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 first
quarter of 2022. 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.
“This quarter we made significant progress
towards establishing our production capabilities, commercializing
our products, and maturing our pipeline. The recently-announced
commencement of on-road testing in the U.S. of our new class 5
walk-in van highlights the progress of our partnership with EAVX.
We are excited for customers to experience first-hand the unique
benefits of the first X-By-Wire vehicle built with a best-in-class
Morgan Olson body and Powered by REE when we deliver full vehicle
prototypes this summer. As our business plan continues on track, we
are encouraged by customer feedback from those who have experienced
our P7 platform during on-track demonstrations in Israel and in the
UK. We feel very confident in our timelines. Accordingly, we are
building out our highly-automated production capabilities at our
Coventry, UK, integration center, which we expect to provide
initial capacity of 10,000 corner sets by the end of this year,”
said Daniel Barel, REE’s Co-Founder and Chief Executive
Officer.
Commercial Developments &
Outlook
Over the last year, REE has been expanding its
market footprint and building a partner ecosystem to enable and
accelerate adoption of the Company’s products. This includes
collaboration with partners to not only develop full vehicle
offerings, but also provide a comprehensive ecosystem of
capabilities and services, such as vehicle financing, charging
infrastructure, after sales & 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.
During the first quarter of 2022, REE made
significant progress on trials of its fully-flat, modular P7
platform and announced the opening of its Coventry, UK, integration
center, with highly-automated assembly cell testing underway to
support the start of serial production in 2023.
The Company also continues executing on its
commercial programs. For example, REE expects to deliver a joint
full vehicle prototype based on the P7 platform with EAVX, for
customer evaluation this summer, a key step towards firm orders and
public road testing. REE continues to progress on
homologation activities for the P-7 according to schedule at both
the component and system level. Full vehicle level validation and
homologation are currently scheduled to begin mid-year in
collaboration with our partners.
Progress on selected programs, collaborations,
and other R&D projects is provided below.
P7 Program
Fully flat from end-to-end, the P7 platform,
unveiled in January 2022, is intended to power class 3-5 vehicles
with payloads up to 8,800 pounds, range of up to 370 miles and
all-wheel steering and drive. It is designed to significantly
reduce development times of electric commercial models. The P7
platform allows for unique user benefits, efficiencies, and
flexibility enabled by REEcorners™ and their fully independent,
X-By-Wire control system and is suited for applications across
commercial trucks, school buses, walk-in-vans and recreational
vehicles.
REE displayed the P7 platform for first time in
the U.S. at NTEA’s Work Truck Week, where the Company showed the
REEcorner™ technology and platform to dozens of potential customers
across fleet owners, technology companies, OEMs, upfitters and auto
manufacturers. REE also hosted pipeline customers at its UK
Engineering Center of Excellence at MIRA Technology Park to review
REEcorner™ prototype builds, verification and validation
activities, and to experience the P7 platform on track. Positive
feedback has been received from pipeline customers, including two
global OEMs and three large fleets.
P7 prototype testing is underway, and we are
moving towards system and component level homologation.
Additionally, core control system software and functional
safety development, a key element for the development of
mission-specific variations enabled by REEcorners™, are progressing
according to plan.
EAVX
REE today announced a new walk-in van prototype,
first to incorporate EAVX’s new EV-specific body design powered by
REE’s modular P7 platform. Customer validation on U.S. private
roads is expected to take place this summer. The joint prototype is
the market’s first fully drive -by- wire commercial
vehicle.
Additional evaluations of the new electric
walk-in van prototype powered by REE’s X-By-Wire technology will
take place for several weeks in Michigan allowing pipeline
customers across retail, delivery and logistics segments to
experience the vehicle, discuss their unique requirements and
secure production capacity on the path for 2023
deliveries.
Hino FlatFormer
In early January 2022, REE and Hino Motors
(“Hino”), a subsidiary of Toyota Motor Corporation and a global
leader in heavy and medium duty trucks, jointly exhibited their
concept model EV platform, the FlatFormer, at the Consumer
Electronics Show (CES) in Las Vegas. The 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 designed to
carry a customized Mobility Service Module that can transport
passengers and goods and deliver services. The Mobility Service
Module can be designed to easily detach 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 task. REE and Hino anticipate that FlatFormer prototypes will
be produced this year.
Additional Initiatives
REE is continuing to advance additional
previously-announced ongoing programs and initiatives, including
those related to the development of autonomous vehicles.
Supply Chain & Operational
Developments
In the first quarter of 2022, REE established
strategic supplier agreements with Rockwell Automation and Expert
Technologies Group to support its manufacturing readiness ahead of
its anticipated 2023 commercial production. REE will adopt Rockwell
Automation’s Plex Manufacturing Execution System (MES) to support
the company’s highly digitalized manufacturing of REEcorners™ and
platforms. The five-year contract will launch at REE’s Coventry,
UK, integration center, with the cloud capabilities delivered by
MES serving as the digital backbone for REE’s global operations and
future assembly lines. The MES enables local capability to manage
customer-bespoke manufacturing operations, while also allowing REE
to quickly share and scale best practice globally across all
integration centers. REE has also nominated Expert Technologies
Group, a leading manufacturer of industrial automation systems,
automated assembly, special purpose machinery and single and
multi-robotic cells, including robotic assembly, for the
integration of its robotics and automated manufacturing
technologies.
REE expects its first highly-automated
integration center in Coventry, UK to be operational in the second
half of 2022, and remains on track to open its North American
integration center in Austin, Texas in 2023. REE recently
demonstrated robotic assembly for its automated manufacturing cell,
which will be replicated across 13 cells for a modular production
line that will be installed in the Coventry integration center this
year.
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 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.
View REE’s robotic assembly process.
Financial Highlights &
Outlook
- GAAP net loss
was $23.0 million in the first quarter of 2022 compared to $46.7
million in the fourth quarter of 2021 and $12.6 million in the
first quarter of 2021. The increase compared to the first quarter
of 2021 is attributed mainly to higher R&D, Sales and Marketing
expenses related to the progress in the Company’s programs towards
customer validation.
- Non-GAAP net
loss of $29.9 million in the first quarter of 2022 compared to
$26.0 million in the fourth quarter of 2021 and $8.5 million in the
first quarter of 2021. 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
March 31, 2022, the Company’s total liquidity amounted to
$239.0 million, comprised entirely of cash. The
Company is on track to invest approximately $30 million during 2022
primarily related to the establishment of initial production
capacity.
- The Company
reiterates its fiscal year guidance for 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 as well as
expenses related to the establishment of its initial production
capacity that are not capitalized. 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
REE will host a conference call at 8:30 a.m.
Eastern Time on Tuesday, May 17, 2022 to discuss results, recent
developments and the Company’s commercial roadmap. This press
release and the accompanying presentation materials will be
accessible prior to the conference call at
https://investors.ree.auto/.
Individuals wishing to participate in the
webcast can access the event on the REE’s website by visiting
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 First Quarter 2022
Earnings Conference Call or reference conference code 3444682.
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 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 for the three months ended March 31,
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 include
adjustments for stock-based compensation 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. 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 |
|
March 31,2022 |
|
December 31,2021 |
|
March 31,2021 |
Revenues |
$ |
— |
|
|
— |
|
|
$ |
6 |
|
Cost of sales |
|
538 |
|
|
656 |
|
|
|
11 |
|
Gross loss |
|
(538 |
) |
|
(656 |
) |
|
|
(5 |
) |
Operating expenses: |
|
|
|
|
|
Research and development expenses, net |
|
22,397 |
|
|
23,292 |
|
|
|
7,149 |
|
Selling, general and administrative expenses |
|
15,288 |
|
|
15,538 |
|
|
|
5,448 |
|
Total operating expenses |
|
37,685 |
|
|
38,830 |
|
|
|
12,597 |
|
Operating loss |
|
(38,223 |
) |
|
(39,486 |
) |
|
|
(12,602 |
) |
(Income) loss from warrants remeasurement |
|
(15,330 |
) |
|
6,239 |
|
|
|
— |
|
Financial income, net |
|
(472 |
) |
|
(297 |
) |
|
|
(4 |
) |
Net loss before income tax |
|
(22,421 |
) |
|
(45,428 |
) |
|
|
(12,598 |
) |
Income tax expense |
|
594 |
|
|
1,223 |
|
|
|
— |
|
Net loss |
$ |
(23,015 |
) |
|
(46,651 |
) |
|
$ |
(12,598 |
) |
Net comprehensive loss |
$ |
(23,015 |
) |
|
(46,651 |
) |
|
$ |
(12,598 |
) |
Basic and diluted net loss per Class A ordinary
share |
$ |
(0.08 |
) |
|
(0.16 |
) |
|
$ |
(0.07 |
) |
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of
ordinary shares and preferred shares used in computing basic and
diluted net loss per share (1) |
|
289,747,646 |
|
|
284,294,928 |
|
|
|
193,705,500 |
|
(1) Prior period results have been retroactively
adjusted to reflect the 1:26.7017 stock split and the changes in
par value from 0.01 NIS to no par value effected on July 22,
2021.
REE AUTOMOTIVE
LTD.CONDENSED CONSOLIDATED BALANCE
SHEETSU.S. dollars in thousands (except share and
per share data)
|
March 31,2022 |
|
December 31,2021 |
ASSETS |
(Unaudited) |
|
(Audited) |
|
|
|
|
CURRENT ASSETS: |
|
|
|
Cash and cash equivalents |
$ |
238,976 |
|
|
$ |
275,772 |
|
Restricted cash |
|
138 |
|
|
|
138 |
|
Other accounts receivable and prepaid expenses |
|
13,324 |
|
|
|
12,162 |
|
Total current assets |
|
252,438 |
|
|
|
288,072 |
|
|
|
|
|
NON-CURRENT ASSETS: |
|
|
|
Non-current restricted cash |
|
1,002 |
|
|
|
1,005 |
|
Other accounts receivable |
|
5,351 |
|
|
|
1,184 |
|
Operating lease right-of-use assets |
|
17,365 |
|
|
|
— |
|
Property and equipment, net |
|
3,772 |
|
|
|
2,675 |
|
Total non-current assets |
|
27,490 |
|
|
|
4,864 |
|
|
|
|
|
TOTAL ASSETS |
$ |
279,928 |
|
|
$ |
292,936 |
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
|
|
|
CURRENT LIABILITIES: |
|
|
|
Trade payables |
$ |
5,232 |
|
|
$ |
4,538 |
|
Other accounts payable and accrued expenses |
|
13,501 |
|
|
|
16,018 |
|
Operating lease liabilities |
|
2,526 |
|
|
|
— |
|
Total current liabilities |
|
21,259 |
|
|
|
20,556 |
|
|
|
|
|
NON-CURRENT LIABILITIES: |
|
|
|
Deferred revenues |
|
943 |
|
|
|
943 |
|
Warrants liability |
|
5,704 |
|
|
|
21,034 |
|
Operating lease liabilities |
|
14,526 |
|
|
|
— |
|
Total non-current liabilities |
|
21,173 |
|
|
|
21,977 |
|
|
|
|
|
TOTAL LIABILITIES |
|
42,432 |
|
|
|
42,533 |
|
|
|
|
|
SHAREHOLDERS’ EQUITY: |
|
|
|
Ordinary shares |
|
— |
|
|
|
— |
|
Additional paid-in capital |
|
875,019 |
|
|
|
864,911 |
|
Accumulated deficit |
|
(637,523 |
) |
|
|
(614,508 |
) |
Total shareholders’ equity |
|
237,496 |
|
|
|
250,403 |
|
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
$ |
279,928 |
|
|
$ |
292,936 |
|
REE AUTOMOTIVE
LTD.CONDENSED CONSOLIDATED STATEMENTS OF CASH
FLOWU.S. dollars in
thousands(Unaudited)
|
Three Months Ended March 31, |
|
2022 |
|
2021 |
Cash flows from operating activities: |
|
|
|
|
|
|
|
Net loss |
$ |
(23,015 |
) |
|
$ |
(12,598 |
) |
Adjustments to reconcile net loss to net cash used in operating
activities: |
|
|
|
Depreciation and amortization |
|
767 |
|
|
|
74 |
|
Share-based compensation |
|
8,475 |
|
|
|
4,106 |
|
Remeasurement of warrant liability |
|
(15,330 |
) |
|
|
— |
|
Decrease in inventory |
|
— |
|
|
|
4 |
|
Decrease in trade receivables |
|
— |
|
|
|
26 |
|
Increase in other accounts receivable and prepaid expenses |
|
(5,329 |
) |
|
|
(396 |
) |
Increase in operating lease right-of-use assets and liability |
|
(827 |
) |
|
|
— |
|
Increase in trade payables |
|
631 |
|
|
|
1,502 |
|
Increase (decrease) in other accounts payable and accrued
expenses |
|
(2,517 |
) |
|
|
973 |
|
Other |
|
3 |
|
|
|
92 |
|
Net cash used in operating activities |
|
(37,142 |
) |
|
|
(6,217 |
) |
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
Purchase of property and equipment |
|
(1,290 |
) |
|
|
(325 |
) |
Proceeds from bank deposits |
|
— |
|
|
|
1,667 |
|
Net cash provided by (used in) investing activities |
|
(1,290 |
) |
|
|
1,342 |
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
Proceeds from exercise of options |
|
1,633 |
|
|
|
— |
|
Proceeds from exercise of warrants to preferred shares |
|
— |
|
|
|
2,350 |
|
Transaction costs |
|
— |
|
|
|
(371 |
) |
Net cash provided by financing activities |
|
1,633 |
|
|
|
1,979 |
|
|
|
|
|
Decrease in cash, cash equivalents and restricted cash |
|
(36,799 |
) |
|
|
(2,896 |
) |
Cash, cash equivalents and restricted cash at beginning of
year |
|
276,915 |
|
|
|
45,507 |
|
Cash, cash equivalents and restricted cash at end of
period |
$ |
240,116 |
|
|
$ |
42,611 |
|
|
|
|
|
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 |
|
Mar 31,2022 |
|
Dec 31,2021 |
|
Mar 31,2021 |
Net Loss on a GAAP Basis |
(23,015 |
) |
|
(46,651 |
) |
|
$ |
(12,598 |
) |
Financial income, net (2) |
(472 |
) |
|
(297 |
) |
|
|
(4 |
) |
Income tax expense |
594 |
|
|
1,223 |
|
|
|
— |
|
Inventory write-off |
— |
|
|
251 |
|
|
|
— |
|
Depreciation and amortization (2) |
767 |
|
|
192 |
|
|
|
74 |
|
Loss (income) from warrant valuation |
(15,330 |
) |
|
6,239 |
|
|
|
— |
|
Share-based compensation |
8,475 |
|
|
14,115 |
|
|
|
4,106 |
|
Adjusted EBITDA(1)
(2) |
(28,981 |
) |
|
(24,928 |
) |
|
|
(8,422 |
) |
___________________________________________
(1) |
Adjusted EBITDA excludes adjustments for financial income, net,
income tax expense, depreciation and amortization, inventory
write-off, loss (income) from warrant valuation, and share-based
compensation. |
(2) |
Current period results include the impact from adoption of ASU
Topic 842 - Leases. |
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 |
|
Mar 31,2022 |
|
Dec 31,2021 |
|
Mar 31,2021 |
GAAP cost of sales expenses |
$ |
538 |
|
|
|
656 |
|
|
$ |
11 |
|
Inventory write-off |
|
— |
|
|
|
(251 |
) |
|
|
— |
|
Share-based compensation |
|
(70 |
) |
|
|
(128 |
) |
|
|
— |
|
Non-GAAP cost of sales
expenses |
|
468 |
|
|
|
277 |
|
|
|
11 |
|
|
|
|
|
|
|
GAAP research and
development expenses |
|
22,397 |
|
|
|
23,292 |
|
|
|
7,149 |
|
Share-based compensation |
|
(3,207 |
) |
|
|
(5,559 |
) |
|
|
(1,645 |
) |
Non-GAAP research and
development expenses |
|
19,190 |
|
|
|
17,733 |
|
|
|
5,504 |
|
|
|
|
|
|
|
GAAP selling, general,
and administrative expenses |
|
15,288 |
|
|
|
15,538 |
|
|
|
5,448 |
|
Share-based compensation |
|
(5,198 |
) |
|
|
(8,428 |
) |
|
|
(2,461 |
) |
Non-GAAP selling,
general, and administrative expenses |
|
10,090 |
|
|
|
7,110 |
|
|
|
2,987 |
|
|
|
|
|
|
|
GAAP operating
expenses |
|
37,685 |
|
|
|
38,830 |
|
|
|
12,597 |
|
Share-based compensation |
|
(8,405 |
) |
|
|
(13,987 |
) |
|
|
(4,106 |
) |
Non-GAAP operating
expenses |
|
29,280 |
|
|
|
24,843 |
|
|
|
8,491 |
|
|
|
|
|
|
|
GAAP net
loss |
|
(23,015 |
) |
|
|
(46,651 |
) |
|
|
(12,598 |
) |
Loss (income) from warrant valuation (1) |
|
(15,330 |
) |
|
|
6,239 |
|
|
|
— |
|
Share-based compensation |
|
8,475 |
|
|
|
14,115 |
|
|
|
4,106 |
|
Inventory write-off |
|
— |
|
|
|
251 |
|
|
|
— |
|
Non-GAAP net
loss |
$ |
(29,870 |
) |
|
$ |
(26,046 |
) |
|
$ |
(8,492 |
) |
|
|
|
|
|
|
Non-GAAP basic and
diluted net loss per share |
$ |
(0.10 |
) |
|
$ |
(0.09 |
) |
|
$ |
(0.04 |
) |
Weighted average number of
ordinary shares and preferred shares used in computing basic and
diluted net loss per share (2) |
|
289,747,646 |
|
|
|
284,294,928 |
|
|
|
193,705,500 |
|
____________________________________________
1) |
In July 2021, the Company assumed public and private warrants as
part of its merger with 10X Capital. For the first quarter of 2022,
the change in fair value of the warrants resulted in the Company
recording non-cash income of $15.3 million. |
2) |
Prior period results have been retroactively adjusted to reflect
the 1:26.7017 stock split and the changes in par value from 0.01
NIS to no par value effected on July 22, 2021. |
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 a smaller 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 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” 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 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 risk factors that could affect
REE’s future performance and could cause actual results to differ
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 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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