Netlist Inc

Good day, and welcome to the Netlist Third Quarter 2025 Earnings Conference Call and Webcast.

Hello? Uh-oh. Dave? Hmm?

Good day, and welcome to the Netlist Third Quarter 2025 Earnings Conference Call-In Webcast. All participants will be in listen-only mode. Should you need assistance, please signal a conference specialist by pressing the star key followed by zero. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star, then one on a touch-tone phone. To withdraw your question, please press star, and then two. Please note this event is being recorded. I would now like to turn the conference over to Mike Smarjasi, Investor Relations. Please go ahead.

Thank you, Dave, and good day, everyone. Welcome to NetList's third quarter 2025 conference call. Leading today's call will be Chuck Hong, Chief Executive Officer of NetList, and Gail Sasaki, Chief Financial Officer. As a reminder, you can access the earnings release and a replay of today's call on the investor section of the Netlist website at netlist.com. Before we start the call, I would note that today's presentation of Netlist results and the answers to questions may include forward-looking statements, which are based on current expectations. The actual results could differ materially from those projected in the forward-looking statements because of the number of risks, and uncertainties that are expressed in the call, annual and current SEC filings, and the cautionary statements contained in today's press release. NETLIS assumes no obligation to update forward-looking statements. I will now turn the call over to Chuck.

Thank you, Mike, and hello, everyone. With our last call, we continue to make further progress on product and IP initiatives. We filed a new legal action against Samsung at the ITC and further strengthened our cash position. The memory market has entered a period of shortage and we believe that this will continue for the foreseeable future all the way through 2027 when additional capacity is brought online. AI-related demand is consuming the majority of DRAM and NAND capacity, leaving very little availability for the rest of the market. Pricing has increased significantly for most product categories the last several months, and it is forecasted to continue on this upward trend. Netlist is well positioned to capitalize on these market trends through innovative IP and custom memory solutions such as the Lightning DDR5 DEM for overclocked and low latency memory module for servers. Lightning In particular, Lightning provides faster memory performance, which is particularly important in markets such as quantitative trading, where the reduction of even a microsecond in executing a trade can bring about a significant improvement in the performance of the customer's systems. At the moment, a global OEM as well as half-dozen system integrators continue with their qualification of our Lightning products. We expect some of these qualifications to be completed by the end of the year and provide meaningful contribution to revenues next year. On the R&D side, we continue to work on the CXL-based solutions such as the CXL NV-DEM as well as low-power MR-DEM. Netlist invented the NV-DEM over a decade ago, and we continue to innovate in this segment with data backup solutions that will leverage the versatility of the CXL channel. LP-MR-DEM will be a critical technology in the years ahead, as the current generation of MR-DEM has shown to consume excessive power. And power, we know, is a critical variable in AI computing. MRDEM is likely to replace the RDEM in the next generation of servers, but only if the power consumption of these memory modules can be lowered. Thus, the LPMRDEM is being pursued by the broader industry, broader memory industry, but Netlist is the only company that is designing a solution with significant power savings as well as lower latency without sacrificing error correction or chip kill. On the IP front, in the past two years, Netlist has obtained two jury verdicts awarding combined total damages of $421 million for willful infringement of its patents by Samsung. Samsung has also lost three district court cases against Netlist in their bid to somehow revive a terminated license. Despite this, Samsung continues its unauthorized use of Netlist intellectual property. At the end of September, Netlist expanded the defense of its IP by initiating legal proceedings before the U.S. International Trade Commission, or the ITC. Netlist is seeking exclusion and cease and desist order against Samsung, Google, and Supermicro, which would direct U.S. Customs and Border Protection to stop Samsung memory products that infringe on netless IP from entering the US. The ITC does not order monetary damages. The IP at issue in the ITC action include netless patents 366, 731, 608, 523, 035, and 087. Each patent read on one or more of the following products. DDR5 memory modules such as DDR5 RDEM, UDEM, SODEM and MRDEM and HBM or high bandwidth memory. The ITC is an independent agency of the executive branch that investigates and makes determination against unfair acts of import trade that violate US IP rights. The process of bringing legal action before the ITC differs from court proceedings And it's much quicker in duration, typically around a year, to receive an initial determination. The ITC will review NETLAS's complaint to decide if it should institute an investigation. This review process occurs within 30 days of filing. And our filing was September 30th. If the ITC decides to institute an investigation, it assigns an administrative law judge to the case. Within 45 days of institution, the judge sets a target date for an evidentiary hearing or a trial and the issuing of a final decision. The evidentiary hearing or trial is administered by the administrative law judge or the ALJ. There is no jury. This hearing typically takes place a year after institution and is followed by an initial determination issued by the ALJ. the ITC's commissioners may review the initial determination at the party's request or of their own volition. If reviewed, the commission may affirm, modify, reverse, or remand all or part of the initial determination and will issue a final determination. In order to find a violation of Section 337 of the Tariff Act, the ITC investigation must determine that there is infringement of a valid U.S. patent that relates to an imported product. and that the patent is being used in an existing domestic industry. A party may appeal a final determination to the U.S. Court of Appeals for the Federal Circuit. However, regardless of any appellate process, once the ITC makes its determination and this determination is ratified by the U.S. Trade Representative within 60 days, the import ban of the infringing product goes into effect immediately. The ITC ceased operation during the federal government shutdown, which will impact the timing of the ITC process just outlined. Netlist filed its complaint on September 30th, and the federal government shutdown started the next day. Netlist has previously litigated two prior cases at the ITC. Let's now move on to the federal court actions, which include three separate jury verdicts that awarded Netlist combined damages of $866 million for the willful infringement of its patents by Samsung and Micron. In addition, we now have four separate actions filed this year in the U.S. District Court for the Eastern District of Texas against Samsung and Micron and their distributor Avnet. In these cases, Netlist is asserting new patents covering next-generation HVM and DDR5 memory technologies. In the Eastern District of Texas, one case against Samsung Netlist secured an order finalizing $303 million of damages award in July 2024. Samsung filed an appeal and we estimate that the appeal hearing will take place sometime mid next year. In the Eastern District of Texas case two against Samsung where Netlist was awarded $118 million in damages, post-trial briefing has been completed. We expect the court to rule on these post-trial motions in the coming months. In the $445 million damages awarded against Micron, this case has concluded in the District Court. Micron filed an appeal with the Federal Circuit, and we are currently in the briefing process. In the brief breach of contract case against Samsung, again, which Samsung has lost three separate times, Samsung has filed a notice of appeal before the U.S. Court of Appeals for the Ninth Circuit. We expect this process to take approximately 16 to 18 months. Regarding IPRs, oral arguments before the U.S. Court of Appeals for the Federal Circuit has been set for several patents. The 314, 506 and the 608 patents in early December 2025. We expect the Federal Circuit to issue its decision on these appeals, and these are important appeals, later in December this year or early next year. In closing, NETLIS remains active in advocating for the rights of patent owners. Over the past several weeks, I've had the opportunity to meet with government officials in Washington, D.C., and was encouraged by these discussions. We welcome the constructive reforms brought on by new leadership at the Patent Office that could bring a more balanced approach to the IPR process. We also urge Congress to take action on several patent reform bills that are currently under review. We believe these bills, if enacted, will bring much more clarity to the issues of patent eligibility, patent enforcement, and provide American innovators a predictable framework on which to create new groundbreaking technologies and provide assurances that their innovations will be protected from unauthorized use. Now I'll turn the call over to Gail for the financial review.

Okay, thanks Chuck. For the quarter ended September 27, 2025, revenue was $42.2 million, reflecting solid demand from both our OEM and resale customers and in line with our expectations. While we do not formally guide given booking and shipping for the fourth quarter of 2025 to date and subject to the visibility we have today, we currently expect fourth quarter revenue to be slightly higher than the third quarter of 2025. Operating expense for the third quarter 2025 declined 17% compared to the prior year's quarter and declined 38% on a nine-month basis. Net loss for the third quarter 2025 declined 25% compared to the prior year's quarter and declined by 45% for the nine-month period. We ended the third quarter with cash and cash equivalents and restricted cash of $20.8 million compared to the $29 million at the end of second quarter with minimal debt. After the end of the third quarter, we raised $10 million through a registered direct offering. With a $10 million working capital line of credit from our bank and approximately $74 million available on the equity line of credit, We continue to maintain significant financial flexibility and liquidity. And as always, we manage the operational cash cycle very carefully. Inventory turn improved by 17 days over last year and the overall cash cycle improved by two days over last year's Q3 and by 16 days over last quarter. Operator, we are now ready for questions.

We will begin the question and answer session. To ask a question, you may press star then 1 on your touch-tone phone. If you are using a speakerphone, please pick up your handset before pressing the keys. If at any time your question has been addressed and you would like to withdraw your question, please press star and then 2. Our first question comes from Suji Da Silva with Roth MKM. Please go ahead.

Hi, Chuck. Hi, Gail. So the products that you're talking about, Chuck, and seeing opportunity in AI infrastructure into calendar 26, can you talk about which products, which AI infrastructure server platforms they may target, and what could be the magnitude of contribution potentially in 26 maybe ranges there?

We've made, hey, Suzy, we've made good progress with the Lightning line of products. These are the fastest server memory. Most of them go into high frequency trading, quantitative trading in the Chicago area, New York area, in the commodity markets and in the stock exchanges. So they are being qualified at one of the top two server OEMs in the world. along with probably half a dozen other major system integrators. We believe we're making good progress. We have clearly a product that has industry-leading low latency and speed, and we expect those to... We're seeing revenues already. We've seen some revenues probably... in the 4% or 5% of our overall revenues in the last few quarters came from this line of product. We believe once these are qualified as some of the bigger players, bigger server manufacturers, we will certainly get into next year to double digit percentage of the overall revenues. revenues with these lightening line of products.

Male Speaker 1 Okay. All right. Thanks, Chuck. And then I'm just curious of the ITC process and the government shutdown. Are really are all the processes that you talked about paused at this point? Are some proceeding in the traditional branch or any color there would be helpful?

So the ITC was part of the government shutdown and we filed September 30th against Samsung and stopped them as well as Google and Supermicro, which are major customers of Samsung. And what we're just to give you kind of context of what we're trying to accomplish. It is a significant dollar value of memory products coming into the U.S. As we've indicated, we've gone through five federal court trials over the last three years with Samsung, against Samsung. We've won them all. And yet they continue to... They continue to engage in selling of infringement. We are committed to shutting them down in the U.S. That's what we're committed to seeing this process through all the way to the end. These guys are beyond the pale in terms of the just unapologetic and just, you know, just they just go about ignoring IP rights of U.S. patent holders. So we believe that since district court, they award dollars, but they do not provide, you know, since eBay, there is no injunctive relief at the, from district court rulings. So ITC, is injunctive relief. There is no dollar damages. So the only way to stop people who are completely ignoring U.S. laws and patent laws is to stop their business. And that's what we aim to do. The government shutdown will impact this, will not impact this at all. As soon as it reopens, our filing will be put onto the Federal Register, and then the 30-day clock will start to a decision on institution. Once the case is instituted, it goes forward investigating patent infringement as well as patent validity. And the third prong, which is the domestic industry, whether these patents are being practiced in the U.S. in terms of U.S. domestic industry and products that are built and shipped into the U.S. Well, shipped in the U.S. Those will all be investigated and there'll be a decision. We've been to the ITC twice before. We understand the process. We understand the impact that it can create to bring some of the infringing parties to their senses. So that is what we're, you know, we're committed to seeing that process all the way through to the end.

Okay. I appreciate that color, Chuck. And then, Gail, maybe you could talk about the litigation expense trend you're expecting from here. I know the ITC expenses are second half 25 and they fall off or they remain. Any color there would be helpful.

Sure. While we are on track to have reduced our legal fee expense by 50% over last year, ITC expenses will occur in 2026 towards kind of increasing over time towards the end of the year when the trial will actually occur. So we continue to believe that there will be a reduced amount of legal expenses compared to 2024, but probably about the same in 2026 as has been for 2025. Okay.

All right. Thanks, Gail. Thanks, Chuck.

Sure. Hey, Suji. So Suji's still on? Yeah. I'm here, yeah. Yes, I kind of ended on perhaps a negative note regarding Samsung. I just want to highlight that there are good actors and bad actors. We have Hynix, which is a licensee. They respect USIP laws. They've licensed from us. They are the number one supplier of of HBM products to NVIDIA in the AI space. And they have also committed, announced a plan to invest $4 billion in building of the HBM in the US, in Lafayette, Indiana, in a joint venture with Purdue. Now, that contrasts completely with a bad actor, who is way behind in the HBM technology. They are a very small player as a supplier into the US for HBM. They have not taken a license in the last five years. And they have announced no plans to build HBMs in the US. So that, I think, is the contrast that we're looking at. It's not everybody... is flouting the laws and getting a free ride. There are good actors that abide by the IP laws of the US, and there are others. And it provides a huge contrast. And we're trying to correct that, create parity amongst the different implementers. They all have to... respect the rights of IP holders in the U.S.

I appreciate you pointing out the model that works for the U.S. there.

Thanks. This concludes our question and answer session. The conference is now concluded. Thank you for attending today's presentation. You may now disconnect.