- Produced a record 128 units during the quarter, up from 104 in
the prior quarter
- Sales of 31 zero-emission vehicles and powertrains were limited
by supplier quality issues for certain batteries, and demand
shifting to 2023 as a result of incentive timing
- New Class 4 platform built on GM chassis ready for volume
production in Q2 2023
- Received Buy America and Altoona testing certification
- New strategic focus on Class 4 and above takes advantage of the
convergence of new incentives with Lightning’s experience,
competitive advantage, and recent investments
Lightning eMotors, a leading provider of zero-emission
powertrains and medium-duty and specialty commercial electric
vehicles for fleets, today announced consolidated results for the
fourth quarter and full year ended December 31, 2022.
“Our record vehicle production in the fourth quarter capped a
year in which we dramatically grew our manufacturing capacity and
efficiency, managed through supply chain challenges, introduced new
vehicle platforms, and established associations with strong OEM
partners,” said Tim Reeser, CEO of Lightning eMotors. “For the year
we generated record revenue and made critical investments in key
electric vehicle and powertrain technologies. In the fourth quarter
our revenue was constrained due to a major supplier quality issue
with Romeo batteries. Although all of our new platforms use
Proterra or CATL batteries today, we had a significant number of
builds and shipments scheduled for Q4 2022 and Q1 2023 of a legacy
platform that still used Romeo batteries, and all of those
shipments had to be held back due to the Romeo quality issues. In
addition, we saw some of our demand push out to the second half of
this year as customers aligned their purchase timing with the new
EPA, FTA, and IRA incentive programs that were announced last
year.”
Reeser continued, “The dynamics of the commercial EV landscape
have changed over the course of the last six months. Specifically,
government policy and incentives are driving demand toward our
Class 4 (14,000 lbs. Gross Vehicle Weight Rated) school bus,
shuttle bus, and box truck vehicles. Since our inception, we have
offered the widest variety of vehicle weight classes and
applications of any EV OEM, but these new policy changes provide
clear guidance on where to focus our offerings. The Class 4 and
larger shuttle bus, school bus, and work truck vehicles have been
core to our portfolio from our inception, and we have invested
heavily in the last 3 years in these platforms and markets. We
believe we have a clear competitive advantage in these markets due
to the maturity of our products, relationships with customers,
dealers, and specialty vehicle partners, and our energy, service
and support infrastructure. Within these segments, we are
completing the transition from our early-generation Ford chassis
with Romeo batteries to a new, improved platform with a GM chassis
and Proterra batteries. In the future we expect our Class 4-6
offerings will also be built on our purpose-built Lightning
eChassis. These product and market transitions impacted our Q4
results and are expected to drag on the first half of 2023 revenue,
but we are excited that we have market-leading products ready to
go, in market segments that are hitting major inflection points in
2023, propelled by new incentives and the maturity of our product
offerings. We expect our new vehicle lineup to leverage our
competitive advantages and the high barriers to entry in the
commercial EV market to generate strong revenue growth in these
attractive market segments.”
Fourth Quarter 2022 Financial Results
Fourth quarter production was 128 units, up from 38 units in Q4
2021. Revenue was $4.3 million, compared to $4.2 million for the
prior-year quarter.
Fourth quarter net loss was $8.6 million, or $0.11 per share,
compared to net income of $22.2 million, or $0.28 per diluted
share, during the fourth quarter of last year.
Fourth quarter adjusted EBITDA loss was $19.9 million, compared
to a loss of $15.9 million during the same period in the prior
year. Fourth quarter adjusted net loss was $24.0 million, compared
to a loss of $20.0 million during the prior year quarter. Adjusted
EBITDA and adjusted net loss are non-GAAP measures. See explanatory
language and reconciliation to the GAAP measures below.
Full Year 2022 Financial Results
Full year 2022 production was 381 units, up from 156 units in
2021. Revenue was $24.4 million, up 16% from $21.0 million in
2021.
Guidance
Based on current demand and supply conditions, the Company
expects:
- 2023 revenue to be in the range of $35 million to $50
million
- 2023 vehicle and powertrain sales to be in the range of 300 to
400 units
- 2023 vehicle and powertrain production to be in the range of
400 to 450 units
Exchange Agreement
Additionally, on March 10, 2023, the Company entered into
privately negotiated exchange agreements with certain holders (the
“Noteholders”) of its unsecured 7.5% convertible senior notes due
in 2024 (the “Convertible Notes”) to exchange $10.5 million
aggregate principal amount of the Convertible Notes for
approximately 18.75 million newly issued shares of its common
stock.
The Company expects to complete the exchanges by March 15, 2023,
subject to customary closing conditions. After the closing, $59.9
million aggregate principal amount of the Convertible Notes will
remain outstanding.
Oppenheimer & Co. Inc. acted as exclusive financial advisor
to the Company in connection with the exchanges.
Tim Reeser, CEO of Lightning eMotors, stated, “We are pleased to
take another important step to strengthen our balance sheet by
reducing the total amount of our outstanding debt and continuing to
lower our interest expense.”
The exchanges are being made pursuant to an exemption from
registration provided in Section 4(a)(2) of the Securities Act of
1933, as amended.
This press release does not constitute an offer to sell or a
solicitation to buy any of the securities described herein, nor
shall there be any offer, solicitation, or sale of these securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful.
Webcast and Conference Call Information
Company management will host a conference call on Monday, March
13, 2023, at 8:30 a.m. Eastern Time, to discuss the Company's
financial results.
Interested investors and other parties can listen to a webcast
of the live conference call and access the Company’s fourth quarter
update presentation by logging onto the Investor Relations section
of the Company's website at ir.lightningemotors.com.
The conference call can be accessed live over the phone by
dialing (877) 407-6910 (domestic) or +1 (201) 689-8731
(international).
About Lightning eMotors
Lightning eMotors (NYSE: ZEV) has been providing specialized and
sustainable fleet solutions since 2009, deploying complete
zero-emission-vehicle solutions for commercial fleets since 2018 –
including Class 3 cargo and passenger vans, ambulances, Class 4 and
5 cargo vans and shuttle buses, Class 4 Type A school buses, Class
6 work trucks, Class 7 city buses, and motor coaches. The Lightning
eMotors team designs, engineers, customizes, and manufactures
zero-emission vehicles to support the wide array of fleet customer
needs with a full suite of control software, telematics, analytics,
and charging solutions to simplify the buying and ownership
experience and maximize uptime and energy efficiency. To learn
more, visit our website at lightningemotors.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of U.S. federal securities laws. Such forward-looking
statements include, but are not limited to, statements regarding
the financial statements of Lightning eMotors (including guidance),
its product and customer developments, its expectations, hopes,
beliefs, intentions, plans, prospects or strategies regarding the
future revenues and expenses, its expectations regarding the
availability and timing of components and supplies and the business
plans of Lightning eMotors’ management team. Any statements
contained herein that are not statements of historical fact may be
deemed to be forward-looking statements. In addition, any
statements that refer to projections, forecasts or other
characterizations of future events or circumstances, including any
underlying assumptions, are forward-looking statements. The words
“anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”
“intends,” “may,” “might,” “plan,” “possible,” “potential,”
“predict,” “project,” “should,” “would” and similar expressions may
identify forward-looking statements, but the absence of these words
does not mean that a statement is not forward-looking. The
forward-looking statements contained in this press release are
based on certain assumptions and analyses made by the management of
Lightning eMotors considering their respective experience and
perception of historical trends, current conditions and expected
future developments and their potential effects on Lightning
eMotors as well as other factors they believe are appropriate in
the circumstances. There can be no assurance that future
developments affecting Lightning eMotors will be those anticipated.
These forward-looking statements contained in this press release
are subject to known and unknown risks, uncertainties, assumptions
and other factors that may cause actual results or outcomes to be
materially different from any future results or outcomes expressed
or implied by the forward-looking statements. These risks,
uncertainties, assumptions and other factors, many of which are
described in our most recent annual report on Form 10-K and our
other filings with the U.S. Securities and Exchange Commission,
include, but are not limited to: (i) those related to our
operations and business and financial performance; (ii) our ability
to raise additional capital to fund operations and to service our
debt; (iii) our ability to have access to an adequate supply of
motors, batteries, chassis and other critical components for our
vehicles on the timeline we expect (iv) our ability to attract and
retain customers; (v) our ability to convert backlog amounts and
sales pipeline in actual revenue or sales; (vi) the success of our
customers' development programs which will drive future revenues;
(vii) our ability to execute on our business strategy; (viii) our
ability to compete effectively; (ix) our ability to manage growth,
scale up infrastructure and manage increased headcount; (x) our
ability to maintain the New York Stock Exchange’s listing
standards, (xi) potential business and supply chain disruptions,
including those related to physical security threats, information
technology or cyber-attacks, epidemics, pandemics, sanctions,
political unrest, war, terrorism or natural disasters; (xii)
macroeconomic factors, including current global and regional market
conditions, commodity prices, inflation and deflation; (xiii)
federal, state, and local laws, regulations and government
incentives, particularly those related to the commercial electric
vehicle market; (xiv) the volatility in the price of our securities
due to a variety of factors, including changes in the competitive
industries in which we operate, variations in operating performance
across competitors, changes in laws and regulations affecting our
business and changes in the capital structure; (xv) planned and
potential business or asset acquisitions or combinations; (xvi) the
size and growth of the markets in which we operate; (xvii) the mix
of products utilized by our customers and such customers’ needs for
these products and their ability to obtain financing; (xviii)
market acceptance of new product offerings; and (xix) our funding
and liquidity plans. Moreover, we operate in a competitive and
rapidly changing environment, and new risks may emerge from time to
time. You should not put undue reliance on any forward-looking
statements. Forward-looking statements should not be read as a
guarantee of future performance or results and will not necessarily
be accurate indications of the times at, or by, which such
performance or results will be achieved, if at all. Should one or
more of these risks or uncertainties materialize or should any of
the assumptions being made prove incorrect, actual results may vary
in material respects from those projected in these forward-looking
statements. We undertake no obligation to update or revise any
forward-looking statements, whether because of new information,
future events or otherwise, except as may be required under
applicable securities laws.
Lightning eMotors,
Inc.
Consolidated Balance
Sheets
(in thousands, except share
data)
December 31,
2022
December 31,
2021
Assets
Current assets
Cash and cash equivalents
$
56,011
$
168,538
Accounts receivable, net of allowance of
$2,028 and $3,349 as of December 31, 2022 and 2021,
respectively
9,899
9,172
Inventories
47,066
14,621
Prepaid expenses and other current
assets
9,401
7,067
Total current assets
122,377
199,398
Property and equipment, net
11,519
4,891
Operating lease right-of-use asset,
net
7,735
8,742
Other assets
1,928
379
Total assets
$
143,559
$
213,410
Liabilities and stockholders’
equity
Current liabilities
Accounts payable
$
7,961
$
6,021
Accrued expenses and other current
liabilities
6,270
5,045
Warrant liability
60
2,185
Current portion of operating lease
obligation
1,649
1,166
Total current liabilities
15,940
14,417
Long-term debt, net of debt discount
62,103
63,768
Operating lease obligation, net of current
portion
7,735
9,260
Derivative liability
78
17,418
Earnout liability
2,265
83,144
Other long-term liabilities
880
191
Total liabilities
89,001
188,198
Stockholders’ equity
Preferred stock, par value $0.0001,
1,000,000 shares authorized no shares issued and outstanding as of
December 31, 2022 and December 31, 2021
—
—
Common stock, par value $0.0001,
250,000,000 shares authorized as of December 31, 2022 and December
31, 2021; 89,843,138 and 75,062,642 shares issued and outstanding
as of December 31, 2022 and December 31, 2021, respectively
9
8
Additional paid-in capital
220,943
206,768
Accumulated deficit
(166,394
)
(181,564
)
Total stockholders’ equity
54,558
25,212
Total liabilities and stockholders’
equity
$
143,559
$
213,410
Lightning eMotors,
Inc.
Consolidated Statements of
Operations
(in thousands, except share and
per share data)
Three Months Ended December
31,
Year Ended December
31,
2022
2021
2022
2021
Revenues
$
4,334
$
4,221
$
24,413
$
20,992
Cost of revenues
9,060
6,901
36,251
26,293
Gross loss
(4,726
)
(2,680
)
(11,838
)
(5,301
)
Operating expenses
Research and development
4,434
875
9,614
3,089
Selling, general and administrative
12,587
13,606
51,642
42,851
Total operating expenses
17,021
14,481
61,256
45,940
Loss from operations
(21,747
)
(17,161
)
(73,094
)
(51,241
)
Other (income) expense, net
Interest expense, net
3,490
3,833
14,958
13,367
(Gain) loss from change in fair value of
warrant liabilities
(275
)
704
(2,125
)
28,812
(Gain) loss from change in fair value of
derivative liability
(932
)
(3,949
)
(17,302
)
5,341
(Gain) loss from change in fair value of
earnout liability
(12,522
)
(39,981
)
(80,879
)
4,183
Gain on extinguishment of debt
(2,921
)
—
(2,921
)
(2,194
)
Other (income) expense, net
(6
)
46
5
19
Total other (income) expense, net
(13,166
)
(39,347
)
(88,264
)
49,528
Net income (loss)
$
(8,581
)
$
22,186
$
15,170
$
(100,769
)
Net income (loss) per share, basic
$
(0.11
)
$
0.30
$
0.20
$
(1.67
)
Net income (loss) per share, diluted
$
(0.11
)
$
0.28
$
0.16
$
(1.67
)
Weighted-average shares outstanding,
basic
77,132,774
74,984,051
77,132,774
60,260,156
Weighted-average shares outstanding,
diluted
77,132,774
78,311,597
85,605,836
60,260,156
Lightning eMotors,
Inc.
Consolidated Statements of
Cash Flows
(in thousands)
Three Months Ended December
31,
Year Ended December
31,
2022
2021
2022
2021
Cash flows from operating
activities
Net income (loss)
$
(8,581
)
$
22,186
$
15,170
$
(100,769
)
Adjustments to reconcile net income (loss)
to net cash used in operating activities:
Depreciation and amortization
541
269
1,820
874
Provision for doubtful accounts
228
3,207
2,459
3,349
Inventory obsolescence and write-downs
3,864
917
5,019
917
Loss on disposal of fixed asset
—
48
58
39
Gain on extinguishment of debt
(2,921
)
—
(2,921
)
(2,194
)
Change in fair value of warrant
liability
(275
)
704
(2,125
)
28,812
Change in fair value of earnout
liability
(12,522
)
(39,981
)
(80,879
)
4,183
Change in fair value of derivative
liability
(932
)
(3,949
)
(17,302
)
5,341
Stock-based compensation
1,273
993
5,151
2,538
Amortization of debt discount
2,457
2,072
9,356
6,670
Non-cash impact of operating lease
right-of-use asset
311
(462
)
1,160
991
Issuance of common stock for commitment
shares
—
—
851
—
Issuance of common stock warrants for
services performed
—
—
—
433
Changes in operating assets and
liabilities:
Accounts receivable
197
(309
)
(4,596
)
(8,399
)
Inventories
(14,158
)
(4,777
)
(36,113
)
(9,795
)
Prepaid expenses and other assets
959
131
(3,167
)
(6,380
)
Accounts payable
(4,122
)
2,285
1,930
3,578
Accrued expenses and other liabilities
(3,856
)
(1,179
)
(394
)
4,005
Net cash used in operating activities
(37,537
)
(17,845
)
(104,523
)
(65,807
)
Cash flows from investing
activities
Purchase of property and equipment
(2,225
)
(924
)
(7,919
)
(3,244
)
Proceeds from disposal of property and
equipment
—
46
—
55
Net cash used in investing activities
(2,225
)
(878
)
(7,919
)
(3,189
)
Cash flows from financing
activities
Proceeds from convertible notes payable,
net of issuance costs paid
—
—
—
95,000
Proceeds from Business combination and
PIPE Financing, net of issuance costs paid
—
—
—
142,796
Proceeds from facility borrowings
—
—
—
7,000
Repayments of facility borrowings
—
—
—
(11,500
)
Proceeds from the exercise of Series C
redeemable convertible preferred warrants
—
—
—
3,100
Proceeds from exercise of common
warrants
—
—
—
157
Payments on finance lease obligations
(43
)
—
(121
)
(54
)
Proceeds from exercise of stock
options
22
23
151
575
Tax withholding payment related to net
settlement of equity awards
(1
)
—
(115
)
—
Net cash (used in) provided by financing
activities
(22
)
23
(85
)
237,074
Net (decrease) increase in cash
(39,784
)
(18,700
)
(112,527
)
168,078
Cash - Beginning of year
95,795
187,238
168,538
460
Cash - End of year
$
56,011
$
168,538
$
56,011
$
168,538
Supplemental cash flow information - Cash
paid for interest
$
3,414
$
3,686
$
6,950
$
6,245
Significant noncash
transactions
Earnout liability at inception
$
—
$
—
$
—
$
78,960
Warrant liability at inception
—
—
—
1,253
Derivative liability at inception
—
—
—
17,063
Conversion of short-term convertible notes
for common stock
—
—
—
9,679
Conversion of convertible notes for common
stock
8,138
—
8,138
10,089
Conversion of warrant liabilities for
common stock
—
—
—
37,580
Property and equipment included in
accounts payable and accruals
(240
)
—
639
—
Finance lease right-of-use asset in
exchange for a lease liability
—
208
786
208
Inventory repossessed for accounts
receivable
—
—
1,410
—
Non-GAAP Financial Measures
In addition to our results determined in accordance with GAAP,
we believe the following non-GAAP measures are useful in evaluating
our operational performance. We use the following non-GAAP
financial information among other operational metrics to evaluate
our ongoing operations and for internal planning and forecasting
purposes. We believe that non-GAAP financial information, when
taken collectively, may be helpful to investors in assessing our
operating performance. The presentation of non-GAAP financial
information should not be considered in isolation or as a
substitute for, or superior to, the financial information prepared
and presented in accordance with GAAP.
EBITDA and Adjusted EBITDA
EBITDA is defined as net income (loss) before depreciation and
amortization and interest expense. Adjusted EBITDA is defined as
net income (loss) before depreciation and amortization, interest
expense, stock-based compensation, gains or losses related to the
change in fair value of warrant, derivative and earnout share
liabilities and other non-recurring costs determined by management,
such as the commitment fee associated with our equity line of
credit agreement with Lincoln Park Capital, LLC (“ELOC Agreement”)
and Business Combination related expenses. EBITDA and adjusted
EBITDA are intended as supplemental measures of our performance
that are neither required by, nor presented in accordance with,
GAAP. We believe that using EBITDA and adjusted EBITDA provides an
additional tool for investors to use in evaluating ongoing
operating results and trends while comparing our financial measures
with those of comparable companies, which may present similar
non-GAAP financial measures to investors. However, you should be
aware that when evaluating EBITDA and adjusted EBITDA we may incur
future expenses similar to those excluded when calculating these
measures. In addition, our presentation of these measures should
not be construed as an inference that our future results will be
unaffected by unusual or non-recurring items. Our computation of
EBITDA and adjusted EBITDA may not be comparable to other similarly
titled measures computed by other companies, because all companies
may not calculate EBITDA and adjusted EBITDA in the same
fashion.
Because of these limitations, EBITDA and adjusted EBITDA should
not be considered in isolation or as a substitute for performance
measures calculated in accordance with GAAP. We compensate for
these limitations by relying primarily on our GAAP results and
using EBITDA and adjusted EBITDA on a supplemental basis. You
should review the reconciliation of net income (loss) to EBITDA and
adjusted EBITDA below and not rely on any single financial measure
to evaluate our business.
The following table reconciles net income (loss) to EBITDA and
adjusted EBITDA for the three and twelve months ended December 31,
2022 and 2021:
Three Months Ended December
31,
Year Ended December
31,
2022
2021
2022
2021
Net income (loss)
$
(8,581
)
$
22,186
$
15,170
$
(100,769
)
Adjustments:
Depreciation and Amortization
541
269
1,820
874
Interest expense, net
3,490
3,833
14,958
13,367
EBITDA
$
(4,550
)
$
26,288
$
31,948
$
(86,528
)
Stock-based compensation
1,273
993
5,151
2,538
(Gain) loss from change in fair value of
warrant liabilities
(275
)
704
(2,125
)
28,812
(Gain) loss from change in fair value of
derivative liability
(932
)
(3,949
)
(17,302
)
5,341
(Gain) loss from change in fair value of
earnout liability
(12,522
)
(39,981
)
(80,879
)
4,183
Gain on extinguishment of debt
(2,921
)
—
(2,921
)
(2,194
)
ELOC Agreement commitment fee
—
—
851
—
Business Combination expense
—
—
—
9,098
Adjusted EBITDA
$
(19,927
)
$
(15,945
)
$
(65,277
)
$
(38,750
)
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230313005270/en/
Investor Relations Contact: Brian Smith (800) 223-0740
ir@lightningemotors.com
Media Relations Contact: Nick Bettis (800) 223-0740
pressrelations@lightningemotors.com
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