Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): February 27, 2024

Solid Power, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware		001-40284		86-1888095
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

486 S. Pierce Avenue, Suite E

Louisville, Colorado

80027

(Address of principal executive offices)

(Zip code)

(303) 219-0720

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol(s)

Name of each exchange

on which registered

Common stock, par value $0.0001 per share

SLDP

The Nasdaq Stock Market LLC

Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50

SLDPW

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02

Results of Operations and Financial Condition.

On February 27, 2024, Solid Power, Inc. (the “Company,” “Solid Power,” “we,” or “our”) issued a press release announcing its financial and operational results for the fourth quarter and full year ended December 31, 2023. A copy of the press release is furnished with this report as Exhibit 99.1.

Such exhibit and the information set forth therein will not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor will it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Forward Looking Statements

All statements other than statements of present or historical fact contained herein or in Exhibit 99.1 to this Current Report on Form 8-K are “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act, including Solid Power’s or its management team’s expectations, objectives, beliefs, intentions or strategies regarding the future. When used herein, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “plan,” “outlook,” “seek,” 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 statements include our financial guidance for 2024, future financial performance and our strategy, expansion plans, market opportunity, future operations, future operating results, estimated revenues, losses, projected costs, prospects, and plans and objectives of management. 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, Solid Power 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 hereof. Readers are cautioned not to put undue reliance on forward-looking statements and Solid Power 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 Solid Power, including the following factors: (i) risks relating to the uncertainty of the success of our research and development efforts, including our ability to achieve the technological objectives or results that our partners require, and our ability to commercialize our technology in advance of competing technologies; (ii) rollout of our business plan and the timing of expected business milestones; (iii) risks relating to the non-exclusive nature of our original equipment manufacturer and other partner relationships and our ability to manage these business relationships; (iv) our ability to negotiate and execute commercial agreements with our partners on commercially reasonable terms; (v) our ability to protect and maintain our intellectual property, including in jurisdictions outside of the United States; (vi) broad market adoption of battery electric vehicles and other technologies where we are able to deploy our technology, if developed successfully; (vii) our success attracting and retaining our executive officers, key employees, and other qualified personnel; (viii) changes in applicable laws or regulations; (ix) risks relating to our information technology infrastructure and data security breaches; (x) risks relating to our status as a research and development stage company with a history of financial losses with an expectation of incurring significant expenses and continuing losses for the foreseeable future; (xi) our ability to secure government contracts and grants and the availability of government subsidies and economic incentives; (xii) delays in the construction and operation of additional facilities; and (xiii) risks relating to other economic, business, or competitive factors in the United States and other jurisdictions, including supply chain interruptions and changes in market conditions, and our ability to manage these risks and uncertainties. Additional information concerning these and other factors that may impact the operations and projections discussed herein or in Exhibit 99.1 to this Current Report on Form 8-K can be found in the “Risk Factors” sections of Solid Power’s Annual Report on Form 10-K for the year ended December 31, 2023 and other documents filed by Solid Power from time to time with the Securities and Exchange Commission (the “SEC”), all of which are available on the SEC’s website at www.sec.gov. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Solid Power gives no assurance that it will achieve its expectations.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits.

See the Exhibit index below, which is incorporated herein by reference.

Exhibit No.		Description

99.1		Solid Power, Inc. Press Release, dated February 27, 2024
104		Cover Page Interactive Data File (embedded within the XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Dated: February 27, 2024

SOLID POWER, INC.

By:	/s/ James Liebscher
	Name:	James Liebscher
	Title:	Chief Legal Officer and Secretary

Exhibit 99.1

SOLID POWER FULL YEAR 2023 RESULTS REFLECT STRONG EXECUTION

Business, operational, and financial update call scheduled for 4:30 p.m. ET today

LOUISVILLE, Colo., February 27, 2024 – Solid Power, Inc. (Nasdaq: SLDP), a leading developer of solid-state battery technology, today announced its operational and financial results for the full year 2023 and provided its outlook and objectives for 2024.

Recent Business Highlights

Achieved electrolyte production capability of 1.1 metric tons per month.

Ongoing electrolyte sampling program yielding positive momentum.

Deepened relationship with SK On through three new agreements.

Announced $50 million share repurchase authorization.

“Solid Power delivered on several key strategic milestones in 2023, which strengthened our operational, technological, and competitive positioning,” said John Van Scoter, President and Chief Executive Officer of Solid Power. “On the electrolyte side, over multiple campaigns we demonstrated our ability to produce electrolyte at a rate of 1.1 metric tons per month – encouraging progress less than a year after initially commissioning the line. We continue to sample electrolyte to potential customers and are seeing growing interest in our product.”

“On the cell side, our team successfully delivered A-1 Sample cells in October, formally entering the automotive qualification process after overcoming yield and supply chain challenges early in the year. As we shift our focus to A-2 Sample cells, we are continuing to advance our cell development with a goal of consistently producing safer and higher performing cells,” Van Scoter continued.

“As we enter 2024, Solid Power continues to operate with competitive urgency, and has seen early wins with our SK On agreements and increased presence in Korea,” said Van Scoter. “We are committed to solid execution to strengthen our leadership position in battery technology and deliver long-term shareholder value.”

2023 Financial Highlights

Revenue in 2023 was $17.4 million, an increase of $5.6 million compared to 2022, driven by continued execution under the company’s joint development agreements.

As expected, operating expenses were higher in 2023 compared to 2022 because of increased investments in product development and the scaling of operations. In 2023, operating loss was $90.6 million and net loss was $65.5 million, or $0.37 per share.

Balance Sheet and Liquidity

Solid Power remains in a strong liquidity position. Total liquidity as of December 31, 2023, was $415.6 million, as shown below.

($ in thousands)	December 31, 2023		December 31, 2022
Cash and cash equivalents	$	34,537	$	50,123
Marketable securities		141,505		272,957
Long-term investments		239,566		172,974
Total liquidity	$	415,608	$	496,054

Total short-term liabilities	$	15,879	$	20,733

The company’s cash, cash equivalents and investments are held at leading global banks and are invested in grade A corporate and government securities with an average maturity of 15 months.

2023 capital expenditures totaled $34.5 million, primarily representing investments in the company’s new electrolyte production facility.

2024 Outlook

Solid Power is committed to delivering on the following key objectives for 2024:

	·	Expand electrolyte capabilities and available market through increased production and a robust sampling program.
	·	Advance cell designs to A-2 Sample specifications.
	·	Execute on key milestones and commitments to our joint development partners.
	·	Strengthen Korea presence and immerse Solid Power into Korea battery ecosystem.

The company expects 2024 cash used in operations to be in the range of $60 million to $70 million and capital expenditures to be in the range of $40 million to $50 million. Included in these ranges is approximately $35 million in operational and capital investments the company deferred from 2023. Total 2024 cash investment is expected to be in the range of $100 million to $120 million.

Revenue for 2024 is expected to be in the range of $20 million to $25 million.

Webcast and Conference Call

Solid Power will host a conference call at 2:30 p.m. MT (4:30 p.m. ET) today, February 27, 2024. Participating on the call will be John Van Scoter, President and Chief Executive Officer, and Kevin Paprzycki, Chief Financial Officer.

Interested investors and other parties can listen to a webcast of the live conference call through Solid Power’s Investor Relations website at ir.solidpowerbattery.com.

The conference call can also be accessed live over the phone by dialing +1-844-826-3035 (domestic) or +1-412-317-5195 (international).

A recording of the conference call will be available approximately three hours after the completion of the call at ir.solidpowerbattery.com or by dialing +1-844-512-2921 (domestic), or +1-412-317-6671 (international). The pin number for the replay is 10185422. The replay will be available until 9:59 p.m. MT (11:59 p.m. ET) on March 12, 2024.

About Solid Power, Inc.

Solid Power is developing solid-state battery technology to enable the next generation of batteries for the fast-growing EV and other markets. Solid Power’s core technology is its electrolyte material, which Solid Power believes can enable extended driving range, longer battery life, improved safety, and lower cost compared to traditional lithium-ion. Solid Power’s business model – selling its electrolyte to cell manufacturers and licensing its cell designs and manufacturing processes – distinguishes the company from many of its competitors who plan to be commercial battery manufacturers. Ultimately, Solid Power endeavors to be a leading producer and distributor of sulfide-based solid electrolyte material for powering both EVs and other applications. For more information, visit http://www.solidpowerbattery.com/.

Forward-Looking Statements

All statements other than statements of present or historical fact contained herein are “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, including Solid Power’s or its management team’s expectations, objectives, beliefs, intentions or strategies regarding the future. When used herein, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” “plan,” “outlook,” “seek,” 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 statements include our financial guidance for 2024, future financial performance and our strategy, expansion plans, market opportunity, future operations, future operating results, estimated revenues, losses, projected costs, prospects, and plans and objectives of management. 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, Solid Power 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 hereof. Readers are cautioned not to put undue reliance on forward-looking statements and Solid Power 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 Solid Power, including the following factors: (i) risks relating to the uncertainty of the success of our research and development efforts, including our ability to achieve the technological objectives or results that our partners require, and our ability to commercialize our technology in advance of competing technologies; (ii) rollout of our business plan and the timing of expected business milestones; (iii) risks relating to the non-exclusive nature of our original equipment manufacturer and other partner relationships and our ability to manage these business relationships; (iv) our ability to negotiate and execute commercial agreements with our partners on commercially reasonable terms; (v) our ability to protect and maintain our intellectual property, including in jurisdictions outside of the United States; (vi) broad market adoption of battery electric vehicles and other technologies where we are able to deploy our technology, if developed successfully; (vii) our success attracting and retaining our executive officers, key employees, and other qualified personnel; (viii) changes in applicable laws or regulations; (ix) risks relating to our information technology infrastructure and data security breaches; (x) risks relating to our status as a research and development stage company with a history of financial losses with an expectation of incurring significant expenses and continuing losses for the foreseeable future; (xi) our ability to secure government contracts and grants and the availability of government subsidies and economic incentives; (xii) delays in the construction and operation of additional facilities; and (xiii) risks relating to other economic, business, or competitive factors in the United States and other jurisdictions, including supply chain interruptions and changes in market conditions, and our ability to manage these risks and uncertainties. Additional information concerning these and other factors that may impact the operations and projections discussed herein can be found in the “Risk Factors” sections of Solid Power’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “Form 10-K”), and other documents filed by Solid Power from time to time with the Securities and Exchange Commission (the “SEC”), all of which are available, or will be, in the case of the Form 10-K, on the SEC’s website at www.sec.gov. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Solid Power gives no assurance that it will achieve its expectations.

Contact Information

Kevin Paprzycki

Chief Financial Officer

1 (800) 799-7380

investors@solidpowerbattery.com

Website: www.solidpowerbattery.com

Source: Solid Power, Inc.

Solid Power, Inc.

Consolidated Balance Sheets

(in thousands, except par value and number of shares)

	December 31,
	2023			2022
Assets
Current Assets
Cash and cash equivalents	$	34,537		$	50,123
Marketable securities		141,505			272,957
Contract receivables		1,553			1,521
Contract receivables from related parties		—			319
Prepaid expenses and other current assets		5,523			2,888
Total current assets		183,118			327,808
Property, Plant and Equipment, net		99,156			82,761
Right-Of-Use Operating Lease Assets, net		7,154			7,725
Right-Of-Use Finance Lease Assets, net		1,088			922
Other Assets		1,060			1,148
Long-term Investments		239,566			172,974
Intangible Assets, net		1,650			1,108
Total assets	$	532,792		$	594,446
Liabilities and Stockholders’ Equity
Current Liabilities
Accounts payable and other accrued liabilities		6,455			11,326
Current portion of long-term debt		—			7
Deferred revenue		1			50
Deferred revenue from related parties		828			4,000
Accrued compensation		7,590			4,528
Operating lease liabilities, short-term		626			549
Finance lease liabilities, short-term		379			273
Total current liabilities		15,879			20,733
Warrant Liabilities		4,227			9,117
Operating Lease Liabilities, Long-Term		7,996			8,622
Finance Lease Liabilities, Long-Term		552			602
Other Long-Term Liabilities		803			—
Total liabilities		29,457			39,074
Stockholders’ Equity
Common Stock, $0.0001 par value; 2,000,000,000 shares authorized; 179,010,884 and 176,007,184 shares issued and outstanding as of December 31, 2023 and December 31, 2022, respectively		18			18
Additional paid-in capital		588,515			577,603
Accumulated deficit		(84,639	)		(19,090	)
Accumulated other comprehensive loss		(559	)		(3,159	)
Total stockholders’ equity		503,335			555,372
Total liabilities and stockholders’ equity	$	532,792		$	594,446

Solid Power, Inc.

Consolidated Statements of Operations (Unaudited)

(in thousands, except number of shares and per share amounts)

	For the Years Ended December 31,
	2023			2022
Revenue	$	17,410		$	11,789
Operating Expenses
Direct costs		27,731			9,592
Research and development		54,749			38,592
Selling, general and administrative		25,550			22,724
Total operating expenses		108,030			70,908
Operating Loss		(90,620	)		(59,119	)
Nonoperating Income and Expense
Interest income		20,265			8,476
Change in fair value of warrant liabilities		4,890			40,903
Interest expense		(84	)		(42	)
Total nonoperating income and expense		25,071			49,337
Pretax Loss		(65,549	)		(9,782	)
Income tax benefit		—			(227	)
Net Loss	$	(65,549	)	$	(9,555	)
Basic and diluted loss per share	$	(0.37	)	$	(0.05	)
Weighted average shares outstanding – basic and diluted		178,006,919			174,374,386

Solid Power, Inc.

Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

	For the Years Ended December 31,
	2023			2022
Cash Flows from Operating Activities
Net loss	$	(65,549	)	$	(9,555	)
Adjustments to reconcile net loss to net cash and cash equivalents from operating activities:
Depreciation and amortization		11,962			5,176
Amortization of right-of-use assets		768			745
Loss on sale of property, plant, and equipment		—			11
Stock-based compensation expense		10,370			8,672
Deferred taxes		—			(227	)
Change in fair value of warrant liabilities		(4,890	)		(40,903	)
Accretion of discounts on other long-term liabilities		174			—

Amortization of premiums and accretion of discounts on marketable securities Change in operating assets and liabilities that provided (used) cash and cash equivalents:		(10,975	)		(3,118	)
Contract receivables		(31	)		(692	)
Contract receivables from related parties		319			(319	)
Prepaid expenses and other assets		(1,510	)		2,687
Accounts payable and other accrued liabilities		1,814			(1,108	)
Deferred revenue		(50	)		(450	)
Deferred revenue from related parties		(3,172	)		4,000
Accrued compensation		3,058			1,658
Operating and finance lease liabilities, short-term		(549	)		(401	)
Net cash and cash equivalents used in operating activities		(58,261	)		(33,824	)
Cash Flows from Investing Activities
Purchases of property, plant and equipment		(34,512	)		(58,296	)
Purchases of marketable securities and long-term investments		(327,591	)		(561,565	)
Proceeds from sales of marketable securities		405,161			190,374
Purchases of intangible assets		(556	)		(498	)
Net cash and cash equivalents provided by (used in) investing activities		42,502			(429,985	)
Cash Flows from Financing Activities
Payments of debt		(7	)		(121	)
Proceeds from exercise of stock options		220			818
Proceeds from issuance of shares of common stock under ESPP		434			—
Cash paid for withholding of employee taxes related to stock-based compensation		(112	)		(58	)
Payments on finance lease liabilities		(362	)		(142	)
Transaction costs		—			(12	)
Net cash and cash equivalents provided by financing activities		173			485

Net decrease in cash and cash equivalents		(15,586	)		(463,324	)
Cash and cash equivalents at beginning of period		50,123			513,447
Cash and cash equivalents at end of period		34,537			50,123

Supplemental information
Cash paid for interest	$	84		$	42
Accrued capital expenditures	$	814		$	7,561

Cover	Feb. 27, 2024
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 27, 2024
Entity File Number	001-40284
Entity Registrant Name	Solid Power, Inc.
Entity Central Index Key	0001844862
Entity Tax Identification Number	86-1888095
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	486 S. Pierce Avenue
Entity Address, Address Line Two	Suite E
Entity Address, City or Town	Louisville
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80027
City Area Code	303
Local Phone Number	219-0720
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Document Information [Line Items]
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	SLDP
Security Exchange Name	NASDAQ
Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50
Trading Symbol	SLDPW
Security Exchange Name	NASDAQ