svco-20240930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-42043

Silvaco Group, Inc.

(Exact name of Registrant as specified in its charter)


Delaware	7372	27-1503712
(State or other jurisdiction of incorporation or organization)	(Primary Standard Industrial Classification Code Number)	(I.R.S. Employer Identification Number)

Silvaco Group, Inc.

4701 Patrick Henry Drive, Building #23

Santa Clara, CA 95054

(408) 567-1000

(Address, including zip code, and telephone number, including area code, of Registrant’s principal executive offices)

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

SVCO

The Nasdaq Stock Market LLC

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 such filing requirements for the past 90 days. Yes ☐ No ☒

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yes ☒ No ☐

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


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		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. ☐

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

As of November 8, 2024 the registrant had 28,463,075 shares of common stock, $0.0001 par value per share, outstanding.

Table of Contents

TABLE OF CONTENTS


		Page
PART I.	Financial Information	1

Item 1.	Financial Statements (unaudited)	1
	Condensed Consolidated Balance Sheets	2
	Condensed Consolidated Statements of (Loss) Income	3
	Condensed Consolidated Statements of Comprehensive (Loss) Income	4
	Consolidated Statements of Stockholders' Equity	5
	Condensed Consolidated Statements of Cash Flows	7
	Notes to the Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	35
Item 4.	Controls and Procedures	35

PART II.	Other Information	36

Item 1.	Legal Proceedings	36
Item 1A.	Risk Factors	36
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	68
Item 3.	Defaults Upon Senior Securities	69
Item 4.	Mine Safety Disclosures	69
Item 5.	Other Information	70
Item 6.	Exhibits	71

SIGNATURES

SILVACO GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands except share and par value amounts)


	September 30, 2024		December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	26,606	$	4,421
Short-term marketable securities	73,782		—
Accounts receivable, net	5,037		4,006
Contract assets, net	9,949		8,749
Prepaid expenses and other current assets	3,215		2,549
Deferred transaction costs	—		1,163
Total current assets	118,589		20,888
Long-term assets:
Property and equipment, net	843		591
Operating lease right-of-use assets, net	2,045		1,963
Intangible assets, net	4,660		342
Goodwill	9,026		9,026
Long-term portion of contract assets, net	9,456		6,250
Other assets	1,836		1,825
Total long-term assets	27,866		19,997
Total assets	$	146,455	$	40,885
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	4,197	$	2,495
Accrued expenses and other current liabilities	23,309		10,255
Accrued income taxes	2,445		1,626
Deferred revenue, current	7,784		7,882
Operating lease liabilities, current	855		735
Related party line of credit	—		2,000
Vendor financing obligation, current	1,853		—
Total current liabilities	40,443		24,993
Long-term liabilities:
Deferred revenue, non-current	3,241		5,071
Operating lease liabilities, non-current	1,172		1,198
Vendor financing obligation, non-current	2,738		—
Other long-term liabilities	211		221
Total liabilities	47,805		31,483
Commitments and contingencies (Note 10)
Stockholders' equity:
Preferred stock, $0.0001 par value; 10,000,000 shares authorized, no shares issued and outstanding as of September 30, 2024; no shares authorized as of December 31, 2023	—		—
Common stock, $0.0001 par value; 500,000,000 shares authorized; 26,294,217 shares issued and outstanding as of September 30, 2024; 25,000,000 shares authorized; 20,000,000 shares issued and outstanding as of December 31, 2023	3		2
Additional paid-in capital	132,244		—
(Accumulated deficit) Retained earnings	(32,169)		11,392
Accumulated other comprehensive loss	(1,428)		(1,992)
Total stockholders' equity	98,650		9,402
Total liabilities and stockholders' equity	$	146,455	$	40,885

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

SILVACO GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF (LOSS) INCOME

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


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenue:
Software license revenue	$	6,840	$	11,083	$	30,121	$	30,593
Maintenance and service	4,132		3,861		11,700		11,167
Total revenue	10,972		14,944		41,821		41,760
Cost of revenue	2,786		2,274		9,620		6,672
Gross profit	8,186

SEC Form 10-Q filed by Silvaco Group Inc.