In the news release, Nuvve Provides First Quarter 2023 Financial
Update, issued 11-May-2023 by Nuvve
Holding Corp. over PR Newswire, we are advised by the company that
the first bullet of the First Quarter Highlights section and the
second sentence of the Management Discussion section have been
updated. The complete, corrected release follows:
Nuvve Provides First Quarter 2023 Financial Update
Investor Conference Call to be Held Today at
5:00 PM Eastern Time (2:00 PM PT)
SAN
DIEGO, May 11, 2023 /PRNewswire/ -- Nuvve Holding
Corp. (Nuvve) (Nasdaq: NVVE), a green energy technology
company that provides a globally-available, commercial
vehicle-to-grid (V2G) technology platform that enables electric
vehicle (EV) batteries to store and resell unused energy back to
the local electric grid and provides other grid services, today
provided a first quarter 2023 update.
First Quarter
Highlights
- Booked record high charger orders, including 24 units for
one of the largest school districts in the United States, and record high charger
deployments, all of which were incremental to anticipated orders
related to the EPA Clean School Bus Program
- Announced partnership with Circle K to provide grid services to
electric vehicle fast chargers at 50 of Circle K's service stations
and three to five stationary storage sites in Norway and Denmark
- Reduced cash operating costs in first quarter 2023 to
$7.2 million versus $8.2 million in first quarter 2022
- Megawatts under management increased 5% to 18.3 megawatts as of
March 31, 2023 compared to 17.4 on
December 31, 2022; backlog increased
to 4.2 million at March 31, 2023 from
$4.1 million on December 31, 2022
- Subsequent to quarter end, received another large DC charger
order from a fleet management company
- Cash and cash equivalents of $11.8
million as of March 31,
2023
Management Discussion
Gregory Poilasne, chief executive officer of Nuvve, said, "2023
is off to a solid start, and we are proud to have delivered record
orders and deliveries of our DC fast chargers in the first quarter.
Awards such as the 24 unit order for one of the US's largest
school districts in February, as well as another large order
received early in the second quarter from a fleet management
company, evidences our view that demand for V2G charging
infrastructure is growing. As customers look to
electrify their fleets, we are confident in our ability to continue
to stand out as having a unique, best-in-class solution. This
includes not only Nuvve's compelling and proven technology
offering, but also its people and processes, which enable us to
provide a turnkey solution and act as a trusted advisor in the
implementation of fleet electrification programs. Looking forward,
we believe our well-rounded expertise in V2G implementation is a
critical differentiator as electrification projects inevitably
become bigger in nature, including those that will be supported by
EPA funding in the 2023 round of the Clean School Bus Program. In
the near-term, we expect order and delivery activity to remain
elevated, as orders backed by EPA grant funding from the 2022
awards come in during the second quarter, and based on other
opportunities in our pipeline. At the same time, we remain
strategically focused on growing our megawatts under management
with charge point operators and in ways not reliant on new hardware
or infrastructure needs. We are making great progress implementing
our Circle K partnership in the Nordics, and we expect to begin
generating revenues from this partnership this year, and continue
to work on other opportunities to grow our grid service revenue
streams with new and existing partners across North America, Europe and Japan throughout the remainder of the
year."
2023 First Quarter Financial
Review
Total revenue was $1.9 million for
the three months ended March 31, 2023 compared to $2.4 million for the three months ended
March 31, 2022, a decrease of $0.5
million, or 21.8%. The decrease was primarily attributed to
a $0.5 million decrease in products
and services revenue due to the absence of school bus revenue
recorded in 2022, which did not recur in 2023, and a decrease in
grants of $0.04 million. Products and
services revenue for the three months ended March 31, 2023
consisted of sales DC and AC Chargers of about $1.42 million, grid services revenue of
$0.09 million, and engineering
services of $0.26 million.
Cost of products and services revenue for the three months ended
March 31, 2023 decreased by $0.68
million to $1.5 million, and
margin increased to 17.9% compared to 4.9% in the same prior year
period. Margin was mostly impacted by a higher mix of hardware
charging stations sales offset by a lower mix of engineering
services in the current quarter.
Selling, general and administrative expenses consist of selling,
marketing, advertising, payroll, administrative, legal, finance,
and professional expenses. Selling, general and administrative
expenses were $6.2 million for the
three months ended March 31, 2023, as
compared to $7.6 million for the three months ended
March 31, 2022, a decrease of $1.5
million, or 19.1%.
The decrease during the three months ended March 31, 2023
was primarily attributable to decreases in compensation expenses of
$0.2 million, including share-based
compensation, decreases in legal expenses of $0.1 million, decreases in professional fees
related to internal operational reviews of $1.2 million, decreases in insurance related
expenses of $0.2 million, partially
offset by increased rent expenses related to the main corporate
office and warehouse of $0.1 million,
and software subscription expenses of $0.1
million. Expenses resulting from the consolidation of Levo's
activities during the three months ended March 31, 2023,
contributed $0.7 million to the
decrease in selling, general and administrative expenses.
Research and development expenses was flat at $2.1 million for the three months ended
March 31, 2023 compared to the three months ended
March 31, 2022.
Other income (expense) consists primarily of interest expense,
change in fair value of warrants liability and derivative
liability, and other income (expense). Other income (expense)
decreased by $4.6 million from
$4.80 million of other income for the
three months ended March 31, 2022, to $0.2 million in other income for the three months
ended March 31, 2023. The decrease during the three months
ended March 31, 2023 was primarily attributable to the change
in fair value of the warrants liability and derivative liability,
partially offset by gains realized from the sale of our equity
investment in Switch EV Ltd.
In the three months ended March 31, 2023 and 2022, we
recorded no material income tax expenses. The income tax expenses
during the three months ended March 31, 2023 and 2022 were
minimal primarily due to operating losses that receive no tax
benefits as a result of a valuation allowance recorded for such
losses.
Net loss increased by $2.9
million, or 61.9%, from $4.7
million for the three months ended March 31, 2022, to
$7.7 million for the three months
ended March 31, 2023. The increase in net loss was primarily
due to a decrease in revenue of $0.5
million, a decrease in other income of $4.6 million, partially offset by a decrease in
operating expenses of $2.2 million,
for the aforementioned reasons.
Net Income (Loss) Attributable to Non-Controlling
Interest
Net income attributable to non-controlling interest was
$0.01 million for the three
months ended March 31, 2023 compared to Net loss attributable
to non-controlling interest of $0.10
million three months ended March 31, 2022.
Net income (loss) is allocated to non-controlling interests in
proportion to the relative ownership interests of the holders of
non-controlling interests in Levo, an entity formed by us with
Stonepeak and Evolve. We own 51% of Levo's common units and
Stonepeak and Evolve own 49% of Levo's common units. We have
determined that Levo is a variable interest entity ("VIE") in which
we are the primary beneficiary. Accordingly, we consolidated Levo
and recorded a non-controlling interest for the share of the Levo
owned by Stonepeak and Evolve during the three months ended
March 31, 2023.
Conference Call Details
The Company will hold a conference call to review its financial
results for the first quarter of 2023, along with other company
developments, at 5:00 PM Eastern
Time (2:00 PM PT) today,
Thursday, May 11, 2023.
To participate, please register for and listen via a live
webcast, which is available in the 'Events' section of Nuvve's
investor relations website at https://investors.nuvve.com/. In
addition, a replay of the call will be made available for future
access.
About Nuvve Holding Corp.
Nuvve Holding Corp. (Nasdaq: NVVE) has developed a proprietary
vehicle-to-grid (V2G) technology, including its Grid Integrated
Vehicle ("GIVe™") cloud-based software platform, that enables it to
link multiple electric vehicle ("EV") batteries into a virtual
power plant to provide bi-directional energy to the electrical grid
in a qualified and secure manner. Combining the world's most
advanced V2G technology and an ecosystem of electrification
partners, Nuvve dynamically manages power among electric vehicle
(EV) batteries and the grid to deliver new value to EV owners,
accelerate the adoption of EVs, and support the world's transition
to clean energy. With products designed to transform EVs into
mobile energy storage assets and networking battery capacity to
support shifting energy needs, Nuvve is working toward making the
grid more resilient, enhancing sustainable transportation, and
supporting energy equity in an electrified world. Since its
founding in 2010, Nuvve has successfully deployed V2G on five
continents and offers turnkey electrification solutions for fleets
of all types. Nuvve is headquartered in San Diego, California, and can be found online
at nuvve.com.
Nuvve and associated logos are among the trademarks of Nuvve
and/or its affiliates in the United
States, certain other countries and/or the EU. Any other
trademarks or trade names mentioned are the property of their
respective owners.
Forward Looking Statements
The information in this press release includes "forward-looking
statements" within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended. All statements, other than statements of
present or historical fact included in this press release,
regarding Nuvve and Nuvve's strategy, future operations, estimated
and projected financial performance, prospects, plans and
objectives are forward-looking statements. When used in this press
release, the words "could," "should," "will," "may," "believe,"
"anticipate," "intend," "estimate," "expect," "project," the
negative of such terms and other similar expressions are intended
to identify forward-looking statements, although not all
forward-looking statements contain such identifying words. These
forward-looking statements are based on management's current
expectations and assumptions about future events and are based on
currently available information as to the outcome and timing of
future events. Except as otherwise required by applicable law,
Nuvve disclaims any duty to update any forward-looking statements,
all of which are expressly qualified by the statements in this
section, to reflect events or circumstances after the date of this
press release. Nuvve cautions you that these forward-looking
statements are subject to numerous risks and uncertainties, most of
which are difficult to predict and many of which are beyond the
control of Nuvve. In addition, Nuvve cautions you that the
forward-looking statements contained in this press release are
subject to the following factors: (i) risks related to the rollout
of Nuvve's business and the timing of expected business milestones;
(ii) Nuvve's dependence on widespread acceptance and adoption of
electric vehicles and increased installation of charging stations;
(iii) Nuvve's ability to maintain effective internal controls over
financial reporting, including the remediation of identified
material weaknesses in internal control over financial reporting
relating to segregation of duties with respect to, and access
controls to, its financial record keeping system, and Nuvve's
accounting staffing levels; (iv) Nuvve's current dependence on
sales of charging stations for most of its revenues; (v) overall
demand for electric vehicle charging and the potential for reduced
demand if governmental rebates, tax credits and other financial
incentives are reduced, modified or eliminated or governmental
mandates to increase the use of electric vehicles or decrease the
use of vehicles powered by fossil fuels, either directly or
indirectly through mandated limits on carbon emissions, are
reduced, modified or eliminated; (vi) potential adverse effects on
Nuvve's backlog, revenue and gross margins if customers
increasingly claim clean energy credits and, as a result, they are
no longer available to be claimed by Nuvve; (vii) the effects of
competition on Nuvve's future business; (viii) risks related to
Nuvve's dependence on its intellectual property and the risk that
Nuvve's technology could have undetected defects or errors; (ix)
the risk that we conduct a portion of our operations through a
joint venture exposes us to risks and uncertainties, many of which
are outside of our control; (x) that our joint venture with Levo
Mobility LLC may fail to generate the expected financial results,
and the return may be insufficient to justify our investment of
effort and/or funds; (xi) changes in applicable laws or
regulations; (xii) risks related to disruption of management time
from ongoing business operations due to our joint ventures; (xiii)
risks relating to privacy and data protection laws, privacy or data
breaches, or the loss of data; (xiv) the possibility that Nuvve may
be adversely affected by other economic, business, and/or
competitive factors; (xv) risks related to the benefits expected
from the $1.2 trillion dollar
infrastructure bill passed by the U.S. House of Representatives
(H.R. 3684); (xvi) risks related to investment strategies and
third-party partnerships; (xvii) Nuvve's identification and
evaluation of business opportunities and its ability to capitalize
on such opportunities, capture market share, or to expand its
presence in certain markets; and (xviii) Nuvve's ability to
continue to grow its business, as well as other risks described in
this Annual Report on Form 10-K and other factors described from
time to time in our filings with the SEC. Should one or more of the
risks or uncertainties described in this press release materialize
or should underlying assumptions prove incorrect, actual results
and plans could differ materially from those expressed in any
forward-looking statements. Additional information concerning these
and other factors that may impact the operations and projections
discussed herein can be found in the Annual Report on Form 10-K
filed by Nuvve with the Securities and Exchange Commission (SEC) on
March 31, 2023, and in the other
reports that Nuvve has, and will file from time to time with the
SEC. Nuvve's SEC filings are available publicly on the SEC's
website at www.sec.gov.
Use of Projections
This press release contains projected financial information with
respect to Nuvve. Such projected financial information constitutes
forward-looking information, and is for illustrative purposes only
and should not be relied upon as necessarily being indicative of
future results. The assumptions and estimates underlying such
financial forecast information are inherently uncertain and are
subject to a wide variety of significant business, economic,
competitive and other risks and uncertainties. See "Forward-Looking
Statements" above. Actual results may differ materially from the
results contemplated by the financial forecast information
contained in this press release, and the inclusion of such
information in this press release should not be regarded as a
representation by any person that the results reflected in such
forecasts will be achieved.
Trademarks
This press release contains trademarks, service marks, trade
names and copyrights of Nuvve and other companies, which are the
property of their respective owners.
Nuvve Investor Contact
ICR Inc.
nuvve@icrinc.com
+1 (646) 200-8872
FINANCIAL TABLES FOLLOW
NUVVE HOLDING CORP.
AND SUBSIDIARIES
CONDENSED
CONSOLIDATED BALANCE SHEETS
(Unaudited)
|
|
|
March 31,
2023
|
|
December 31,
2022
|
Assets
|
|
|
|
Current
assets
|
|
|
|
Cash
|
$
11,846,458
|
|
$
15,753,896
|
Restricted
cash
|
480,000
|
|
480,000
|
Accounts receivable,
net
|
2,550,890
|
|
1,121,694
|
Inventories
|
10,032,242
|
|
11,551,831
|
Prepaid
expenses
|
1,328,189
|
|
1,487,582
|
Other current
assets
|
1,959,286
|
|
1,454,563
|
Total Current
Assets
|
28,197,065
|
|
31,849,566
|
Property and equipment,
net
|
607,504
|
|
636,944
|
Intangible assets,
net
|
1,306,781
|
|
1,341,640
|
Investment in equity
securities
|
670,951
|
|
1,670,951
|
Investment in
leases
|
95,250
|
|
97,054
|
Right-of-use operating
lease assets
|
5,192,320
|
|
5,305,881
|
Financing
receivables
|
288,872
|
|
288,872
|
Security deposit,
long-term
|
8,682
|
|
8,682
|
Total
Assets
|
$
36,367,425
|
|
$
41,199,590
|
|
|
|
|
Liabilities,
Mezzanine Equity and Stockholders' Equity
|
|
|
|
Current
Liabilities
|
|
|
|
Accounts
payable
|
$
2,363,548
|
|
$
2,390,422
|
Accrued
expenses
|
4,329,062
|
|
3,347,399
|
Deferred
revenue
|
1,183,092
|
|
1,221,497
|
Operating lease
liabilities - current
|
850,821
|
|
824,326
|
Other
liabilities
|
108,096
|
|
113,844
|
Total Current
Liabilities
|
8,834,619
|
|
7,897,488
|
|
|
|
|
Operating lease
liabilities - noncurrent
|
4,979,748
|
|
5,090,170
|
Warrants
liability
|
434,642
|
|
220,884
|
Derivative liability -
non-controlling redeemable preferred shares
|
436,065
|
|
359,225
|
Other long-term
liabilities
|
469,190
|
|
393,179
|
Total
Liabilities
|
15,154,264
|
|
13,960,946
|
|
|
|
|
Commitments and
Contingencies
|
|
|
|
Mezzanine
equity
|
|
|
|
Redeemable
non-controlling interests, preferred shares, zero par value,
1,000,000 shares authorized, 3,138
shares issued and outstanding at March 31, 2023 and
December 31, 2022; aggregate liquidation preference
of $3,533,898 and $3,464,606 at March 31, 2023 and
December 31, 2022, respectively
|
3,709,231
|
|
3,547,765
|
Class D Incentive
units, zero par value, 1,000,000 units authorized; 50,000 and
250,000 units issued and
outstanding at March 31, 2023 and December 31, 2022,
respectively
|
119,559
|
|
445,479
|
Stockholders'
Equity
|
|
|
|
Preferred stock,
$0.0001 par value, 1,000,000 shares authorized; zero shares
issued and outstanding at
March 31, 2023 and December 31, 2022,
respectively
|
—
|
|
—
|
Common stock, $0.0001
par value, 100,000,000 shares authorized; 24,984,404 and
24,272,150 shares issued
and outstanding at March 31, 2023 and December 31, 2022,
respectively
|
2,498
|
|
2,427
|
Additional paid-in
capital
|
146,094,334
|
|
144,073,505
|
Accumulated other
comprehensive income
|
85,116
|
|
76,182
|
Accumulated
deficit
|
(124,622,921)
|
|
(116,956,528)
|
Nuvve Holding Corp.
Stockholders' Equity
|
21,559,027
|
|
27,195,586
|
Non-controlling
interests
|
(4,174,656)
|
|
(3,950,186)
|
Total Stockholders'
Equity
|
17,384,371
|
|
23,245,400
|
Total Liabilities,
Mezzanine Equity and Stockholders' Equity
|
$
36,367,425
|
|
$
41,199,590
|
NUVVE
HOLDING CORP. AND SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
|
|
|
Three Months Ended
March 31,
|
|
2023
|
|
2022
|
Revenue
|
|
|
|
Products and
services
|
$
1,780,385
|
|
$
2,253,784
|
Grants
|
74,401
|
|
117,249
|
Total
revenue
|
1,854,786
|
|
2,371,033
|
Operating
expenses
|
|
|
|
Cost of product and
service revenue
|
1,460,904
|
|
2,142,312
|
Selling, general, and
administrative
|
6,172,024
|
|
7,625,550
|
Research and
development
|
2,100,088
|
|
2,135,575
|
Total operating
expenses
|
9,733,016
|
|
11,903,437
|
|
|
|
|
Operating
loss
|
(7,878,230)
|
|
(9,532,404)
|
Other income
(expense)
|
|
|
|
Interest
income
|
68,337
|
|
1,458
|
Change in fair value
of warrants liability
|
(213,758)
|
|
4,776,000
|
Change in fair value of
derivative liability
|
(76,840)
|
|
53,472
|
Other, net
|
440,386
|
|
(29,787)
|
Total other income,
net
|
218,125
|
|
4,801,143
|
Loss before
taxes
|
(7,660,105)
|
|
(4,731,261)
|
Income tax
expense
|
—
|
|
—
|
Net loss
|
$
(7,660,105)
|
|
$
(4,731,261)
|
Less: Net income (loss)
attributable to non-controlling interests
|
6,288
|
|
(100,933)
|
Net loss attributable
to Nuvve Holding Corp.
|
$
(7,666,393)
|
|
$
(4,630,328)
|
Less: Preferred
dividends on redeemable non-controlling interests
|
69,292
|
|
64,015
|
Less: Accretion on
redeemable non-controlling interests preferred shares
|
161,466
|
|
161,466
|
Net loss attributable
to Nuvve Holding Corp. common stockholders
|
$
(7,897,151)
|
|
$
(4,855,809)
|
|
|
|
|
Net loss per share
attributable to Nuvve Holding Corp. common stockholders, basic and
diluted
|
$
(0.32)
|
|
$
(0.26)
|
|
|
|
|
Weighted-average
shares used in computing net loss per share attributable to Nuvve
Holding
Corp. common stockholders, basic and diluted
|
24,596,181
|
|
18,864,374
|
NUVVE HOLDING
CORP AND SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(Unaudited)
|
|
|
Three Months Ended
March 31,
|
|
2023
|
|
2022
|
Net loss
|
$
(7,660,105)
|
|
$
(4,731,261)
|
Other comprehensive
(loss) income, net of taxes
|
|
|
|
Foreign currency
translation adjustments, net of taxes
|
$
8,934
|
|
$
(13,684)
|
Total Comprehensive
loss
|
$
(7,651,171)
|
|
$
(4,744,945)
|
Less: Comprehensive
income (loss) attributable to non-controlling interests
|
$
6,288
|
|
$
(100,933)
|
Comprehensive loss
attributable to Nuvve Holding Corp.
|
$
(7,657,459)
|
|
$
(4,644,012)
|
Less: Preferred
dividends on redeemable non-controlling interests
|
$
(69,292)
|
|
$
(64,015)
|
Less: Accretion on
redeemable non-controlling interests preferred shares
|
(161,466)
|
|
(161,466)
|
Comprehensive loss
attributable to Nuvve Holding Corp. common stockholders
|
$
(7,426,701)
|
|
$
(4,418,531)
|
NUVVE HOLDING CORP.
AND SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
|
Three Months Ended
March 31,
|
|
2023
|
|
2022
|
Operating
activities
|
|
|
|
Net loss
|
$
(7,660,105)
|
|
$
(4,731,261)
|
Adjustments to
reconcile to net loss to net cash used in operating
activities
|
|
|
|
Depreciation and
amortization
|
76,520
|
|
67,302
|
Stock-based
compensation
|
965,820
|
|
1,455,644
|
Change in fair value
of warrants liability
|
213,758
|
|
(4,776,000)
|
Change in fair value
of derivative liability
|
76,840
|
|
(53,472)
|
Gains from sale of
investments in equity securities
|
(325,155)
|
|
—
|
Noncash lease
expense
|
115,576
|
|
178,849
|
Change in operating
assets and liabilities
|
|
|
|
Accounts
receivable
|
(1,427,503)
|
|
454,849
|
Inventory
|
1,519,589
|
|
1,789,982
|
Prepaid expenses and
other assets
|
(342,511)
|
|
(915,356)
|
Accounts
payable
|
(28,178)
|
|
(2,521,672)
|
Accrued
expenses
|
1,021,709
|
|
624,722
|
Deferred
revenue
|
(38,062)
|
|
(23,476)
|
Net cash used in
operating activities
|
(5,831,702)
|
|
(8,449,889)
|
Investing
activities
|
|
|
|
Purchase of property
and equipment
|
(11,125)
|
|
(250,861)
|
Proceeds from sale of
investments in equity securities
|
1,325,155
|
|
—
|
Net cash provided
(used) in investing activities
|
1,314,030
|
|
(250,861)
|
Financing
activities
|
|
|
|
Proceeds from Direct
Offering of common stock, net of offering costs
|
470,000
|
|
—
|
Proceeds from common
stock offering, net of offering costs
|
136,717
|
|
—
|
Payment of finance
lease obligations
|
(1,896)
|
|
(2,073)
|
Net cash provided
(used) in financing activities
|
604,821
|
|
(2,073)
|
Effect of exchange rate
on cash
|
5,413
|
|
146,949
|
Net decrease in cash
and restricted cash
|
(3,907,438)
|
|
(8,555,874)
|
Cash and restricted
cash at beginning of year
|
16,233,896
|
|
32,740,520
|
Cash and restricted
cash at end of period
|
$
12,326,458
|
|
$
24,184,646
|
|
|
|
|
|
|
|
|
NUVVE HOLDING CORP.
AND SUBSIDIARIES
|
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
|
(Unaudited)
|
|
|
|
|
|
Three Months Ended
March 31,
|
|
2023
|
|
2022
|
Supplemental
Disclosure of Noncash Financing Activity
|
|
|
|
Transfer of inventory
to property and equipment
|
$
—
|
|
$
87,095
|
View original content to download
multimedia:https://www.prnewswire.com/news-releases/nuvve-provides-first-quarter-2023-financial-update-301822604.html
SOURCE Nuvve Holding Corp.