearchAndDevelopmentExpenseMember 2022-06-26 2022-09-24 0000771266 us-gaap:ResearchAndDevelopmentExpenseMember 2021-06-27 2021-09-25 0000771266 us-gaap:ResearchAndDevelopmentExpenseMember 2021-12-26 2022-09-24 0000771266 us-gaap:ResearchAndDevelopmentExpenseMember 2020-12-27 2021-09-25 0000771266 us-gaap:SellingGeneralAndAdministrativeExpensesMember 2022-06-26 2022-09-24 0000771266 us-gaap:SellingGeneralAndAdministrativeExpensesMember 2021-06-27 2021-09-25 0000771266 us-gaap:SellingGeneralAndAdministrativeExpensesMember 2021-12-26 2022-09-24 0000771266 us-gaap:SellingGeneralAndAdministrativeExpensesMember 2020-12-27 2021-09-25 0000771266 us-gaap:WarrantMember 2021-12-26 2022-09-24 0000771266 us-gaap:SalesRevenueNetMember 2021-12-26 2022-09-24 0000771266 us-gaap:WarrantMember 2022-09-24 0000771266 us-gaap:TransferredAtPointInTimeMember 2022-06-26 2022-09-24 0000771266 us-gaap:TransferredAtPointInTimeMember 2021-06-27 2021-09-25 0000771266 us-gaap:TransferredAtPointInTimeMember 2021-12-26 2022-09-24 0000771266 us-gaap:TransferredAtPointInTimeMember 2020-12-27 2021-09-25 0000771266 us-gaap:TransferredOverTimeMember 2022-06-26 2022-09-24 0000771266 us-gaap:TransferredOverTimeMember 2021-06-27 2021-09-25 0000771266 us-gaap:TransferredOverTimeMember 2021-12-26 2022-09-24 0000771266 us-gaap:TransferredOverTimeMember 2020-12-27 2021-09-25 0000771266 country:US 2022-09-24 0000771266 country:US 2021-12-25 0000771266 country:GB 2022-09-24 0000771266 country:GB 2021-12-25 0000771266 country:JP 2022-09-24 0000771266 country:JP 2021-12-25 0000771266 country:US 2022-06-26 2022-09-24 0000771266 country:US 2021-06-27 2021-09-25 0000771266 country:US 2021-12-26 2022-09-24 0000771266 country:US 2020-12-27 2021-09-25 0000771266 KOPN:OtherAmericasMember 2022-06-26 2022-09-24 0000771266 KOPN:OtherAmericasMember 2021-06-27 2021-09-25 0000771266 KOPN:OtherAmericasMember 2021-12-26 2022-09-24 0000771266 KOPN:OtherAmericasMember 2020-12-27 2021-09-25 0000771266 srt:AmericasMember 2022-06-26 2022-09-24 0000771266 srt:AmericasMember 2021-06-27 2021-09-25 0000771266 srt:AmericasMember 2021-12-26 2022-09-24 0000771266 srt:AmericasMember 2020-12-27 2021-09-25 0000771266 srt:AsiaPacificMember 2022-06-26 2022-09-24 0000771266 srt:AsiaPacificMember 2021-06-27 2021-09-25 0000771266 srt:AsiaPacificMember 2021-12-26 2022-09-24 0000771266 srt:AsiaPacificMember 2020-12-27 2021-09-25 0000771266 srt:EuropeMember 2022-06-26 2022-09-24 0000771266 srt:EuropeMember 2021-06-27 2021-09-25 0000771266 srt:EuropeMember 2021-12-26 2022-09-24 0000771266 srt:EuropeMember 2020-12-27 2021-09-25 0000771266 KOPN:DefenseMember 2022-06-26 2022-09-24 0000771266 KOPN:DefenseMember 2021-06-27 2021-09-25 0000771266 KOPN:DefenseMember 2021-12-26 2022-09-24 0000771266 KOPN:DefenseMember 2020-12-27 2021-09-25 0000771266 KOPN:IndustrialMember 2022-06-26 2022-09-24 0000771266 KOPN:IndustrialMember 2021-06-27 2021-09-25 0000771266 KOPN:IndustrialMember 2021-12-26 2022-09-24 0000771266 KOPN:IndustrialMember 2020-12-27 2021-09-25 0000771266 KOPN:ConsumerMember 2022-06-26 2022-09-24 0000771266 KOPN:ConsumerMember 2021-06-27 2021-09-25 0000771266 KOPN:ConsumerMember 2021-12-26 2022-09-24 0000771266 KOPN:ConsumerMember 2020-12-27 2021-09-25 0000771266 KOPN:ResearchAndDevelopmentMember 2022-06-26 2022-09-24 0000771266 KOPN:ResearchAndDevelopmentMember 2021-06-27 2021-09-25 0000771266 KOPN:ResearchAndDevelopmentMember 2021-12-26 2022-09-24 0000771266 KOPN:ResearchAndDevelopmentMember 2020-12-27 2021-09-25 0000771266 KOPN:OtherMember 2022-06-26 2022-09-24 0000771266 KOPN:OtherMember 2021-06-27 2021-09-25 0000771266 KOPN:OtherMember 2021-12-26 2022-09-24 0000771266 KOPN:OtherMember 2020-12-27 2021-09-25 0000771266 KOPN:HMDMdIncMember 2022-06-26 2022-09-24 0000771266 KOPN:HMDMdIncMember 2021-06-27 2021-09-25 0000771266 KOPN:RealWearIncMember 2022-06-26 2022-09-24 0000771266 KOPN:RealWearIncMember 2021-06-27 2021-09-25 0000771266 KOPN:HMDMdIncMember 2021-12-26 2022-09-24 0000771266 KOPN:HMDMdIncMember 2020-12-27 2021-09-25 0000771266 KOPN:RealWearIncMember 2021-12-26 2022-09-24 0000771266 KOPN:RealWearIncMember 2020-12-27 2021-09-25 0000771266 KOPN:HMDMdIncMember 2022-09-24 0000771266 KOPN:HMDMdIncMember 2021-12-25 0000771266 KOPN:RealWearIncMember 2022-09-24 0000771266 KOPN:RealWearIncMember 2021-12-25 iso4217:USD xbrli:shares iso4217:USD xbrli:shares xbrli:pure

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to filing requirements for the past 90 days. i Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). i Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes ☐ i No ☒

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are subject to the safe harbor created by such sections. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “could,” “would,” “seeks,” “estimates,” and variations of such words and similar expressions, and the negatives thereof, are intended to identify such forward-looking statements. We caution readers not to place undue reliance on any such “forward-looking statements,” which speak only as of the date made, and advise readers that these forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties, estimates, and assumptions by us that are difficult to predict. Various factors, some of which are beyond our control, could cause actual results to differ materially from those expressed in, or implied by, such forward-looking statements. All such forward-looking statements, whether written or oral, and whether made by us or on our behalf, are expressly qualified by these cautionary statements and any other cautionary statements which may accompany the forward-looking statements. In addition, we disclaim any obligation to update any forward-looking statements to reflect events or circumstances after the date of this report, except as may otherwise be required by the federal securities laws.

We have identified the following important factors that could cause actual results to differ materially from those discussed in our forward-looking statements. Such factors may be in addition to the risks described in Part I, Item 1A, “Risk Factors;” Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations; and other parts of our Annual Report on Form 10-K for the fiscal year ended December 25, 2021. These factors include: the extent of the impact of the coronavirus (“COVID-19”) pandemic and government responses thereto on our business and operations, and the economic and societal disruptions resulting from the COVID-19 pandemic; our ability to source semiconductor components and other raw materials used in the manufacturing of our products amidst continued intermittent shortages, including from new and alternative suppliers; our ability to prosecute and defend our proprietary technology aggressively or successfully; our ability to retain personnel with experience and expertise relevant to our business; our ability to invest in research and development to achieve profitability even during periods when we are not profitable; our ability to continue to introduce new products in our target markets; our ability to generate revenue growth and positive cash flow, and reach profitability; the strengthening of the U.S. dollar and its effects on the price of our products in foreign markets; the impact of new regulations and customer demands relating to conflict minerals; our ability to obtain a competitive advantage in the wearable technologies market through our extensive portfolio of patents, trade secrets and non-patented know-how; our ability to grow within our targeted markets; the importance of small form factor displays in the development of defense, consumer, and industrial products such as thermal weapon sights, safety equipment, virtual and augmented reality gaming, training and simulation products and metrology tools; the suitability of our properties for our needs for the foreseeable future; our expectation not to pay cash dividends for the foreseeable future and to retain earnings for the development of our businesses; our need to achieve and maintain positive cash flow and profitability, and our expectation that if we do not achieve and maintain positive cash flow and profitability, our financial condition will ultimately be materially adversely affected, and we will be required to reduce expenses, including our investments in research and development or raise additional capital and our ability to support our operations and capital needs for at least the next twelve months through our available cash resources.

We are a leading developer, manufacturer and seller of miniature displays and optical lenses (our “components”) for sale as individual displays, components, modules, or higher-level subassemblies. We also license our intellectual property through technology license agreements. Our component products are used in highly demanding high-resolution portable military, enterprise and consumer electronic applications, training and simulation equipment and 3D metrology equipment. Our products enable our customers to develop and market an improved generation of products for these target applications.

The following discussion should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 25, 2021 and our unaudited condensed consolidated financial statements included in this Form 10-Q.

Our interim period results of operations and period-to-period comparisons of such results may not be indicative of our future operating results. Additionally, we use a fiscal calendar which may result in differences in the number of workdays in the current and comparable prior interim periods and could affect period-to-period comparisons. The following discussions of comparative results among periods, including the discussion of results by display application, should be viewed in this context.

Revenues. For the three and nine months ended September 24, 2022 and September 25, 2021, our revenues by display application, which include product sales and amounts earned from research and development contracts (“R&D”), were as follows:

Sales of our products for Defense applications include systems used by the military both in the field and for training and simulation. The increase in Defense applications revenues for the three and nine months ended September 24, 2022 as compared to the three and nine months ended September 25, 2021 is primarily from an increase in volume shipments for our thermal weapon sight systems for soldiers. We continue to experience intermittent shortages of raw materials, which affected our ability to ship units in the nine month period ended September 24, 2022 and may affect our ability to manufacture and ship products in the fourth quarter of 2022 and beyond.

Industrial applications revenue represents customers who purchase our display products for use in 3D metrology equipment and headsets used for applications in manufacturing, distribution, and public safety. Our 3D metrology customers are primarily located in Asia and sell to Asian contract manufacturers who use the 3D metrology machines for quality control purposes. The decrease in Industrial applications revenues for the three and nine months ended September 24, 2022 as compared to the three and nine months ended September 25, 2021 was primarily due to a decrease in sales of products used within wearable headsets used for applications in manufacturing and distribution and a decrease in sales of display products for 3D automated optical inspection (“AOI”) metrology equipment. Shortages of certain components affected our ability to manufacture and ship products in 2022 for the AOI market.

Our displays for Consumer applications are used primarily in thermal imaging products, recreational rifle and hand-held scopes and augmented reality (AR) and virtual reality (VR) headsets. The increases in Consumer applications revenues for the three months ended September 24, 2022 as compared to the three months ended September 25, 2021 were primarily due to an increased demand for our organic light emitting diode (“OLED”) products. The decreases in Consumer applications revenues for the nine months ended September 24, 2022 as compared to the nine months ended September 25, 2021 were primarily due to a decreased demand for our OLED products. Our OLED products are new and therefore orders are sporadic as customers are qualifying and developing products using our OLED products.

R&D revenues decreased in the three months ended September 24, 2022 as compared to the three months ended September 25, 2021, primarily due to existing customer funded R&D programs moving into production. R&D revenues increased in the nine months ended September 24, 2022 as compared to the nine months ended September 25, 2021, primarily due to an increase in funding for U.S. defense programs and development of OLED displays.

International revenues represented 20% and 18% of total revenues for the three and nine months ended September 24, 2022, respectively, and 30% and 31% of total revenues for the three and nine months ended September 25, 2021, respectively. We categorize our revenues as either domestic or international based upon the delivery destination of our product. For example, if the customer is located in Asia or if a U.S. customer has its Asian contract manufacturer order product from us and we deliver the product to Asia, we categorize both these sales as international. In addition, if we earn royalties on sales from a customer, the royalties are categorized as domestic or international based on how the product revenues are categorized.

The decrease in international revenues was a result of a decrease in sales of products for 3D AOI metrology equipment and industrial wearable headset applications.

Our international sales are primarily denominated in U.S. currency. Consequently, a strengthening of the U.S. dollar could increase the price in local currencies of our products in foreign markets and make our products relatively more expensive than competitors’ products that are denominated in local currencies, which could lead to a reduction in sales or profitability in those foreign markets. We have not taken any protective measures against exchange rate fluctuations, such as purchasing hedging instruments with respect to such fluctuations, because of the historically stable exchange rate between the British Pound Sterling (the functional currency of our U.K. subsidiary) and the U.S. dollar. Foreign currency translation impact on our results, if material, is described in further detail under “Item 3. Quantitative and Qualitative Disclosures About Market Risk” section below.

Cost of Product Revenues. Cost of product revenues, which is comprised of materials, labor and manufacturing overhead related to the production of our products for the three and nine months ended September 24, 2022 and September 25, 2021, were as follows:

The increase in cost of product revenues as a percentage of net product revenues for the three months ended September 24, 2022, as compared to the three months ended September 25, 2021, was primarily due to an additional $1.0 million warranty charge resulting from defective material received from a supplier and manufacturing inefficiencies caused by supply chain disruptions. The increase in cost of product revenues as a percentage of net product revenues for the nine months ended September 24, 2022, as compared to the nine months ended September 25, 2021, was primarily due to lower manufacturing efficiencies driven by disruptions to the manufacturing process caused by intermittent raw material shortages, higher prices for raw materials, and the $1.0 million warranty charge.

During 2021, we became aware of global shortages of semiconductor components and production capacity affecting many industries. In the first nine months of 2022, we were impacted by a shortage of several semiconductor components from our regular vendors that are necessary to manufacture our products. We are also seeing prices increase for semiconductor components and other raw materials. We are evaluating other possible sources for the components we use and are in the process of redesigning certain of our products to incorporate alternative semiconductor components. If we are unable to find replacement components, we expect that our production will be disrupted. The shortage of semiconductor components is a very dynamic situation, and we rely on our vendors to provide information about the vendors that they use.

Research and Development. R&D expenses are incurred in support of internal display development programs and programs funded by agencies or prime contractors of the U.S. government and commercial partners. R&D costs include staffing, purchases of materials and laboratory supplies, circuit design costs, fabrication, and packaging of display products, and overhead. In fiscal year 2022, we expect our R&D expenditures to be related to our display products, overlay weapon sights and OLED display technologies. Funded and internal R&D expenses are combined in research and development expenses in the condensed consolidated statements of operations. R&D expenses for the three and nine months ended September 24, 2022 and September 25, 2021 were as follows:

Funded R&D expense for the three months ended September 24, 2022 decreased as compared to the three months ended September 25, 2021 primarily due to U.S. defense programs transitioning to production. Funded R&D expense for the nine months ended September 24, 2022 increased as compared to the nine months ended September 25, 2021 primarily due to increased spending on U.S. defense programs. Internal R&D expenses for the three months ended September 24, 2022 decreased compared to the three months ended September 25, 2021 primarily due to decrease in OLED development costs. Internal R&D expenses for the nine months ended September 24, 2022 increased compared to the nine months ended September 25, 2021 primarily due to an increase in OLED development costs and the redesign of certain products to incorporate different semiconductor components as a result of shortages of the legacy semiconductor components.

Selling, General and Administrative. Selling, general and administrative (“S,G&A”) expenses consist of the expenses incurred by our sales and marketing personnel and related expenses, and administrative and general corporate expenses. S,G&A expenses for the three and nine months ended September 24, 2022 and September 25, 2021 were as follows:

S,G&A expense increased for the three months ended September 24, 2022 as compared to the three months ended September 25, 2021 primarily due to an increase in compensation and professional fees, which were partially offset by lower stock-based compensation. S,G&A expense decreased for the nine months ended September 24, 2022 as compared to the nine months ended September 25, 2021 primarily due to a decrease in stock-based compensation and professional fees partially offset by increases in compensation costs, information technology expenses and travel expenses.

Other (Expense) Income, net. Other (expense) income, net, is primarily composed of interest income, foreign currency transaction and remeasurement gains and losses incurred by our U.K.-based subsidiary and fair value adjustments for equity investments. Other (expense) income, net, for the three and nine months ended September 24, 2022 and September 25, 2021 was as follows:

In the three months ended September 24, 2022, we recorded a $2.0 million impairment charge on an equity investment. Other income for the first quarter of 2022 includes a gain of $4.7 million resulting from the mark to market of an equity investment. During the three and nine months ended September 24, 2022, we recorded foreign currency losses of $0.1 million and $0.2 million, respectively, as compared to foreign currency losses of less than $0.1 million and gains of $0.1 million, respectively for the three and nine months ended September 25, 2021.

Tax Provision. We recorded a provision for income taxes of less than $0.1 million and approximately $0.1 million in the three and nine months ended September 24, 2022 and September 25, 2021, respectively.

Net Loss Attributable to Noncontrolling Interest. As of September 24, 2022, we owned 80% of the equity of eMDT America (“eMDT”). Net loss attributable to noncontrolling interest on our condensed consolidated statements of operations represents the portion of the results of operations of eMDT which is allocated to the stockholders of the equity interests not owned by us. The change in net loss attributable to noncontrolling interest is the result of the change in the results of operations of eMDT for the three and nine months ended September 24, 2022 and September 25, 2021.

Net Loss Attributable to Kopin Corporation. We incurred net losses attributable to Kopin Corporation of $6.1 million and $13.2 million during the three and nine months ended September 24, 2022, respectively, compared to net losses attributable to Kopin Corporation of $2.1 million and $10.1 million during the three and nine months ended September 25, 2021, respectively. The increase in the net loss attributable to Kopin Corporation during the three and nine months ended September 24, 2022 compared to the three and nine months ended September 25, 2021 was partially due to a $1.0 million warranty charge due to a supply chain related quality issue from a vendor, lower gross margins, and a $2.0 million impairment charge on an equity investment.

At September 24, 2022 and December 25, 2021, we had cash and cash equivalents and marketable debt securities of $15.0 million and $29.3 million, respectively, and working capital of $21.4 million and $34.7 million, respectively. The change in cash and cash equivalents and marketable debt securities was primarily due to net outflow of cash used in operating activities of $15.6 million and capital expenditures of $0.6 million, partially offset by the sale of 2.3 million shares of common stock for net proceeds of $2.8 million.

We have incurred net losses of $13.2 million and $13.4 million for the nine-month period ended September 24, 2022 and for the fiscal year ended December 25, 2021, respectively, and net cash outflows from operations of $15.6 million and $10.7 million for the nine-month period ended September 24, 2022 and for the fiscal year ended December 25, 2021, respectively. These factors initially raise substantial doubt about our ability to continue as a going concern. Management’s plans to alleviate the conditions that raise substantial doubt include operational improvements being implemented and the curtailment of certain development programs, both of which are expected to preserve cash.

During the nine months ended September 24, 2022, we sold 2.2 million shares of common stock and 0.1 million shares of treasury stock for gross proceeds of $2.9 million (average of $1.26 per share) before deducting broker expenses paid by us of less than $0.1 million, pursuant to our At-The-Market Equity Offering Sales Agreement, dated as of March 5, 2021 (the “ATM Agreement”) with Stifel, Nicolaus & Company, Incorporated (“Stifel”), as agent, under which we may sell up to $50.0 million of our common stock. We have approximately $41.4 million worth of common stock remaining available for sale under the ATM Agreement.

During the nine months ended September 25, 2021, wey sold 3.1 million shares of common stock for gross proceeds of $21.7 million (average of $7.00 per share), before deducting broker expenses paid by us of $0.7 million, pursuant to our ATM agreement with Stifel as agent, under which we can sell up to $50.0 million of our common stock and an At-The-Market Equity Offering Sales Agreement dated as of February 8, 2019 (the “Previous ATM Agreement”) also with Stifel, as agent. The Previous ATM Agreement has since terminated pursuant to its terms as a result of the sale of all the shares subject to such agreement.

We have no plans to repatriate the cash and cash equivalents held in our foreign subsidiary, Forth Dimension Displays, Ltd. and, as such, we have not recorded any deferred tax liability with respect to such cash.

We expect to expend between $1.0 million and $2.0 million on capital expenditures in 2022.

In October 2022, we entered into an agreement to invest $2.0 million in an Asian company pending the completion of a development agreement and other actions between Kopin and the Asian company. The investment is expected to take place in the fourth quarter of 2022.

We invest our excess cash in high-quality U.S. government, government-backed (e.g., Fannie Mae, FDIC guaranteed bonds and certificates of deposit) and corporate debt instruments, which bear lower levels of relative risk. We believe that the effect, if any, of reasonably possible near-term changes in interest rates on our financial position, results of operations and cash flows should not be material to our cash flows or income. It is possible that interest rate movements would increase our unrealized gain or loss on debt securities. We are exposed to changes in foreign currency exchange rates primarily through our translation of our foreign subsidiaries’ financial position, results of operations, and transaction gains and losses as a result of non-U.S. dollar denominated cash flows related to business activities in Europe, and remeasurement of U.S. dollars to the British pound, the functional currency of our U.K. subsidiaries. We are also exposed to the effects of exchange rates in the purchase of certain raw materials, which are in U.S. dollars, but the price on future purchases is subject to change based on the relationship of the Japanese yen to the U.S. dollar. We do not currently hedge our foreign currency exchange rate risk. We estimate that any market risk associated with our international operations or investments is unlikely to have a material adverse effect on our business, financial condition, or results of operation. Our portfolio of marketable debt securities is subject to interest rate risk although our intent is to hold securities until maturity. The credit rating of our investments may be affected by the underlying financial health of the guarantors of our investments. We use silicon wafers but do not enter into forward or futures hedging contracts to mitigate against risks related to the price of silicon.

As of September 24, 2022, the Company conducted an evaluation under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer (its principal executive officer and principal financial officer, respectively) regarding the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of September 24, 2022, as defined in Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The term “disclosure controls and procedures” means controls and other procedures that are designed to ensure that information required to be disclosed by the Company in reports that we file or submit under the Exchange Act are recorded, processed, summarized and reported within the requisite time periods and that such disclosure controls and procedures were effective to ensure that information required to be disclosed by the Company in the reports that we file or submit under the Exchange Act are accumulated and communicated to our management, including our principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on that evaluation, our management concluded that, as of September 24, 2022, our disclosure controls and procedures were effective in ensuring that material information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, including ensuring that such material information is accumulated and communicated to our management, including our principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

There have been no changes in the Company’s internal control over financial reporting that occurred during the quarter ended September 24, 2022 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

The Company may engage in legal proceedings arising in the ordinary course of business. Claims, suits, investigations, and proceedings are inherently uncertain and it is not possible to predict the ultimate outcome of such matters and our business, financial condition, results of operations or cash flows could be affected in any particular period.

BlueRadios, Inc. v. Kopin Corporation, Civil Action No. 16-02052-JLK (D. Col.):

On August 12, 2016, BlueRadios, Inc. (“BlueRadios”) filed a complaint in the U.S. District Court for the District of Colorado, alleging that the Company breached a contract between it and BlueRadios concerning an alleged joint venture between the Company and BlueRadios to design, develop and commercialize micro-display products with embedded wireless technology referred to as “Golden-i” breached the covenant of good faith and fair dealing associated with that contract, breached its fiduciary duty to BlueRadios, and misappropriated trade secrets owned by BlueRadios in violation of Colorado law (C.R.S. § 7-74-104(4)) and the Defend Trade Secrets Act (18 U.S.C. § 1836(b)(1)). BlueRadios further alleges that the Company was unjustly enriched by its alleged misconduct, BlueRadios is entitled to an accounting to determine the amount of profits obtained by the Company as a result of its alleged misconduct, and the inventorship on at least ten patents or patent applications owned by the Company need to be corrected to list BlueRadios’ employees as inventors and thereby list BlueRadios as co-assignees of the patents. BlueRadios seeks monetary, declaratory, and injunctive relief, including for alleged non-payment of engineering retainer fees.

On October 11, 2016, the Company filed its Answer and Affirmative Defenses. The parties completed expert depositions on November 15, 2019. On December 2, 2019, the Company filed a Motion for Partial Summary Judgment requesting the Court dismiss counts 2-7 in their entirety and counts 1 and 8 in part. BlueRadios also filed a Motion for Partial Summary Judgment alleging it is the co-owner of U.S. Patent No. 8,909,296. Responses to the Motions for Partial Summary Judgment were filed on January 15, 2020, and replies were filed on February 19, 2020. On September 25, 2020, the Court denied BlueRadios’ Motion for Partial Summary Judgment. On August 3, 2022, the Court granted the Company’s Motion for Partial Summary Judgment by dismissing counts 3, 6, 7, punitive damages under count 2, and count 8 as it relates to patent applications, and denying the motion as it relates to counts 1, 4, and 5, and the remainder of counts 2 and 8. The Court also ordered discovery reopened for certain limited purposes. A trial date has not yet been set by the Court. The Company has not concluded a loss from this matter is probable; therefore, we have not recorded an accrual for litigation or claims related to this matter for the period ended September 24, 2022. The Company will continue to evaluate information as it becomes known and will record an estimate for losses at the time or times when it is both probable that a loss has been incurred and the amount of the loss is reasonably estimable.

Our business and financial results are subject to numerous risks and uncertainties. As a result, the risks and uncertainties discussed in Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the fiscal year ended December 25, 2021 should be carefully considered. There have been no material changes in the assessment of our risk factors from those set forth in our Annual Report on Form 10-K for the fiscal year ended December 25, 2021, except for the risk factor noted below.

Supply shortages have and could continue to impair the quality, reduce the availability or increase the cost of raw materials, which could harm our business. We rely on third-party independent contractors for certain integrated circuit chip sets, backlights, and other critical raw materials such as special glasses, wafers, and chemicals. Lead times for the parts and components that we order vary significantly and depend on factors such as manufacturing cycle times, manufacturing yields, and the availability of raw materials used to produce the parts or components. The semiconductor industry has been and continues to experience a shortage of semiconductor components. We have experienced intermittent shortages of raw materials, which has affected our ability to manufacture and ship units. These shortages have also resulted in an increase in the cost of raw materials and semiconductor components. If these shortages were to further affect our supply of raw materials, our ability to manufacture and distribute our products could continue to be adversely affected, which in turn would adversely affect our results of operations or financial condition.

Geopolitical tensions and any conflicts resulting therefrom may negatively affect our ability to source materials and components required to manufacture our products. We depend principally on a Taiwanese foundry for the fabrication of integrated circuits for our defense display products. This reliance involves several risks, including reduced control over availability, capacity utilization, delivery schedules, manufacturing yields, and costs. Geopolitical changes in China-Taiwan relations could disrupt this foundry’s operations and cause these risks to materialize, which would adversely affect our ability to manufacture our Display products. If this foundry were to become unable to provide the required capacity, services and or quality on a timely basis due to a military or other form of conflict, geopolitical tensions, or other reasons relating thereto, we may not be able to manufacture and ship our Display products or we may be forced to manufacture them in limited quantities until replacement foundry services can be obtained. Furthermore, we cannot assure that we would be able to establish alternative manufacturing and packaging relationships on acceptable terms.

We did not sell any securities during the nine months ended September 24, 2022 that were not registered under the Securities Act.

Attached as Exhibit 101 to this report are the following formatted in XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets at September 24, 2022 (Unaudited) and December 25, 2021, (ii) Condensed Consolidated Statements of Operations (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021, (iii) Condensed Consolidated Statements of Comprehensive Loss (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021, (iv) Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021, (v) Condensed Consolidated Statements of Cash Flows (Unaudited) for the nine months ended September 24, 2022 and September 25, 2021, and (vi) Notes to Unaudited Condensed Consolidated Financial Statements.

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 thereunto duly authorized.

i Delaware		i 04-2833935
State or other jurisdiction of incorporation or organization		(I.R.S. Employer Identification No.)

i 125 North Drive, i Westborough, i MA		i 01581-3335
(Address of principal executive offices)		(Zip Code)

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
i Common Stock, par value $0.01		i KOPN		i Nasdaq Capital Market

Class		Outstanding as of October 28, 2022
Common Stock, par value $0.01		i 95,124,458

Large accelerated filer	☐	Accelerated filer	☐
i Non-accelerated filer	☒	Smaller reporting company	i ☒
		Emerging growth company	i ☐

	September 24, 2022			December 25, 2021

ASSETS
Current assets:
Cash and equivalents	$	i 9,625,414		$	i 26,787,931
Marketable debt securities, at fair value		i 5,377,595			i 2,507,535
Accounts receivable, net of allowance of $ i 134,000 in 2022 and $ i 150,000 in 2021		i 8,531,835			i 12,113,070
Contract assets and unbilled receivables		i 4,605,889			i 2,299,392
Inventory		i 6,660,810			i 6,581,139
Prepaid taxes		i 139,605			i 160,599
Prepaid expenses and other current assets		i 1,586,620			i 1,758,079
Total current assets		i 36,527,768			i 52,207,745
Property, plant and equipment, net		i 1,627,468			i 1,888,963
Operating lease right-of-use assets		i 3,540,073			i 3,828,066
Other assets		i 170,932			i 170,932
Equity investments		i 7,612,065			i 4,912,022
Total assets	$	i 49,478,306		$	i 63,007,728

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	i 4,936,931		$	i 5,483,970
Accrued payroll and expenses		i 2,661,645			i 2,413,744
Accrued warranty		i 1,966,000			i 517,000
Contract liabilities and billings in excess of revenues earned		i 1,097,919			i 4,063,031
Operating lease liabilities		i 761,734			i 701,204
Other accrued liabilities		i 2,893,502			i 1,202,635
Customer deposits		i 378,201			i 2,638,103
Deferred tax liabilities		i 424,433			i 513,417
Total current liabilities		i 15,120,365			i 17,533,104

Noncurrent contract liabilities and asset retirement obligations		i 225,210			i 288,634
Operating lease liabilities, net of current portion		i 2,753,885			i 3,108,236
Other long-term obligations		i 1,170,393			i 2,450,897
Total liabilities		i 19,269,853			i 23,380,871
Commitments and contingencies (Note 13)		-			-
Stockholders’ equity:
Preferred stock, par value $ i i .01 / per share: authorized, i i 3,000 / shares; i i none / issued		-			-
Common stock, par value $ i i .01 / per share: authorized, i i 150,000,000 / shares; issued i 95,107,358 shares in 2022 and i 92,146,761 shares in 2021; outstanding i 92,627,059 in 2022 and i 89,988,528 in 2021		i 926,270			i 900,691
Additional paid-in capital		i 360,673,851			i 356,931,157
Treasury stock ( i 80,641 shares in 2021, at cost)		-			( i 366,110	)
Accumulated other comprehensive income		i 1,030,591			i 1,414,351
Accumulated deficit		( i 332,249,645	)		( i 319,080,898	)
Total Kopin Corporation stockholders’ equity		i 30,381,067			i 39,799,191
Noncontrolling interest		( i 172,614	)		( i 172,334	)
Total Kopin Corporation stockholders’ equity		i 30,208,453			i 39,626,857
Total liabilities and stockholders’ equity	$	i 49,478,306		$	i 63,007,728

Kopin Corp. – ‘10-Q’ for 9/24/22

On: Tuesday, 11/8/22, at 4:06pm ET · For: 9/24/22 · Accession #: 1493152-22-30943 · File #: 0-19882

Previous ‘10-Q’: ‘10-Q’ on 8/4/22 for 6/25/22 · Next: ‘10-Q’ on 5/11/23 for 4/1/23 · Latest: ‘10-Q’ on 11/13/23 for 9/30/23 · 4 References:

Quarterly Report — Form 10-Q

Filing Table of Contents

‘10-Q’ — Quarterly Report

Document Table of Contents

This is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

4 Subsequent Filings that Reference this Filing

		Page No.
Part I – Financial Information

Item 1.	Condensed Consolidated Financial Statements (Unaudited)	3

	Condensed Consolidated Balance Sheets at September 24, 2022 (Unaudited) and December 25, 2021	3

	Condensed Consolidated Statements of Operations (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021	4

	Condensed Consolidated Statements of Comprehensive Loss (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021	5

	Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) for the three and nine months ended September 24, 2022 and September 25, 2021	6

	Condensed Consolidated Statements of Cash Flows (Unaudited) for the nine months ended September 24, 2022 and September 25, 2021	7

	Notes to Unaudited Condensed Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23

Item 4.	Controls and Procedures	24

Part II – Other Information		25

Item 1.	Legal Proceedings	25

Item 1A.	Risk Factors	25

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	26

Item 6.	Exhibits	26

Signatures		27

	2022			2021			2022			2021
	Three months ended			Three months ended			Nine months ended			Nine months ended
	September 24, 2022			September 25, 2021			September 24, 2022			September 25, 2021
Net loss	$	( i 6,149,174	)	$	( i 2,128,683	)	$	( i 13,169,027	)	$	( i 10,163,289	)
Other comprehensive loss, net of tax:
Foreign currency translation adjustments		( i 128,994	)		i 9,575			( i 170,349	)		( i 44,592	)
Unrealized holding (loss) gain on marketable securities		( i 34,110	)		i 10,125			( i 212,889	)		( i 11,755	)
Reclassification of holding losses in net loss		—			—			( i 522	)		—
Other comprehensive (loss) income, net of tax		( i 163,104	)		i 19,700			( i 383,760	)		( i 56,347	)
Comprehensive loss		( i 6,312,278	)		( i 2,108,983	)		( i 13,552,787	)		( i 10,219,636	)
Comprehensive (income) loss attributable to the noncontrolling interest		—			( i 107	)		i 280			i 39,394
Comprehensive loss attributable to Kopin Corporation	$	( i 6,312,278	)	$	( i 2,109,090	)	$	( i 13,552,507	)	$	( i 10,180,242	)

	Amortized Cost				Unrealized (Losses) Gains					Fair Value
	2022		2021		2022			2021		2022		2021
U.S. government and agency backed securities	$	i 2,500,006	$	i 1,000,128	$	( i 115,706	)	$	i 522	$	i 2,384,300	$	i 1,000,650
Corporate debt and certificates of deposit		i 3,000,036		i 1,500,000		( i 6,741	)		i 6,885		i 2,993,295		i 1,506,885
Total	$	i 5,500,042	$	i 2,500,128	$	( i 122,447	)	$	i 7,407	$	i 5,377,595	$	i 2,507,535

	September 24, 2022		December 25, 2021
Raw materials	$	i 4,407,064	$	i 5,044,334
Work-in-process		i 1,766,304		i 1,032,519
Finished goods		i 487,442		i 504,286
Total	$	i 6,660,810	$	i 6,581,139

				Weighted Average
	Shares			Grant Fair Value
Balance, December 25, 2021		i 2,077,592		$	i 2.90
Granted		i 996,500			i 1.32
Forfeited		( i 239,950	)		i 2.56
Vested		( i 353,843	)		i 2.19
Balance, September 24, 2022		i 2,480,299		$	i 2.40


2022 (excluding the nine months ended September 24, 2022)	$	i 227,363
2023		i 968,535
2024		i 878,450
2025		i 634,147
2026		i 604,000
Thereafter		i 805,332
Total future lease payments		i 4,117,827
Less imputed interest		( i 602,208	)
Total	$	i 3,515,619

	September 24, 2022
Operating lease liabilities - current	$	i 761,734
Operating lease liabilities - noncurrent		i 2,753,885
Total lease liabilities	$	i 3,515,619

	Nine months ended
	September 24, 2022
Cash paid for amounts included in the measurement of operating lease liabilities	$	i 743,785

	September 24, 2022
Weighted Average Discount Rate - Operating Leases		i 5.93	%
Weighted Average Remaining Lease Term - Operating Leases (in years)		i 4.92

Total Long-lived Assets (in thousands)	September 24, 2022		December 25, 2021
U.S.	$	i 4,770	$	i 5,381
United Kingdom		i 398		i 264
Japan		—		i 72
Total	$	i 5,168	$	i 5,717

	Sales		Sales
	Three Months Ended
	September 24, 2022		September 25, 2021
	Sales		Sales
HMDmd, Inc.	$	i 329,100	$	i 262,096
RealWear, Inc.		i 108,725		i 539,250
Sales	$	i 437,825	$	i 801,346

	September 24, 2022		December 25, 2021
	Receivables		Receivables
HMDmd, Inc.	$	i 358,500	$	-
RealWear, Inc.		i 160,806		i 306,307
	$	i 519,306	$	i 306,307

	Three months ended		Three months ended		Nine months ended		Nine months ended
(In thousands)	September 24, 2022		September 25, 2021		September 24, 2022		September 25, 2021
Defense	$	5,851	$	3,483	$	17,695	$	12,257
Industrial		1,727		2,724		4,889		7,394
Consumer		676		384		1,182		1,318
R&D		3,375		4,099		11,089		10,364
Other		100		197		362		1,136
Total Revenues	$	11,729	$	10,887	$	35,217	$	32,469

	September 24, 2022		December 25, 2021
Domestic locations	$	14,127,354	$	27,031,695
International locations		81,148		865,416
Subtotal cash and cash equivalents marketable debt securities held in U.S. dollars		14,208,502		27,897,111
Cash and cash equivalents held in other currencies and converted to U.S. dollars		794,507		1,398,355
Total cash and cash equivalents and marketable debt securities	$	15,003,009	$	29,295,466

Exhibit No.		Description
10.1		Letter Agreement between Kopin Corporation and Michael Murray, dated July 14, 2022.
10.2		Amendment to Employment Agreement between Kopin Corporation and John C. C. Fan, dated September 5, 2022.
31.1		Certification of Michael Murray, Chief Executive Officer, filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) *
31.2		Certification of Richard A. Sneider, Chief Financial Officer, filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) *
32.1		Certification of Michael Murray, Chief Executive Officer, furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) **
32.2		Certification of Richard A. Sneider, Chief Financial Officer, furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) **

101.INS		Inline XBRL Instance Document*
101.SCH		Inline XBRL Taxonomy Extension Schema Document*
101.CAL		Inline XBRL Taxonomy Calculation Linkbase Document*
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document*
101.LAB		Inline XBRL Taxonomy Label Linkbase Document*
101.PRE		Inline XBRL Taxonomy Presentation Linkbase Document*
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

*	Submitted electronically herewith
**	Furnished and not filed herewith

		KOPIN CORPORATION
		(Registrant)

Date:	November 8, 2022	By:	/S/ MICHAEL MURRAY
			Michael Murray
			President, Chief Executive Officer
			(Principal Executive Officer)

Date:	November 8, 2022	By:	/S/ RICHARD A. SNEIDER
			Richard A. Sneider
			Treasurer and Chief Financial Officer
			(Principal Financial and Accounting Officer)

This ‘10-Q’ Filing	Date	Other Filings

	12/15/22
Filed on:	11/8/22
	10/28/22
For Period end:	9/24/22
	8/3/22
	6/25/22	10-Q
	3/26/22	10-Q
	12/25/21	10-K
	9/25/21	10-Q
	6/26/21	10-Q
	3/27/21	10-Q
	3/5/21	10-K, 4, 424B5, 8-K, S-3ASR
	12/26/20	10-K
	9/25/20
	2/19/20
	1/15/20
	12/28/19	10-K
	12/2/19
	11/15/19
	2/8/19	424B5, 8-K
	10/11/16
	8/12/16
		List all Filings