REE Automotive Ltd. (NASDAQ: REE) (“REE” or the “Company”), an
automotive technology leader and provider of electric vehicle (EV)
platforms, today announced its financial results for the fourth
quarter of 2021. REE is focused on executing milestone deliverables
on its signed strategic collaborations relating to various types of
commercial delivery vehicles and people movers, with capabilities
to integrate multiple levels of autonomy.
Daniel Barel, REE’s Co-Founder and Chief
Executive Officer said: “In 2019 and 2020, we focused on enhancing
our capabilities, expanding our addressable market, validating our
technology and building our supply chain. In 2021, we continued
these efforts and began building out our partner ecosystem. The
numerous milestones and strategic collaborations achieved over the
past year established the foundation for an exciting next twelve
months as we move towards establishing our production capabilities
and commercializing our products. With the upcoming commencement of
commercial trials for the P7 platform, REE is one step closer to
obtaining order commitments and serial production. Additionally, we
continue to advance other initiatives to lead the transformation of
the automotive space with our REEcorner™ technology to enable
a new generation of vehicles Powered by REE.”
Commercial Developments &
Outlook
Throughout 2021, REE actively executed its
business plan, establishing numerous strategic collaborations with
industry leaders as it expanded its our footprint across segments.
The REEcorner™, a compact module that integrates critical
powertrain components in the corner between the wheel and the
chassis, together with REE’s drive-brake-steer-by wire
(“x-by-wire”) technology, enable REE to offer the industry’s
flattest, most modular vehicle platform. This enables fleet owners
and mission specific companies to design commercial EVs that are
optimized for their requirements, with lower TCO and higher
volumetric efficiency.
After validating our REEcorner™ technology
and building our supply chain in 2019 and 2020, REE focused on
expanding its market footprint and building a partner ecosystem in
2021 to enable and accelerate adoption of the Company’s products.
This includes collaborations with partners not only to develop full
vehicle offerings, but also provide a comprehensive ecosystem of
enabling capabilities and services, such as vehicle financing,
charging infrastructure, aftersales & service as well as
Data-as-a-Service (“DaaS”), for a full turn-key solution intended
to enable and expedite a smooth transition for our customers from
ICE to EV fleets.
The Company expects to continue executing on its
commercial programs, including the delivery of full vehicle
prototypes for non-public road tests, which REE expects to be
followed by initial firm orders, and public road testing. REE
continues progress on homologation activities according to schedule
at both the component and system level. Full vehicle level
validation & homologation are currently scheduled to begin
mid-year in collaboration with our partners. REE is also building
its production capabilities to support serial production in
2023.
Progress on selected collaborations and other
R&D projects is provided below.
P7 Modular Platform
Fully flat from end-to-end, the P7 platform
offers REE’s greatest interior space and volumetric efficiency for
class 3-5 vehicles. Supporting up to 8,800 lbs. in maximum payload,
REE’s unique technology allows for up to 35% more cargo space for a
given footprint than comparable commercial vehicles and is designed
to significantly reduce development times of electric commercial
models. The P7 is suited for applications across commercial trucks,
school buses, walk-in-vans and recreational vehicles.
The Company announced in January 2022 that it
started validation of the P7 platform and anticipates multiple body
designs of full vehicle prototypes will be available for its
pipeline customers to validate on private roads in the U.S. and
Europe in mid-2022 with first orders expected towards the end of
the year.
The company also expects to establish a global
service network with Data-as-a-Service capabilities by the end of
2022. This global network, in collaboration with leading after
sales & service partners, is expected to include technician
training, maintenance & repair services including proprietary
REEcorner swaps, parts distribution, and fleet management
services.
We have ongoing P7
programs with various counterparties:
Leading Logistics Company
One P7 variant is based on functional and
operational specifications from a leading logistics company. We
expect full vehicle customer validation on private roads in the
U.S. mid-2022.
J.B. Poindexter
REE signed a strategic collaboration with EAVX,
an EV-focused business unit of JB Poindexter & Co. (the parent
company of Morgan Olson, a leading producer of walk-in van bodies
in North America), to develop commercial electric vehicles ‘Powered
by REE’ for the North American market, based on REE’s P7 platform.
In Q1, REE started delivering prototypes to EAVX for upfitting
advanced top hats for private road validation mid-year.
Global Commercial Vehicle OEM
In mid-2021 REE signed a joint development
agreement with a leading global commercial vehicle OEM to jointly
develop a Class 4 electrified P7 platform for commercial trucks,
school buses, walk-in-vans and recreational vehicles. During the
joint development phase, REE and the global commercial vehicle OEM
expect to enter into a supply agreement for REE to supply its
REEcornerTM for a dedicated new EV chassis of the OEM in the U.S.
and Canada.
Navya
REE has entered into a strategic collaboration
agreement with Navya (EPA: NAVYA) which is currently active with
autonomous vehicles in 23 countries, to collaborate in the
development of a L4 autonomous system based on P7 corners ‘Powered
by REE’ and driven by Navya.
Previously announced progress
In November 2021, REE nominated American Axle
& Manufacturing to supply a high-performance 3-in-1 propulsion
system and Brembo to co-develop and supply a braking system. REE
intends to use Data-as-a-Service (DaaS) and Analytics-as-a-Service
(AaaS) capabilities currently under development in collaboration
with Hitachi America, Ltd. in the P7 platform to provide
intelligence and actionable insights into fleet operations and
offer fleet owners complete visibility over their operations,
allowing faster time to market, lower total ownership costs and a
suite of lifecycle service. Further details about the P7 platform
can be found on REE’s website.
Other ongoing platform and program
activity:
FlatFormer
In early January 2022, REE and Hino Motors
(“Hino”), a subsidiary of Toyota Motor Corporation and a global
leader in heavy & medium duty trucks, jointly exhibited their
concept model EV platform, the FlatFormer, at the Consumer
Electronics Show (CES) in Las Vegas. FlatFormer leverages REE’s
innovative REEcorner™ technology, which allows the critical drive
components to reside between the wheel and the chassis, thus
creating a fully flat chassis. The FlatFormer will be capable of
carrying a customized Mobility Service Module that can transport
passengers and goods and deliver services. The Mobility Service
Module can be easily detached from the EV platform and once
detached, can serve as an independent, stand-alone unit, leaving
the platform to be operated separately and continue on its next
mission.
REE and Hino anticipate that FlatFormer
prototypes will be produced in 2022.
Leopard
In November 2021, REE unveiled its autonomous
concept vehicle based on the Company’s modular EV platform design
based on interest from potential customers. The full-scale concept
is geared for customers seeking to offer fully autonomous delivery
solutions, including, delivery fleet operators, e-retailers and
technology companies. REE’s technology will be seamlessly
integrated with any top hat and autonomous hardware. Leopard is
designed to carry significantly more cargo due to its low, flat
floor.
Magna International
In April 2021, REE secured a strategic
collaboration agreement with Magna International, the world’s
largest vehicle contract manufacturer, with the goal of bringing to
market innovative, full-fledged modular EVs under the ‘Powered by
REE’ brand for tech companies and new electric mobility players.
The companies are jointly exploring future vehicle development
opportunities across a variety of use cases, including
Mobility-as-a-Service in the light commercial vehicle market.
Hitachi America, Ltd
In December 2021, REE announced a newly-formed
strategic collaboration with Hitachi America, Ltd. (“Hitachi”), a
subsidiary of Hitachi, Ltd., to ease and accelerate the adoption of
EVs across the entire EV value chain, including enabling EV
manufacturing at scale, delivering commercial vehicle charging
infrastructure and energy management, and providing comprehensive
digital fleet management and operations for full visibility across
EV fleets as organizations transition over the next decade. Hitachi
and REE will work to accelerate the development of advanced digital
solutions for REE customers by co-creating a highly scalable DaaS
and AaaS platform with the goal of enabling next-generation
connected commercial EVs. This could also provide an additional
revenue stream for REE in the future.
Supply Chain Developments:
In November 2021, REE nominated American Axle
& Manufacturing Holdings Inc. (“AAM”), a leading global
automotive supplier of driveline technologies, to supply a jointly
developed compact, high-performance 3-in-1 electric drive unit
(“EDU”) which includes motor, inverter, and gear box for the
REEcorner™ module, with initial application in the P7 delivery
van program. In January, REE and AAM displayed an EDU system and
jointly hosted an event at CES to discuss how their collaboration
is well positioned to take advantage of the fast-growing
electrification market. Materials presented during the event can be
access here.
In addition, REE nominated Brembo, a global
leader in brake technology, to jointly develop and supply a braking
system for REEcorners™ and EV platforms with initial focus on
the P7 delivery van program.
Operational Developments
In February 2021, REE established its
Engineering Center of Excellence in the UK to commercialize REE’s
products and manufacturing capabilities with state-of-the-art
testing and engineering equipment. The Engineering Center is
spearheading REEcorner™ and EV platform engineering design,
validation, verification and testing, as well as product
homologation. In August 2021, REE announced that its REEcorner™
technology was awarded $17 million of funding from the UK
government.
REE is building its first Integration Center and
highly automated launch factory in Coventry, UK in 2022, and plans
to open an asset-light Integration Center in Austin, TX in 2023.
The Company anticipates that it will have an initial capacity to
produce 10,000 vehicle sets by the end of 2022, ramping up to
20,000 vehicle sets by the end of 2023. REE’s CapEx-light,
asset-light production approach is based on leveraging its global
network of Tier 1 partners’ manufacturing capacity, with full
point-of-sale component assembly and testing set to take place in
REE’s Integration Centers. REE’s CapEx-light manufacturing approach
and Integration Centers are designed to enable the company to
remain a comparatively asset-light enterprise, helping to increase
operating margins and ROI and reduce the carbon footprint of its
operations.
Financial Highlights &
Outlook
- GAAP net loss was
$46.7 million in the fourth quarter of 2021 compared to
$414.9 million in the third quarter 2021 and
$10.7 million in the fourth quarter of 2020. The third quarter
was impacted by $409.8 million of non-cash expenses related to
performance-based stock options, including options granted to the
Company’s founders prior to the merger with 10X Capital which
vested at the time of closing. The increase from the fourth quarter
of 2020 primarily related to such non-cash stock-based
compensation.
- Non-GAAP net loss of
$26.0 million in the fourth quarter of 2021 increased compared
to $19.5 million in the third quarter of 2021 and
$6.0 million in the fourth quarter of 2020. The year-over-year
increase in non-GAAP net loss is primarily related to higher
operating expenses as the Company ramps up its capabilities and
market penetration towards commercial production in 2023.
- As of December 31, 2021, the Company’s total liquidity amounted
to $275.8 million, comprised entirely of cash. REE anticipates
making investments of approximately $30 million in 2022 primarily
related to the establishment of its initial production
capacity.
- The Company anticipates its
non-GAAP operating expenses, which includes non-GAAP selling,
general, and administrative and research and development expenses,
to total between $100 and $120 million in 2022. Operating expenses
will primarily consist of engineering and technology expenses
related to the company’s existing commercial programs and projects.
The expense expectations are dependent in part on the timing and
achievement of certain milestones related to the Company’s
commercial programs and projects.
- The Company anticipates that it has
sufficient liquidity to achieve initial production of its P7
platform and continue to advance other commercial activities set
forth above.
Webcast and Conference Call
Information
The Company will host a conference call at 8:00 a.m. Eastern
Time on Thursday, March 3, 2022 to discuss results, recent
developments and the Company’s commercial roadmap. This press
release and the accompanying presentation materials will be
accessible from the Company’s website prior to the conference call
at https://investors.ree.auto/.
Individuals wishing to participate in the webcast can access the
event at the Company’s website by visiting the Investors section of
the Company’s website at https://investors.ree.auto/. The
conference call will be accessible domestically or internationally,
by dialing 646-741-3167 or +44 (0) 2071928338, respectively. Upon
dialing in, please provide your details and request to join the REE
Automotive Fourth Quarter 2021 Earnings Conference Call or
reference conference code 5167698.
The call will be recorded, and a replay will be
available to interested parties on REE’s Investors website at
https://investors.ree.auto/.
Use of Non-GAAP Financial Measures
The Company has disclosed financial measurements
in this press release that present financial information considered
to be non-GAAP financial measures. These measurements are not a
substitute for GAAP measurements, although the Company’s management
uses these measurements as an aid in monitoring the Company’s
on-going financial performance. Non-GAAP research and development,
non-GAAP selling, general and administrative expenses and non-GAAP
operating expenses exclude the impact of stock-based compensation.
Non-GAAP net loss and non-GAAP loss per share also exclude
non-recurring or unusual items that are considered by management to
be outside the Company’s standard operations and certain non-cash
items. Adjusted EBITDA is a non-GAAP financial measurement that is
considered by management to be useful in comparing the
profitability among companies by reflecting operating results of
the Company excluding such items.
There are limitations associated with the use of
non-GAAP financial measures, including that such measures may not
be comparable to similarly titled measures used by other companies
due to potential differences among calculation methodologies. Thus,
there can be no assurance whether (i) items excluded from the
non-GAAP financial measures will occur in the future or (ii) there
will be cash costs associated with items excluded from the non-GAAP
financial measures. The Company compensates for these limitations
by using these non-GAAP financial measures as supplements to GAAP
financial measures and by providing the reconciliations for the
non-GAAP financial measures to their most comparable GAAP financial
measures. Investors should consider adjusted measures in addition
to, and not as a substitute for, or superior to, financial
performance measures prepared in accordance with GAAP.
Contacts: |
|
|
|
Investor
Relations |
Media |
Limor Gruber |
Keren Shemesh |
VP Investor Relations | REE
Automotive |
Chief Marketing Officer | REE
Automotive |
+972-50-5239233 |
+972-54-5814333 |
investors@ree.auto |
media@ree.auto |
REE AUTOMOTIVE LTD.Condensed
Consolidated Statements of OperationsU.S. dollars
in thousands (except share and per share
data)(Unaudited)
|
Three Months Ended |
|
Twelve Months Ended |
|
December 31,2021 |
|
September 30,2021 |
|
December 31,2020 |
|
December 31,2021 |
|
December 31,2020 |
Revenues |
$ |
— |
|
|
$ |
— |
|
|
$ |
52 |
|
|
$ |
6 |
|
|
$ |
388 |
|
Cost of sales |
|
656 |
|
|
|
324 |
|
|
|
78 |
|
|
|
995 |
|
|
|
647 |
|
Gross
loss |
|
(656 |
) |
|
|
(324 |
) |
|
|
(26 |
) |
|
|
(989 |
) |
|
|
(259 |
) |
Operating expenses: |
|
|
|
|
|
|
|
|
|
Research and development expenses, net |
|
23,292 |
|
|
|
212,438 |
|
|
|
4,971 |
|
|
|
252,424 |
|
|
|
29,589 |
|
Selling, general and administrative expenses |
|
15,538 |
|
|
|
219,507 |
|
|
|
5,730 |
|
|
|
262,083 |
|
|
|
38,250 |
|
Total operating expenses |
|
38,830 |
|
|
|
431,945 |
|
|
|
10,701 |
|
|
|
514,507 |
|
|
|
67,839 |
|
Operating
loss |
|
(39,486 |
) |
|
|
(432,269 |
) |
|
|
(10,727 |
) |
|
|
(515,496 |
) |
|
|
(68,098 |
) |
Income (loss) from warrant revaluation |
|
(6,239 |
) |
|
|
17,263 |
|
|
|
— |
|
|
|
11,024 |
|
|
|
— |
|
Financial income, net |
|
297 |
|
|
|
114 |
|
|
|
8 |
|
|
|
423 |
|
|
|
385 |
|
Net loss before income
tax |
|
(45,428 |
) |
|
|
(414,892 |
) |
|
|
(10,719 |
) |
|
|
(504,049 |
) |
|
|
(67,713 |
) |
Income tax expense |
|
1,223 |
|
|
|
13 |
|
|
|
— |
|
|
|
1,281 |
|
|
|
— |
|
Net loss |
$ |
(46,651 |
) |
|
$ |
(414,905 |
) |
|
$ |
(10,719 |
) |
|
$ |
(505,330 |
) |
|
$ |
(67,713 |
) |
Net comprehensive
loss |
$ |
(46,651 |
) |
|
$ |
(414,905 |
) |
|
$ |
(10,719 |
) |
|
$ |
(505,330 |
) |
|
$ |
(67,713 |
) |
Basic and diluted net
loss per share |
$ |
(0.16 |
) |
|
$ |
(1.57 |
) |
|
$ |
(0.06 |
) |
|
$ |
(2.14 |
) |
|
$ |
(0.43 |
) |
Weighted average number of ordinary shares and preferred shares
used in computing basic and diluted net loss per share |
|
284,294,928 |
|
|
|
264,141,657 |
|
|
|
166,465,604 |
|
|
|
235,612,764 |
|
|
|
155,930,380 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
REE AUTOMOTIVE LTD.CONDENSED
CONSOLIDATED BALANCE SHEETSU.S. dollars in
thousands (except share and per share
data)(Unaudited)
|
December 31,2021 |
|
December 31,2020 |
ASSETS |
|
|
|
|
|
|
|
CURRENT ASSETS: |
|
|
|
Cash and cash equivalents |
$ |
275,772 |
|
|
$ |
44,707 |
|
Restricted cash |
|
138 |
|
|
|
800 |
|
Short-term deposits |
|
— |
|
|
|
1,667 |
|
Inventory |
|
— |
|
|
|
271 |
|
Trade receivables |
|
— |
|
|
|
55 |
|
Other accounts receivable and prepaid expenses |
|
12,162 |
|
|
|
428 |
|
Total current assets |
|
288,072 |
|
|
|
47,928 |
|
|
|
|
|
NON-CURRENT ASSETS: |
|
|
|
Non-current restricted cash |
|
1,005 |
|
|
|
— |
|
Other accounts receivable |
|
1,184 |
|
|
|
— |
|
Deferred transaction costs |
|
— |
|
|
|
328 |
|
Property and equipment, net |
|
2,675 |
|
|
|
755 |
|
Total non-current assets |
|
4,864 |
|
|
|
1,083 |
|
|
|
|
|
TOTAL
ASSETS |
$ |
292,936 |
|
|
$ |
49,011 |
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’
EQUITY |
|
|
|
|
|
|
|
CURRENT LIABILITIES: |
|
|
|
Trade payables |
$ |
4,538 |
|
|
$ |
970 |
|
Other accounts payable and accrued expenses |
|
16,018 |
|
|
|
2,260 |
|
Total current liabilities |
|
20,556 |
|
|
|
3,230 |
|
|
|
|
|
NON-CURRENT LIABILITIES: |
|
|
|
Deferred revenues |
|
943 |
|
|
|
— |
|
Warrants liability |
|
21,034 |
|
|
|
— |
|
Total non-current
liabilities |
|
21,977 |
|
|
|
— |
|
|
|
|
|
TOTAL
LIABILITIES |
|
42,533 |
|
|
|
3,230 |
|
|
|
|
|
SHAREHOLDERS’ EQUITY: |
|
|
|
Ordinary and Preferred shares(1) |
|
— |
|
|
|
— |
|
Additional paid-in capital |
|
864,911 |
|
|
|
154,959 |
|
Accumulated deficit |
|
(614,508 |
) |
|
|
(109,178 |
) |
Total shareholders’
equity |
|
250,403 |
|
|
|
45,781 |
|
TOTAL LIABILITIES AND
SHAREHOLDERS’ EQUITY |
$ |
292,936 |
|
|
$ |
49,011 |
|
|
|
|
|
|
|
|
|
____________________________________________(1) Shares
and per share data are presented on a retroactive basis to reflect
the stock split following completion of the Merger on July 22,
2021.
REE AUTOMOTIVE
LTD.CONDENSED CONSOLIDATED STATEMENTS OF CASH
FLOWU.S. dollars in
thousands(Unaudited)
|
Twelve Months EndedDecember
31, |
|
|
2021 |
|
|
|
2020 |
|
Cash flows from operating
activities: |
|
|
|
|
|
|
|
Net loss |
$ |
(505,330 |
) |
|
$ |
(67,713 |
) |
Adjustments to reconcile net
loss to net cash used in operating activities: |
|
|
|
Depreciation |
|
484 |
|
|
|
166 |
|
Capital loss |
|
125 |
|
|
|
18 |
|
Share-based compensation |
|
448,077 |
|
|
|
52,763 |
|
Revaluation of warrant liability |
|
(11,024 |
) |
|
|
— |
|
Transaction costs related to warrants |
|
2,887 |
|
|
|
— |
|
Decrease in inventory |
|
271 |
|
|
|
107 |
|
Decrease (increase) in trade receivables |
|
55 |
|
|
|
(20 |
) |
Increase in other accounts receivable and prepaid expenses |
|
(12,859 |
) |
|
|
(137 |
) |
Increase (decrease) in deferred revenues |
|
943 |
|
|
|
(10 |
) |
Increase in trade payables |
|
3,782 |
|
|
|
368 |
|
Increase in other accounts payable and accrued expenses |
|
13,450 |
|
|
|
1,396 |
|
Net cash used in operating
activities |
|
(59,139 |
) |
|
|
(13,062 |
) |
|
|
|
|
Cash flows from investing
activities: |
|
|
|
|
|
|
|
Proceeds from (investments in)
bank deposits |
|
1,667 |
|
|
|
(1,667 |
) |
Purchase of property and
equipment |
|
(2,415 |
) |
|
|
(595 |
) |
Net cash used in investing
activities |
|
(748 |
) |
|
|
(2,262 |
) |
|
|
|
|
Cash flows from financing
activities: |
|
|
|
|
|
|
|
Proceeds from issuance of
Preferred shares, net |
|
— |
|
|
|
25,825 |
|
Proceeds from exercise of
warrants to preferred shares |
|
2,907 |
|
|
|
7,085 |
|
Proceeds from merger, net of
transaction costs |
|
287,579 |
|
|
|
— |
|
Proceeds from exercise of
options |
|
809 |
|
|
|
209 |
|
Net cash provided by financing
activities |
|
291,295 |
|
|
|
33,119 |
|
|
|
|
|
Increase in cash, cash
equivalents and restricted cash |
|
231,408 |
|
|
|
17,795 |
|
Cash, cash equivalents and
restricted cash at beginning of year |
|
45,507 |
|
|
|
27,712 |
|
Cash, cash equivalents
and restricted cash at end of period |
$ |
276,915 |
|
|
$ |
45,507 |
|
|
|
|
|
Reconciliation of GAAP Financial Metrics to
Non-GAAPU.S. dollars in thousands (except share
and per share data)(Unaudited)
Reconciliation of Net Loss to Adjusted
EBITDA
|
Three Months Ended |
|
Twelve months ended |
|
Dec 31,2021 |
|
Sep 30,2021 |
|
Dec 31,2020 |
|
Dec 31,2021 |
|
Dec 31,2020 |
Net Loss on a GAAP Basis |
$ |
(46,651 |
) |
|
$ |
(414,905 |
) |
|
$ |
(10,719 |
) |
|
$ |
(505,330 |
) |
|
$ |
(67,713 |
) |
Financial income, net |
|
(297 |
) |
|
|
(114 |
) |
|
|
(8 |
) |
|
|
(423 |
) |
|
|
(385 |
) |
Income tax expense |
|
1,223 |
|
|
|
13 |
|
|
|
— |
|
|
|
1,281 |
|
|
|
— |
|
Depreciation and amortization |
|
192 |
|
|
|
123 |
|
|
|
51 |
|
|
|
484 |
|
|
|
166 |
|
Inventory write-off |
|
251 |
|
|
|
— |
|
|
|
— |
|
|
|
251 |
|
|
|
— |
|
Loss (income) from warrant valuation |
|
6,239 |
|
|
|
(17,263 |
) |
|
|
— |
|
|
|
(11,024 |
) |
|
|
— |
|
Transaction costs related to warrants |
|
— |
|
|
|
2,887 |
|
|
|
— |
|
|
|
2,887 |
|
|
|
— |
|
Share-based compensation |
|
14,115 |
|
|
|
409,829 |
|
|
|
4,723 |
|
|
|
448,077 |
|
|
|
52,763 |
|
Adjusted
EBITDA(1) |
$ |
(24,928 |
) |
|
$ |
(19,430 |
) |
|
$ |
(5,953 |
) |
|
$ |
(63,797 |
) |
|
$ |
(15,169 |
) |
____________________________________________(1) Adjusted
EBITDA excludes adjustments for financial income, net, income tax
expense, depreciation, inventory write-off, loss (income) from
warrant valuation, transaction costs related to warrants, and
share-based compensation.
Reconciliation of GAAP research and
development expenses to Non-GAAP research and development expenses;
GAAP selling, general, and administrative expenses to Non-GAAP
selling, general, and administrative expenses; GAAP operating
expenses to Non-GAAP operating expenses; GAAP net loss to Non-GAAP
net loss, and GAAP net loss per Share, basic and diluted to
Non-GAAP net loss per Share, basic and diluted
|
Three Months Ended |
|
Twelve months ended |
|
Dec 31,2021 |
|
Sep 30,2021 |
|
Dec 31,2020 |
|
Dec 31,2021 |
|
Dec 31,2020 |
GAAP cost of sales expenses |
$ |
656 |
|
|
$ |
324 |
|
|
$ |
78 |
|
|
$ |
995 |
|
|
$ |
647 |
|
Inventory write-off |
|
(251 |
) |
|
|
— |
|
|
|
— |
|
|
|
(251 |
) |
|
|
— |
|
Share-based compensation |
|
(128 |
) |
|
|
(309 |
) |
|
|
— |
|
|
|
(437 |
) |
|
|
— |
|
Non-GAAP cost of sales
expenses |
|
277 |
|
|
|
15 |
|
|
|
78 |
|
|
|
307 |
|
|
|
647 |
|
|
|
|
|
|
|
|
|
|
|
GAAP research and
development expenses |
|
23,292 |
|
|
|
212,438 |
|
|
|
4,971 |
|
|
|
252,424 |
|
|
|
29,589 |
|
Share-based compensation (1) |
|
(5,559 |
) |
|
|
(200,194 |
) |
|
|
(1,845 |
) |
|
|
(208,935 |
) |
|
|
(21,419 |
) |
Non-GAAP research and
development expenses |
|
17,733 |
|
|
|
12,244 |
|
|
|
3,126 |
|
|
|
43,489 |
|
|
|
8,170 |
|
|
|
|
|
|
|
|
|
|
|
GAAP selling, general,
and administrative expenses |
|
15,538 |
|
|
|
219,507 |
|
|
|
5,730 |
|
|
|
262,083 |
|
|
|
38,250 |
|
Transaction costs related to warrants |
|
— |
|
|
|
(2,887 |
) |
|
|
— |
|
|
|
(2,887 |
) |
|
|
— |
|
Share-based compensation (1) (2) |
|
(8,428 |
) |
|
|
(209,326 |
) |
|
|
(2,878 |
) |
|
|
(238,705 |
) |
|
|
(31,344 |
) |
Non-GAAP selling,
general, and administrative expenses |
|
7,110 |
|
|
|
7,294 |
|
|
|
2,852 |
|
|
|
20,491 |
|
|
|
6,906 |
|
|
|
|
|
|
|
|
|
|
|
GAAP operating
expenses |
|
38,830 |
|
|
|
431,945 |
|
|
|
10,701 |
|
|
|
514,507 |
|
|
|
67,839 |
|
Transaction costs related to warrants |
|
— |
|
|
|
(2,887 |
) |
|
|
— |
|
|
|
(2,887 |
) |
|
|
— |
|
Share-based compensation (1) (2) |
|
(13,987 |
) |
|
|
(409,520 |
) |
|
|
(4,723 |
) |
|
|
(447,640 |
) |
|
|
(52,763 |
) |
Non-GAAP operating
expenses |
|
24,843 |
|
|
|
19,538 |
|
|
|
5,978 |
|
|
|
63,980 |
|
|
|
15,076 |
|
|
|
|
|
|
|
|
|
|
|
GAAP net
loss |
|
(46,651 |
) |
|
|
(414,905 |
) |
|
|
(10,719 |
) |
|
|
(505,330 |
) |
|
|
(67,713 |
) |
Transaction costs related to warrants |
|
— |
|
|
|
2,887 |
|
|
|
— |
|
|
|
2,887 |
|
|
|
— |
|
Loss (income) from warrant valuation (3) |
|
6,239 |
|
|
|
(17,263 |
) |
|
|
— |
|
|
|
(11,024 |
) |
|
|
— |
|
Share-based compensation |
|
14,115 |
|
|
|
409,829 |
|
|
|
4,723 |
|
|
|
448,077 |
|
|
|
52,763 |
|
Inventory write-off |
|
251 |
|
|
|
— |
|
|
|
— |
|
|
|
251 |
|
|
|
— |
|
Non-GAAP net
loss |
$ |
(26,046 |
) |
|
$ |
(19,452 |
) |
|
$ |
(5,996 |
) |
|
$ |
(65,139 |
) |
|
$ |
(14,950 |
) |
|
|
|
|
|
|
|
|
|
|
Non-GAAP basic and
diluted net loss per share |
$ |
(0.09 |
) |
|
$ |
(0.07 |
) |
|
$ |
(0.04 |
) |
|
$ |
(0.28 |
) |
|
$ |
(0.10 |
) |
Weighted average number of
ordinary shares and preferred shares used in computing basic and
diluted net loss per share |
|
284,294,928 |
|
|
|
264,141,657 |
|
|
|
166,465,604 |
|
|
|
235,612,764 |
|
|
|
155,930,380 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
____________________________________________1) As
disclosed in the Company’s 20-F form filed on July 28, 2021,
performance-based options were granted to founders prior to the
merger with 10X Capital and were vested at the time of closing. As
a result, the Company recorded non-cash share-based compensation
expenses in the amount of $194.2 million and $194.2 million in
research and development expenses and in selling, general and
administrative expenses, respectively for the third quarter of
2021. 2) In June and August 2021, the Company
issued ordinary shares to a strategic partner. For the second and
third quarter of 2021, the Company recorded non-cash share-based
compensation expenses in the amount of $15.9 million and $3.0
million in selling, general and administrative expenses,
respectively.3) In July 2021, the Company assumed
public and private warrants as part of its merger with 10X Capital.
For the fourth quarter of 2021, the change in fair value of the
warrants resulted in the Company recording non-cash expense of $6.2
million.
About REE Automotive
REE Automotive (NASDAQ: REE) is an automotive
technology leader creating the cornerstone for tomorrow’s
zero-emission vehicles. REE’s mission is to empower global mobility
companies to build any size or shape of electric or autonomous
vehicle – from class 1 through class 6 - for any application and
any target market. Our revolutionary, award-winning REEcorner
technology packs traditional vehicle drive components (steering,
braking, suspension, powertrain and control) into the arch of the
wheel, allowing for the industry’s flattest EV platform.
Unrestricted by legacy thinking, REE is a truly horizontal player,
with technology applicable to the widest range of target markets
and applications. Fully scalable and completely modular, REE offers
multiple customer benefits including complete vehicle design
freedom, more space and volume with the smallest footprint, lower
TCO, faster development times, ADAS compatibility, reduced
maintenance and global safety standard compliance.
Headquartered in Israel, with subsidiaries in
the USA, the UK, Germany, and Japan. REE has a unique CapEx-light
manufacturing model that leverages its Tier 1 partners’ existing
production lines. REE’s technology, together with their unique
value proposition and commitment to excellence, positions REE to
break new ground in e-Mobility. For more information visit
https://www.ree.auto.
Caution About Forward-Looking Statements
This communication includes forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. All statements, other than statements of
historical facts, may be forward-looking statements. Words such as
“may,” “will,” “should,” “likely,” “anticipates,” “expects,”
“intends,” “plan,” “projects,” “believes,” “views,” “estimates”,
“future”, “allow”, “aims”, “strives” “endeavors” and similar
expressions are used to identify these forward-looking statements.
These statements include, among other things, the Company’s
statements about the Company’s strategic and business plans,
relationships or outlook, the impact of trends on and interest in
its business, intellectual property or product and its future
results. These forward-looking statements are based on REE’s
expectations and beliefs concerning future events and involve risks
and uncertainties that may cause actual results to differ
materially from current expectations. These factors are difficult
to predict accurately and may be beyond REE’s control.
Forward-looking statements in this communication or elsewhere speak
only as of the date made and REE undertakes no obligation to update
its forward-looking statements, whether as a result of new
information, future developments or otherwise, should circumstances
change, except as otherwise required by securities and other
applicable laws. In light of these risks and uncertainties,
investors should keep in mind that results, events or developments
discussed in any forward-looking statement made in this
communication may not occur. Uncertainties and risk factors that
could affect REE’s future performance and cause results to differ
from the forward-looking statements in this release include, but
are not limited to: REE’s ability to commercialize its strategic
plan; REE’s ability to maintain and advance relationships with
current Tier 1 suppliers and strategic partners; development of
REE’s advanced prototypes into marketable products; REE’s ability
to grow and scale manufacturing capacity through relationships with
Tier 1 suppliers; REE’s estimates of unit sales, expenses and
profitability and underlying assumptions; REE’s reliance on its UK
Engineering Center of Excellence for the design, validation,
verification, testing and homologation of its products; REE’s
limited operating history; risks associated with REE’s commercial
production in 2023 and thereafter; REE’s dependence on potential
suppliers, some of which will be single or limited source;
development of the market for commercial EVs; intense competition
in the e-mobility space, including with competitors who have
significantly more resources; risks related to the fact that the
Company is incorporated in Israel and governed by Israeli law;
REE’s ability to make continued investments in its platform; the
impact of the ongoing COVID-19 pandemic and any other worldwide
health epidemics or outbreaks that may arise; the need to attract,
train and retain highly-skilled technical workforce; changes in
laws and regulations that impact REE; REE’s ability to enforce,
protect and maintain intellectual property rights; REE’s ability to
retain engineers and other highly qualified employees to further
its goals; and other risks and uncertainties set forth in the
sections entitled “Risk Factors” and “Cautionary Note Regarding
Forward-Looking Statements” in REE’s final prospectus relating to
its business combination filed with the U.S. Securities and
Exchange Commission (the “SEC”) on July 1, 2021 and in subsequent
filings with the SEC. While the list of factors discussed above and
the list of factors presented in the final prospectus are
considered representative, no such list should be considered to be
a complete statement of all potential risks and uncertainties.
Unlisted factors may present significant additional obstacles to
the realization of forward-looking statements.
A photo accompanying this announcement is available at
https://www.globenewswire.com/NewsRoom/AttachmentNg/4803d64a-77b6-41ea-a78c-36a62bd53556
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