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 third
quarter of 2022.
“Over the last several months, multiple large fleets as well as
delivery, logistics and e-commerce companies have been actively
evaluating both Proxima Powered by REE and our P7-B box truck. We
are pleased to announce our first orders for test fleets for both
Proxima Powered by REE as well as the P7-B from some of the largest
fleets in the US. These orders are the fruits of the successful
demonstration events held in the past few months in the US and
Europe and are the first in a series we expect to announce in the
coming months as discussions continue with multiple prospective
customers,” said Daniel Barel, REE’s Co-Founder and Chief Executive
Officer. “Importantly, we remain disciplined both operationally and
financially. We believe that we are well-positioned in the last-
and mid-mile delivery market utilizing distinct go-to-market
channels as we expect to see continued high demand for electric
vehicles Powered by REE.”
Commercial Developments &
OutlookAs is customary in the commercial vehicle segment,
REE is offering Powered by REE vehicles directly to potential fleet
customers in three distinctive EV product offerings ranging from a
full cab-chassis based on our P7-B box truck, through a stripped
chassis and a full vehicle via partnerships with body upfitters
such as Proxima Powered by REE. REE believes pursuing multiple
go-to-market paths significantly accelerates the adoption of EVs by
commercial fleet owners and operators. The Company’s approach is a
strong competitive differentiator allowing it to address a larger
market and bring superior commercial EV solutions with a capex
light manufacturing approach.
P7 Platform
We believe the P7 is the world’s first fully
by-wire electric platform for commercial trucks and vans. The P7,
which was unveiled less than a year ago, is fully flat from
end-to-end and powers class 3-5 vehicles with payloads up to 8,000
pounds, range of up to 200 miles (322 km) and all-wheel steer and
drive. The P7 platform allows for unique user benefits,
efficiencies, and flexibility enabled by REEcorners™ and their
fully independent, x-by-wire control system. The P7 is suited for
applications across commercial trucks, walk-in-vans, recreational
vehicles and school buses. REEcornerTM technology further allows
for significantly reduced development times of electric commercial
vehicle models.
Proxima Powered by REE
Together with EAVX, a subsidiary of JB
Poindexter & Co and Morgan Olson, REE debuted and conducted
evaluations by prospective customers of Proxima Powered by REE, a
fully electric class 5 walk-in step van. The vehicle highlights the
benefits of the newly designed EAVX, and Morgan Olson body paired
with REE’s fully flat, modular P7 chassis and x-by-wire technology.
Recent successful demonstration events held in the past few months
in the US generated strong interest, which has been converted into
orders for Proxima Powered by REE from several leading US fleets.
REE is in ongoing discussions with additional prospective customers
and expects to announce more orders for multiple test fleets in the
coming months. REE has commenced assembly of its production intent
P7 chassis upon which, together with EAVX, it intends to deliver
Proxima Powered by REE test fleets as a fully homologated vehicle
for use on public roads in the US.
P7-B class 3 box truck for mid- and last-mile
delivery applications
Leveraging its P7 platform, in the third quarter
of 2022, REE debuted the P7-B, a new class 3 box truck built on
REE’s cab chassis targeting important and growing mid- and
last-mile delivery use cases. The medium duty box truck offers
increased interior space for cargo and passengers and a low step-in
height while targeting a maximum speed of 75 mph (120 km/h),
maximum range of 150 miles (241 km), up to 4,400 lbs. (2,000 kg)
payload, and vehicle weight ratings (GVWR) of up to 14,000 lbs.
(6,350 kg). The configuration can be modified to suit specific
customer needs. The full x-by-wire architecture supports all-wheel
steer and drive, adaptive regenerative breaking, creep control,
hill start assist, and torque vectoring as standard as well as
over-the-air updates.
Subsequent to the end of the quarter, REE
entered into agreements to provide P7-B test vehicles to multiple
large fleet operators in the United States and the automotive and
commercial truck retailer referenced above. Pursuant to one of
these agreements, the fleet operator will introduce P7-B electric
box trucks to its large US based fleet for use by its customers,
many of which are Fortune 500 companies. REE is conducting
additional customer evaluations of the P7-B for prospective
delivery, logistics and e-commerce companies in the US and
Europe.
Operational Developments
The Company finalized the build out of its first engineering and
integration center in the third quarter of 2022, located in the UK.
All major equipment is in place, and the Company will have expected
production capacity of 10,000 vehicles annually established by the
end of 2022. REE is undertaking various activities as it rapidly
advances to commercial production. The Company is actively running
its test fleet through complete vehicle-level testing and is also
building winter test vehicles for testing in early 2023 in Sweden.
These production-intent vehicles are being produced at REE’s highly
automated integration center and will be the first vehicles
produced on REE’s modular production line comprised of 13 highly
automated manufacturing cells.
REE is on track to commence scale production in the second half
of 2023.
Financial Highlights &
Outlook
- GAAP net loss was $33.5 million in the third quarter of 2022
compared to $25.2 million in the second quarter of 2022 and $414.9
million in the third quarter of 2021. The increase in GAAP net loss
compared to the second quarter of 2022 is mainly driven by lower
income from remeasurement of warrants and increased operating
expenses, including transaction costs. The decrease in GAAP net
loss from the third quarter 2021 is mainly attributed to lower
share-based compensation expense.
- Non-GAAP net loss of $27.3 million in the third quarter of 2022
compared to $21.3 million in the second quarter of 2022 and $19.5
million in the third quarter of 2021. The increase in non-GAAP net
loss versus the second quarter of 2022 is mainly attributed to
increased operating expenses, including transaction costs.. The
year-over-year increase in non-GAAP net loss is primarily related
to higher operating expenses related to the Company’s execution of
its business plan, including ramping up its capabilities and market
penetration towards commercial production in 2023.
- The Company reiterates its 2022 full-year year guidance for
non-GAAP operating expenses of between $100 and $120 million and
expenses and investments related to the establishment of the
Company’s initial production capacity of approximately $30
million.
- As of September 30, 2022, the Company had $185.1 million
of liquidity, comprised of cash and short term investments, and no
debt. The Company anticipates it has sufficient liquidity to
achieve initial production of its P7 platform and continue to
advance other commercial activities set forth above.
- During the third quarter, the Company’s shelf registration
statement became effective. This will allow REE to issue, at its
discretion, from time to time in one or more offerings to the
public, up to a maximum aggregate offering price of $200 million of
REE’s Class A ordinary shares, debt securities, rights, warrants
and/or units. REE has allocated $75 million of the shelf
registration to the sale of REE’s Class A ordinary shares in an
at-the-market program (the “ATM Facility”). REE did not issue
shares and has no current plans to issue shares under the ATM
facility.
- During the third quarter, the Company completed its previously
announced exchange offer related to its public and private
placement warrants to purchase Class A ordinary shares of the
Company. As a result, the company issued 3,062,450 Class A ordinary
shares in exchange for all outstanding public and private placement
warrants in order to simplify the Company’s capital structure and
reduce the potential future dilutive impact of the warrants thereby
providing the Company with more flexibility for financing its
operations in the future.
Webcast and Conference Call
Information
REE will host a conference call at 8:30 a.m. Eastern Time on
Wednesday, November 16, 2022,to review the Company’s results,
discuss recent events and conduct a question-and-answer session.
This press release and the accompanying presentation materials will
be accessible prior to the conference call at
https://investors.ree.auto/.
The live webcast of the conference call can be accessed on the
Investors section of the Company’s website at
investors.ree.auto.
The conference call will be accessible domestically or
internationally, by preregistering in the link provided at
investors.ree.auto. Upon registering, each participant will be
provided with a Participant Dial-in Number, and a unique Personal
PIN.
The call will be recorded, and a replay will be
available 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 or elsewhere in its earnings materials 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 cost of sales, 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.
Reconciliations of these non-GAAP financial measures to the most
directly comparable GAAP measures are included in the financial
tables that follow.
The Company provides a reconciliation of
non-GAAP operating expenses and Non-GAAP net loss for the three and
nine months ended September 30, 2022 below, however, the Company
does not provide guidance on GAAP operating expenses and is unable
to provide a reconciliation for its non-GAAP operating expenses
guidance range without unreasonable efforts due to high variability
and complexity with respect to estimating certain forward-looking
amounts. These reconciliations include adjustment for stock-based
compensation and other adjustments that are excluded from the
calculation of GAAP operating expenses.
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. 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 |
Kamal Hamid |
Jessica Dingley |
VP Investor Relations | REE
Automotive |
Global Communications
Director |
+1 303-670-7756 |
44 (0)78545 45705 |
investors@ree.auto |
media@ree.auto |
About REE Automotive
REE Automotive (Nasdaq: REE) is an automotive
technology company that allows companies to build any size or shape
of electric vehicle on their modular platforms. With design
freedom, vehicles Powered by REE are equipped with the REEcornerTM,
which packs critical vehicle components (steering, braking,
suspension, powertrain and control) into a single compact module
positioned between the chassis and the wheel, enabling REE to build
the industry’s flattest EV platforms with more room for passengers,
cargo and batteries. REE platforms are designed to be proofed,
autonomous capable, offer a low total cost of ownership, and reduce
the time to market for fleets looking to electrify. To learn more
visit www.ree.auto.
REE AUTOMOTIVE LTD.CONDENSED
CONSOLIDATED STATEMENT OF OPERATIONSU.S. dollars
in thousands (except share and per share
data)(Unaudited)
|
Three Months Ended |
|
Nine Months Ended |
|
September 30,2022 |
|
Jun 30,2022 |
|
September 30,2021 |
|
September 30,2022 |
|
September 30,2021 |
Revenues |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
6 |
|
Cost of sales |
— |
|
|
9 |
|
|
324 |
|
|
547 |
|
|
339 |
|
Gross
loss |
— |
|
|
(9 |
) |
|
(324 |
) |
|
(547 |
) |
|
(333 |
) |
Operating expenses: |
|
|
|
|
|
|
|
|
|
Research and development expenses, net |
20,879 |
|
|
18,080 |
|
|
212,438 |
|
|
59,802 |
|
|
229,132 |
|
Selling, general and administrative expenses |
13,194 |
|
|
11,330 |
|
|
219,507 |
|
|
39,812 |
|
|
246,545 |
|
Total operating expenses |
34,073 |
|
|
29,410 |
|
|
431,945 |
|
|
99,614 |
|
|
475,677 |
|
Operating
loss |
(34,073 |
) |
|
(29,419 |
) |
|
(432,269 |
) |
|
(100,161 |
) |
|
(476,010 |
) |
Income from warrants remeasurement |
(182 |
) |
|
(2,417 |
) |
|
(17,263 |
) |
|
(17,929 |
) |
|
(17,263 |
) |
Financial income, net |
(893 |
) |
|
(2,373 |
) |
|
(114 |
) |
|
(3,738 |
) |
|
(126 |
) |
Net loss before income
tax |
(32,998 |
) |
|
(24,629 |
) |
|
(414,892 |
) |
|
(78,494 |
) |
|
(458,621 |
) |
Income tax expense |
454 |
|
|
619 |
|
|
13 |
|
|
1,667 |
|
|
58 |
|
Net loss |
(33,452 |
) |
|
(25,248 |
) |
|
(414,905 |
) |
|
(80,161 |
) |
|
(458,679 |
) |
Net comprehensive
loss |
(33,452 |
) |
|
(25,248 |
) |
|
(414,905 |
) |
|
(80,161 |
) |
|
(458,679 |
) |
Basic and diluted net
loss per Class A ordinary share |
(0.11 |
) |
|
(0.09 |
) |
|
(1.57 |
) |
|
(0.27 |
) |
|
(2.09 |
) |
Weighted average number of ordinary shares and preferred shares
used in computing basic and diluted net loss per share |
294,191,361 |
|
|
292,189,047 |
|
|
264,141,657 |
|
|
292,058,962 |
|
|
219,207,053 |
|
REE AUTOMOTIVE LTD.CONDENSED
CONSOLIDATED BALANCE SHEETSU.S. dollars in
thousands (except share and per share data)
|
September 30,2022 |
|
December 31,2021 |
ASSETS |
(Unaudited) |
|
(Audited) |
|
|
|
|
CURRENT ASSETS: |
|
|
|
Cash and cash equivalents |
$ |
67,648 |
|
|
$ |
275,772 |
|
Restricted cash |
|
11 |
|
|
|
138 |
|
Short-term investments |
|
117,500 |
|
|
|
— |
|
Other accounts receivable and prepaid expenses |
|
10,338 |
|
|
|
12,162 |
|
Total current assets |
|
195,497 |
|
|
|
288,072 |
|
|
|
|
|
NON-CURRENT ASSETS: |
|
|
|
Long-term restricted cash |
|
987 |
|
|
|
1,005 |
|
Other accounts receivable |
|
5,617 |
|
|
|
1,184 |
|
Operating lease right-of-use assets |
|
26,423 |
|
|
|
— |
|
Property and equipment, net |
|
13,238 |
|
|
|
2,675 |
|
Total non-current assets |
|
46,265 |
|
|
|
4,864 |
|
|
|
|
|
TOTAL
ASSETS |
$ |
241,762 |
|
|
$ |
292,936 |
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’
EQUITY |
|
|
|
|
|
|
|
CURRENT LIABILITIES: |
|
|
|
Trade payables |
$ |
4,180 |
|
|
$ |
4,538 |
|
Other accounts payable and accrued expenses |
|
19,078 |
|
|
|
16,018 |
|
Operating lease liabilities |
|
1,858 |
|
|
|
— |
|
Total current liabilities |
|
25,116 |
|
|
|
20,556 |
|
|
|
|
|
NON-CURRENT LIABILITIES: |
|
|
|
Deferred revenues |
|
943 |
|
|
|
943 |
|
Warrants liability |
|
— |
|
|
|
21,034 |
|
Operating lease liabilities |
|
18,791 |
|
|
|
— |
|
Total non-current
liabilities |
|
19,734 |
|
|
|
21,977 |
|
|
|
|
|
TOTAL
LIABILITIES |
|
44,850 |
|
|
|
42,533 |
|
|
|
|
|
SHAREHOLDERS’ EQUITY: |
|
|
|
Ordinary shares |
|
— |
|
|
|
— |
|
Additional paid-in capital |
|
891,581 |
|
|
|
864,911 |
|
Accumulated deficit |
|
(694,669 |
) |
|
|
(614,508 |
) |
Total shareholders’
equity |
|
196,912 |
|
|
|
250,403 |
|
TOTAL LIABILITIES AND
SHAREHOLDERS’ EQUITY |
$ |
241,762 |
|
|
$ |
292,936 |
|
REE AUTOMOTIVE LTD.CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWU.S. dollars
in thousands(Unaudited)
|
Nine Months EndedSept 30, |
|
|
2022 |
|
|
|
2021 |
|
Cash flows from operating
activities: |
|
|
|
|
|
|
|
Net loss |
$ |
(80,161 |
) |
|
$ |
(458,679 |
) |
Adjustments to reconcile net
loss to net cash used in operating activities: |
|
|
|
Depreciation, amortization, and accretion |
|
2,824 |
|
|
|
292 |
|
Share-based compensation |
|
21,172 |
|
|
|
433,962 |
|
Remeasurement of warrant liability |
|
(17,929 |
) |
|
|
(17,263 |
) |
Transaction costs related to warrant exchange |
|
2,789 |
|
|
|
— |
|
Transaction costs related to warrants |
|
— |
|
|
|
2,887 |
|
Increase in accrued interest on short term investments |
|
(371 |
) |
|
|
— |
|
Decrease in inventory |
|
— |
|
|
|
18 |
|
Decrease in trade receivables |
|
— |
|
|
|
54 |
|
Increase in other accounts receivable and prepaid expenses |
|
(4,779 |
) |
|
|
(10,124 |
) |
Increase in operating lease right-of-use assets and liability,
net |
|
(7,934 |
) |
|
|
— |
|
Increase in deferred revenues |
|
— |
|
|
|
578 |
|
Increase (decrease) in trade payables |
|
(782 |
) |
|
|
2,635 |
|
Increase in other accounts payable and accrued expenses |
|
345 |
|
|
|
4,879 |
|
Other |
|
9 |
|
|
|
92 |
|
Net cash used in operating
activities |
|
(84,817 |
) |
|
|
(40,669 |
) |
|
|
|
|
Cash flows from investing
activities: |
|
|
|
|
|
|
|
Purchase of property and
equipment |
|
(9,021 |
) |
|
|
(1,428 |
) |
Purchase of short-term
investments |
|
(128,026 |
) |
|
|
— |
|
Proceeds from short-term
investments |
|
11,250 |
|
|
|
— |
|
Proceeds from bank
deposits |
|
— |
|
|
|
1,667 |
|
Net cash provided by (used in)
investing activities |
|
(125,797 |
) |
|
|
239 |
|
|
|
|
|
Cash flows from financing
activities: |
|
|
|
|
|
|
|
Proceeds from exercise of
options |
|
2,393 |
|
|
|
— |
|
Exercise of warrants |
|
1 |
|
|
|
— |
|
Proceeds from exercise of
warrants to preferred shares |
|
— |
|
|
|
2,907 |
|
Proceeds from merger, net of
transaction costs |
|
— |
|
|
|
287,579 |
|
Payments of transaction costs
for warrant exchange |
|
(49 |
) |
|
|
— |
|
Net cash provided by financing
activities |
|
2,345 |
|
|
|
290,486 |
|
|
|
|
|
Decrease in cash, cash
equivalents and restricted cash |
|
(208,269 |
) |
|
|
250,056 |
|
Cash, cash equivalents and
restricted cash at beginning of year |
|
276,915 |
|
|
|
45,507 |
|
Cash, cash equivalents
and restricted cash at end of period |
$ |
68,646 |
|
|
$ |
295,563 |
|
|
|
|
|
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 |
|
Nine Months Ended |
|
Sep 30,2022 |
|
Jun 30,2022 |
|
Sep 30,2021 |
|
Sep 30,2022 |
|
Sep 30,2021 |
Net Loss on a GAAP Basis |
(33,452 |
) |
|
(25,248 |
) |
|
(414,905 |
) |
|
(80,161 |
) |
|
(458,679 |
) |
Financial income, net |
(893 |
) |
|
(2,373 |
) |
|
(114 |
) |
|
(3,738 |
) |
|
(126 |
) |
Income tax expense |
454 |
|
|
619 |
|
|
13 |
|
|
1,667 |
|
|
58 |
|
Loss (income) from warrant valuation |
(182 |
) |
|
(2,417 |
) |
|
(17,263 |
) |
|
(17,929 |
) |
|
(17,263 |
) |
Transaction costs related to warrants |
— |
|
|
— |
|
|
2,887 |
|
|
— |
|
|
2,887 |
|
Depreciation, amortization, and accretion |
964 |
|
|
1,093 |
|
|
123 |
|
|
2,824 |
|
|
292 |
|
Share-based compensation |
6,363 |
|
|
6,334 |
|
|
409,829 |
|
|
21,172 |
|
|
433,962 |
|
Adjusted
EBITDA(1) |
(26,746 |
) |
|
(21,992 |
) |
|
(19,430 |
) |
|
(76,165 |
) |
|
(38,869 |
) |
___________________________________________(1) Adjusted
EBITDA excludes adjustments for financial income, net, income tax
expense, loss (income) from warrant valuation, transaction costs
related to warrants, depreciation and amortization, and share-based
compensation.Reconciliation of GAAP cost of goods sold to
Non-GAAP cost of goods sold; 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 |
|
Nine Months Ended |
|
Sep 30,2022 |
|
Jun 30,2022 |
|
Sep 30,2021 |
|
Sep 30,2022 |
|
Sep 30,2021 |
GAAP cost of sales expenses |
— |
|
|
9 |
|
|
324 |
|
|
547 |
|
|
339 |
|
Share-based compensation |
— |
|
|
(2 |
) |
|
(309 |
) |
|
(72 |
) |
|
(309 |
) |
Non-GAAP cost of sales
expenses |
— |
|
|
7 |
|
|
15 |
|
|
475 |
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
GAAP research and
development expenses |
20,879 |
|
|
18,080 |
|
|
212,438 |
|
|
59,802 |
|
|
229,132 |
|
Share-based compensation |
(3,664 |
) |
|
(3,390 |
) |
|
(200,194 |
) |
|
(10,261 |
) |
|
(203,376 |
) |
Non-GAAP research and
development expenses |
17,215 |
|
|
14,690 |
|
|
12,244 |
|
|
49,541 |
|
|
25,756 |
|
|
|
|
|
|
|
|
|
|
|
GAAP selling, general,
and administrative expenses |
13,194 |
|
|
11,330 |
|
|
219,507 |
|
|
39,812 |
|
|
246,545 |
|
Transaction costs related to warrants |
— |
|
|
— |
|
|
(2,887 |
) |
|
— |
|
|
(2,887 |
) |
Share-based compensation |
(2,699 |
) |
|
(2,942 |
) |
|
(209,326 |
) |
|
(10,839 |
) |
|
(230,277 |
) |
Non-GAAP selling,
general, and administrative expenses |
10,495 |
|
|
8,388 |
|
|
7,294 |
|
|
28,973 |
|
|
13,381 |
|
|
|
|
|
|
|
|
|
|
|
GAAP operating
expenses |
34,073 |
|
|
29,410 |
|
|
431,945 |
|
|
99,614 |
|
|
475,677 |
|
Transaction costs related to warrants |
— |
|
|
— |
|
|
(2,887 |
) |
|
— |
|
|
(2,887 |
) |
Share-based compensation |
(6,363 |
) |
|
(6,332 |
) |
|
(409,520 |
) |
|
(21,100 |
) |
|
(433,653 |
) |
Non-GAAP operating
expenses |
27,710 |
|
|
23,078 |
|
|
19,538 |
|
|
78,514 |
|
|
39,137 |
|
|
|
|
|
|
|
|
|
|
|
GAAP net
loss |
(33,452 |
) |
|
(25,248 |
) |
|
(414,905 |
) |
|
(80,161 |
) |
|
(458,679 |
) |
Loss (income) from warrant valuation(1) |
(182 |
) |
|
(2,417 |
) |
|
(17,263 |
) |
|
(17,929 |
) |
|
(17,263 |
) |
Transaction costs related to warrants |
— |
|
|
— |
|
|
2,887 |
|
|
— |
|
|
2,887 |
|
Share-based compensation |
6,363 |
|
|
6,334 |
|
|
409,829 |
|
|
21,172 |
|
|
433,962 |
|
Non-GAAP net
loss |
(27,271 |
) |
|
(21,331 |
) |
|
(19,452 |
) |
|
(76,918 |
) |
|
(39,093 |
) |
|
|
|
|
|
|
|
|
|
|
Weighted average number of
ordinary shares and preferred shares used in computing basic and
diluted net loss per share(2) |
294,191,361 |
|
|
292,189,047 |
|
|
264,141,657 |
|
|
292,058,962 |
|
|
219,207,053 |
|
Non-GAAP basic and
diluted net loss per share |
(0.09 |
) |
|
(0.07 |
) |
|
(0.07 |
) |
|
(0.26 |
) |
|
(0.18 |
) |
____________________________________________1) In
July 2021, the Company assumed public and private warrants as part
of its merger with 10X Capital. ”Loss (income) from warrant
valuation” represents the change in fair value of the warrants.
Caution About Forward-Looking Statements
This communication includes certain
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements include, but are not limited to, statements regarding
REE or its management team’s expectations, hopes, beliefs,
intentions or strategies regarding the future. 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
“aim” “anticipate,” “appear,” “approximate,” “believe,” “continue,”
“could,” “estimate,” “expect,” “foresee,” “intends,” “may,”
“might,” “plan,” “possible,” “potential,” “predict,” “project,”
“seek,” “should,” “would,” “outlook” and similar expressions (or
the negative version of such words or expressions) may identify
forward-looking statements, but the absence of these words does not
mean that a statement is not forward-looking. All statements, other
than statements of historical facts, may be forward-looking
statements. Forward-looking statements in this communication may
include, among other things, statements about REE’s strategic and
business plans, technology, relationships, objectives and
expectations for our business, the impact of trends on and interest
in our business, intellectual property or product and its financial
outlook and future results, operations and financial performance
and condition
These forward-looking statements are based on
information available as of the date of this communication and
current expectations, forecasts, and assumptions. Although REE
believes that the expectations reflected in forward-looking
statements are reasonable, such statements involve unknown number
of risks, uncertainties, judgments, and other factors that may
cause our actual results, performance or achievements to be
materially different from any future results, performance or
achievements expressed or implied by forward-looking statements.
These factors are difficult to predict accurately and may be beyond
REE’s control. Forward-looking statements in this communication
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 risks that could affect REE’s
future performance and could cause actual results to differ from
those projected in forward-looking statements 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, including its ability
to complete testing and subsequently produce and market the Proxima
Powered by REE and the REE P7-B; 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 plans for REE’s initial commercial
production; 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 REE 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; and adverse global conditions, including macroeconomic
and geopolitical uncertainty; 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 Annual Report on Form 20-F filed with the U.S. Securities
and Exchange Commission (the “SEC”) on March 28, 2022 and in
subsequent filings with the SEC.
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