Greetings, and welcome to Kornit Digital Second Quarter 2020 Earnings Conference Call. At this time, all participants are in a listen-only mode. A question-and-answer session will follow the formal presentation. [Operator Instructions] As a reminder, this conference is being recorded. I would now like to turn the conference over to your host, Kelsey Turcotte of the Blueshirt Group. Please go ahead.

Thank you, operator. Good afternoon, everyone and welcome to Kornit Digital's second quarter 2020 earnings conference call. Before we will begin, I would like to remind you that forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other U.S. Securities laws will be made on this call. These forward-looking statements include but are not limited to, statements relating to the company's objectives, plans, strategies, statements of preliminary or projected results of operations or our financial condition and all statements that address activities, events or developments that the company intends, expects, projects, believes or anticipates will or may occur in the future. Forward-looking statements are subject to known and unknown risks and uncertainties and are based potentially on inaccurate assumptions that could cause results to differ materially from those expected or implied by the forward-looking statements. The company's actual results could differ materially from those anticipated for many reasons, and I encourage you to review the company's filings with the Securities and Exchange Commission, including the company's quarterly report on form 6-K, filed at May 19, 2020, which identifies specific risk factors that may cause actual results or events to differ materially. Any forward-looking statements are made of this call here for and the company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise except as required by law. Additionally, the company will be making reference to certain non-GAAP financial measures on this call. The reconciliation of these numbers non-GAAP measures to the most directly comparable GAAP measures can be found in the company's earnings release published today, which is posted on the company's Investor Relations site. Before I turn the call over to Ronen Samuel, Kornit's Chief Executive Officer and Guy Avidan Kornit's Chief Financial Officer, I would like to invite you to a virtual fireside chat next Tuesday, August 18 at 10:30 A.M. Eastern Time to further discuss Kornit's acquisition of Custom Gateway and the related market opportunity. This is an RSVP only event. For further information please go to the Investor section of Kornit's website. At this time, I would now like to turn the call over to Ronen. Ronen?

Thank you, Kelsey. Good evening, and thank you for joining us on this afternoon earning call. I hope you and your families are all safe and healthy. Before Guy and I share with you in more detail the results of the quarter, I'd like to highlight the exciting announcement we made earlier today with the acquisition of Custom Gateway, a leading global provider of cloud software workflow solution, enabling on demand fulfillment. This strategic acquisition accelerate our organic development and strengthen our value proposition for brands, retailers and fulfillers in this fascinating area of digital transformation. Our industry is an inflection point, the online channel is booming across B2C and B2B environments, and traditional retail channel are transforming how they operate in order to remain relevant to consumers, while at the same time solving the massive inventory inefficiencies. Destructive moments like this driven by changing consumer habits, create a perfect storm for the accelerated adoption of agile, digital and sustainable on demand textile production. The combination of Custom Gateways software workflow portfolio with Kornit's existing and future technologies will bring to the market a unique end to end solution for on demand production. Together, we will revolutionize how global brands and fulfillers transforming the supply chain into sustainable on demand production to meet consumer needs. We have partnered with Custom Gateway for several years now and have seen the synergy between the two organization, firsthand in share strategic accounts like Printful, DTG2Go and Fanatics. Custom Gateway has over 300 customers globally, including leading brands and retailers like UK largest fashion retailer Next. This is an extremely important next step for us in transforming the textile industry, and we are pleased to welcome the Custom Gateway team to Kornit. Turning to our second quarter results. I'm very proud of how well…

Thanks, Ronen, and good evening, everyone. Before beginning the financial overview, I would like to remind you that the following discussion will include GAAP financial measures as well as non-GAAP pro forma results. Our second quarter non-GAAP pro forma results reflect adjustment for the following items, stock based compensation expenses, which totaled $2.5 million, total amortization expenses relating to the acquisitions of intangible assets in the amount of $141,000 and non-cash deferred tax benefit in the amount of $71,000. Adjustment related to COVID-19 pandemic this quarter are non-cash inventory adjustment of $222,000 and warehousing expenses of $100,000. As the company has significant operating lease liability in foreign currencies, we incur foreign exchange gains or losses from the re-evaluation of these liabilities. These gains and losses may vary from period to period, and do not reflect the true financial performance of the company. This quarter, foreign exchange gains associated with ASC 842 were $528,000. A full reconciliation of our results on a GAAP to non-GAAP basis is available in the earnings press release issued earlier today, and on the Investor section of our website. Second quarter revenue net of $842,000 non-cash warrants impact was $37.4 million, a decrease of 17.4% compared to the prior year period, and an increase of 42.8% sequentially. From a year-over-year perspective, we saw very healthy demand for our systems on the part of customers serving online market in the U.S., offset in part by headwind in the fashion and apparel market due to COVID-19 pandemic. Services revenues for the second quarter was $5.6 million net of $120,000 warrants impact. Accounting for 14.9% of total revenues, a decrease of 14.8%, compared to the prior year period and an increase of 45.8% sequentially. The amount attributed to the non-cash impact of warrants in the second quarter was $842,000…

Thank you, Guy. With that, we are ready to open the call for questions.

At this time, we will be conducting a question-and-answer session. [Operator Instructions] Your first question comes from the line of Tavy Rosner with Barclays. Please proceed with your question.

Hi, this is Peter Zdebski on for Tavy. Congratulations on the great quarter. You saw one of the highest top 10 customer concentrations in some time, close to 60%. I see that only about 2% to 3% of that growth was your global customer. How much of the rest could we attribute to growth in interaction with the branded accounts? And then I have a follow-up?

Good question. Now what you can see here is that some of those growth coming from big projects that we discussed early in Q1 that materialize during Q2. We see some of the existing customers that are really growing rapidly during Q2, and also in the second-half of the year. We see interesting, also some new customers that are entering to digital and really with big investment into the Atlas, and even into the Vulcan Plus.

Okay. Thank you. And then could you comment or give us some color on how you've seen the consumables trend in the second quarter and so far in the third quarter? How customer consumption has trended or recovered?

So Tavy, [ph] as you know, we're not really breaking down between ink and other consumable two systems in the quarter. As Roland mentioned in his prepared remarks, we had very strong demand for systems this quarter.

Thank you.

Your next question comes from line of Jim Suva with Citigroup Investment Research. Please proceed with your question.

Thank you very much. Can you help me understand a little bit about, you talked about increased distribution as well as geographic reach. And yet you also announced an acquisition which appears to be a little more software oriented. Are you kind of expanding both efforts geographic and the integration of software? Or is one a little bit higher priority than the other? And then I may have a follow-up. Thank you.

So, those are two different topics. In terms of the acquisition of Custom Gateway, this is a strategic acquisition of technological capabilities that Kornit was looking for few years already. This is by far the best technologies that we found out there. And the aim of this technology is to enable brands and fulfiller to do on demand manufacturing in textile, primarily for apparel and the home décor market. This is super strategic. We are engaging with many brands, that looking now when they are moving online, to move to on demand manufacturing. And this softer capability together with Kornit technology will enable them finally to do real on demand manufacturing and to eliminate a lot of waste and to be able to deliver the products to customer within a short time. So this is in one aspect, of course, we will continue to invest on the workflow side. There's a lot of internal investment within R&D and inorganic that we are looking on top of the acquisition of Custom Gateway. Regarding the expansion or investment in UK, Germany and Japan, those are major territories that we see a benefit to move more into direct touch with our customers. With some of those countries like UK and Germany, we already have our service organization. We are investing more now in sales, business development. Some of our biggest strategic accounts are moving in investing both in Japan, in UK and in Germany. And they expect to get the same level of both presales and post sales directly from Kornit. And this is one of the drivers for this investment. We see a big potential both in Asia Pacific and Japan, and definitely in Europe, in Germany and UK. And this is why we decided to invest more in those territories.

Great. And then my second question is, with COVID and the challenges with small and mid-size businesses, are you having to find it useful to be a little more generous or flexible, like with payment terms or the way you used to do business before or after? Just I know a lot of small and mid-sized businesses have cash flow difference now versus prior. Thank you.

So the short answer is, yes, and we're looking at our customers as our partners and we are talking with them about their future business. And based on their business plan and their forecast, we increased creditors with some of our customers.

Thank you so much for the details and clarification.

Thank you.

Your next question comes from the line of Brian Drab with William Blair. Please proceed with your question.

Hey, Ronen. Hey, Guy. Thanks for taking the questions. The top 10 customers, I'm just wondering if you can say anything more, the difference between the group of top 10 customers in second quarter 2020 versus second quarter 2019? Has there been much change in that top 10? And were there any major brands in the top 10 in second quarter 2020?

Well, we cannot really be specific, but let's say most of the big names last year are participating in the top 10 this year regarding the brands part, we cannot answer this question.

Okay. And then, looking at the revenue margin guidance implies you're going to start stepping OpEx back up in the third quarter. I think, just my first rough pass calculations. And I was wondering, is that primarily related to the hiring you mentioned? And that be divided primarily between selling and marketing and G&A? And should both of those line items see increases on a dollar basis in the third quarter sequentially?

Yes, we said that we have a plan to grow and obviously we are increasing OpEx. Most of our OpEx and most of the increase is attributed to additional headcount.

Okay. That’s going to be in H&M and G&A?

Predominantly R&D, we discussed that in the previous quarter. We're still investing in growing R&D and as well as mainly H&M, much more than G&A.

Okay. All right. I'll save the rest of my questions. Thanks a lot.

Thank you.

Your next question comes from the line of Patrick Ho with Stifel. Please proceed with your question.

Thank you very much. And congrats on the nice quarter and the acquisition of Custom Gateway. Maybe Ronen, first off with the acquisition itself, it obviously seems like you're expanding your software capabilities and the workflow solution. And there's excuse me a lot of value added for the big brands and retailers, given what you described. Is that the focus primarily with this acquisition? Or does it also help smaller shops in terms of their inventory management and even on their supply chain?

Excellent questions. There are two main pillars here or main target for the acquisition. One, as I mentioned is to enable the on-demand production for the brands. This is the one pillar. The other target is really enable our customers of the fulfiller for small, medium sized fulfiller to scale up the production. So, automate the production flow from order entry to sending out the products to customers.

Great, that's really helpful. And maybe as my follow-up question, you actually had a very strong service this quarter, given all of the disruption out there in the world today. One, what have you had to do to change your ability to service customers, given some of the restrictions still in place, more of the social distancing? What actions have you taken to ensure that your customers solutions are still working and your ability to grow that business over time?

So first, right now, at least in Europe and in the in the North America, our teams are traveling and flying all around and visiting customers. What we have done supporting a customer is remote support, we opened remote support around the clock, follow the sun remote support. We actually managed to support a customer, more than 90% of the cases are being sold in the remote support, and the rest we are doing it by sending our engineers on-site. There's a lot of trainings that we are doing. We encourage customer to have on-site kits, so they don't need to wait for spare parts to arrive and so many, many other activities that the team is doing to enable the customer to meet to be more self-sufficient.

Great. Thank you very much.

Your next question comes from line of Jim Ricchiuti with Needham & Company. Please proceed with your question.

Thank you. Just wanted to go back to the investments you're making in the UK, Germany and Japan and see if we can understand a little more about what are the main drivers for that? Is this investment really based on discussions you've had with your customers more recently that require this investment? Or is this just a case of you're feeling a little better about the business environment, you knew these are investments you had to make. And now is the right time to make them.

It's a combination. From one direction of course, we see our top account, strategic account entering and growing within UK, Japan and Germany. And we are working with them day-to-day. On another hand we see existing customers going very fast in those territories. We see big, big potential to grow into new accounts. We just released the Vulcan Plus, the Atlas, the Presto we are investing in new technology taking into more high end technology more productive with more solution. And this requires better engagement from Kornit. And we believe that this will bring better value to our customers and we will be able to accelerate the growth. On top of that we believe there will be benefit on the gross margin side.

Okay. And with respect to new customers, and if I heard you correctly, it sounded like obviously you had healthy demand from existing customers. But well, I heard you say that you've also sold Atlas and Vulcan Plus into a new customer or maybe it was customers during the quarter that contributed significantly to revenues. Can you tell us the type of customer this is Ronen? If this is -- is this a brand? Is this someone in the supply chain?

I'll give you one example of the customers, it’s actually is a screen printer. So, really from the analog world, he had a breeze, a small digital breeze. And we started to see that the business is moving into short runs into on-demand and they decided to invest in multiple Vulcan Plus. So, it's a big jump in relative new customer only was breeze. So, we will grow very fast, he is a big analog screen printer.

Thank you. And last question. Just maybe you also talked about Poly Pro and significant enhancements that you're planning for the first-half of 21. Is there any more color you can provide on that? Because it sounded like you were fairly satisfied with where you were with that technology. What could this be? Is this potentially introducing this into a larger type of piece of equipment?

So, we addressed it a bit under the previous call. While the technology -- we have the technologies that can print on polyester. We are actually the only digital technology that can print on polyester on dyed polyester and overcome the dye migration. We released this products a year ago and with huge success and we have customers of both multiple system. But during this process we found out that we still have some limitation. In some cases when you're using polyester that is called brushed polyester, the print quality is not good enough. But polyester becoming more of a trend right now, so we are developing solutions to enable a customer to print on dyed polyester on dye a brushed polyester so to cover a wider range of material. So, this is part of the solution. There is other areas of the solutions that we are bringing to the market in the first-half of 2021. And of course, we are planning to expand the portfolio around this important market segment.

Okay, thank you for clarifying that for me. Thanks.

Thank you.

[Operator instructions] Your next question comes from line of Chris Moore with CJS Securities. Please proceed with your question.

Hey, good afternoon, guys. Yes, just maybe a little bit longer-term perspective. I know, given COVID things are obviously still quite dynamic. Last call, you talked, still kind of talked about the longer-term $500 million run rate goal. Likely, it sounded like it will get pushed a bit. Just curious at this point in time, do you have enough visibility to kind of reframe the timing? And secondly, just given the, kind of where we are in this inflection, wondering if the mix that you were thinking about that 60 to 40, kind of systems to ink and consumables, is that still, when we do get to that 500 is that still likely the mix? Or what's going on in the market change that a little bit?

Thanks for the question. So, first of all, we are in the mid of a very, very sharp V-shape, and we are very confident about the momentum we have in the business. We are very confident about the focus that we gave for H2, about the growth and actually more than that, we are very bullish about 2021. We are bullish about 2021, because I can say that we have a very good line of sight on big projects that are going on already in H2, and coming in into beginning of 2021. So in terms of the business momentum, I would say we have never been in such a great situation. And it's fueling propelling mainly because of the e-commerce and probably you all read that the e-commerce growth or penetration in the last three months is equal to the penetration for the last 10 years. And within the e-commerce, the biggest portion of the biggest segment is the apparel is not only the biggest, it's the fastest growing segment. And a lot of it is now moving into digital, into on-demand manufacturing. So this is the growth. Now regarding the long-term, I would say that right now we feel very, very confident to deliver what we’ve promised more than a 1.5 year ago to our investors. We are aiming to deliver the $500 million run rate business during the 2023, in Q4, 2023 to deliver $125 million.

Got it. I appreciate that.

Regarding your second question, we believe that the split between ink and system will be very, very similar to what we see today. The potential in the market is still huge. We don't want to see the ink growing more than the 40%, which means that the system is going down. As we believe there's so many opportunities for put sockets in the market. We still want to see even in three and five years from now, the system and services at 60% range and supply in that 40% range. And this is how we base the model.

Got it, very helpful. I appreciate it. I’ll jump back in line.

Your next question is a follow-up from Brian Drab with William Blair. Please proceed with your question.

Just one question that I know a lot of people will be wondering about, as they look at the guidance. Has Custom Gateway been generating material revenue? And is that incorporated into the third quarter guidance? Can you say anything about what level of revenue they generate?

So, as I mentioned, the acquisition of Custom Gateway is a technological acquisition. The revenue is not material to Kornit, but yes, it was taken into account in our guidance.

Okay. Ronen, can I just say, I don't want to push back too hard on that. But, as you look at your total revenue, you guys are at the third quarter run rate, over $200 million revenue company. So not material to some people, means less than 5% or something. Could this be a $10 million a year kind of business? Or is that too high like any more of a framework like more or less than $10 million or something like that you could share?

No, it's less than that.

Okay. All right. Okay, thanks very much.

Thank you.

Ladies and gentlemen, we have reached the end of the question-and-answer session, and I would like to turn the call back to Mr. Ronen Samuel for closing remarks.

So thank you for joining today’s call, and we appreciate your continued interest in Kornit. We look forward to speaking to many of you throughout the quarter and to host you during the virtual fireside chat next Tuesday to discuss the acquisition of Custom Gateway and our strategic vision. We are very excited about the future of Kornit and the acquisition, and we wish you all good luck and be healthy. And, good night. Thank you very much.

This concludes today's conference. You may disconnect your lines at this time. Thank you for your participation.