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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
10-Q
(Mark One)
|
|
☒
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|
For the quarterly period ended
March 31,
2023
OR
|
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
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For the transition period from ____________ to
____________
Commission File Number:
001-39204
AEVA TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
|
|
Delaware
|
84-3080757
|
( State or other jurisdiction of
incorporation or organization)
|
(I.R.S. Employer
Identification No.)
|
555 Ellis Street
Mountain View,
CA
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94043
|
(Address of principal executive offices)
|
(Zip Code)
|
Registrant’s telephone number, including area code:
(650)
481-7070
Securities registered pursuant to Section 12(b) of the
Act:
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|
|
|
|
Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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Common stock, $0.0001 par value per share
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AEVA
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New York Stock Exchange
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Warrants to purchase one share of common stock
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AEVA.WS
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New York Stock Exchange
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Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.
Yes
☒ No ☐
Indicate by check mark whether the registrant has submitted
electronically every Interactive Data File required to be submitted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter)
during the preceding 12 months (or for such shorter period that the
registrant was required to submit such files).
Yes
☒ No ☐
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer,
smaller reporting company, or an emerging growth company. See the
definitions of “large accelerated filer,” “accelerated filer,”
“smaller reporting company,” and “emerging growth company” in Rule
12b-2 of the Exchange Act.
|
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|
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Large accelerated filer
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☐
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Accelerated filer
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☐
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|
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|
Non-accelerated filer
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|
☒
|
|
Smaller reporting company
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|
☒
|
|
|
|
|
|
|
|
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.
☐
Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes
☐
No ☒
As of May 1, 2023, the registrant had
220,360,889
shares of common stock, $0.0001 par value per share,
outstanding.
Table of Contents
Table of Contents
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended (the
“Securities Act”), and Section 21E of the Securities Exchange Act
of 1934, as amended (the “Exchange Act”) regarding future events
and our future results that are subject to the safe harbors created
under the Securities Act and the Exchange Act. All statements
contained in this report other than statements of historical fact,
including statements regarding our future results of operations and
financial position, our business strategy and plans, and our
objectives for future operations, are forward-looking statements.
The words “believe,” “may,” “will,” “estimate,” “continue,”
“anticipate,” “goal,” “plan,” “intend,” “expect,” “seek”, and
similar expressions are intended to identify forward-looking
statements. We have based these forward-looking statements largely
on our current expectations and projections about future events and
trends. These forward-looking statements are subject to a number of
risks, uncertainties and assumptions, including those described in
Part I, Item 1A of the Company’s Annual Report on Form 10-K for the
year ended December 31, 2022 under the heading “Risk Factors.”
Moreover, we operate in a very competitive and rapidly changing
environment. New risks emerge from time to time. It is not possible
for our management to predict all risks, nor can we assess the
impact of all factors on our business or the extent to which any
factor, or combination of factors, may cause actual results to
differ materially from those contained in any forward-looking
statements we may make. In light of these risks, uncertainties and
assumptions, the future events and trends discussed in this report
may not occur and actual results could differ materially and
adversely from those anticipated or implied in the forward-looking
statements.
You should not rely upon forward-looking statements as predictions
of future events. The events and circumstances reflected in the
forward-looking statements may not be achieved or occur. Although
we believe that the expectations reflected in the forward-looking
statements are reasonable, we cannot guarantee future results,
levels of activity, performance, or achievements. We are under no
duty to update any of these forward-looking statements after the
date of this report or to conform these statements to actual
results or revised expectations.
As used in this report, the terms “Aeva,” “we,” “us,” “our,” and
“the Company” mean Aeva Technologies, Inc. and its subsidiaries
unless the context indicates otherwise.
3
Table of Contents
PART I—FINANCIAL
INFORMATION
Item 1. Financial
Statements.
AEVA TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED BALANCE
SHEETS
(IN THOUSANDS, EXCEPT PAR VALUE)
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
March 31, 2023
|
|
|
December 31, 2022
|
|
Assets
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
31,864
|
|
|
$
|
67,420
|
|
Marketable securities
|
|
|
256,542
|
|
|
|
256,392
|
|
Accounts receivable
|
|
|
2,445
|
|
|
|
2,887
|
|
Inventories
|
|
|
3,006
|
|
|
|
2,951
|
|
Other current assets
|
|
|
4,683
|
|
|
|
5,473
|
|
Total current assets
|
|
|
298,540
|
|
|
|
335,123
|
|
Operating lease right-of-use assets
|
|
|
6,658
|
|
|
|
7,402
|
|
Property, plant and equipment, net
|
|
|
10,689
|
|
|
|
9,720
|
|
Intangible assets, net
|
|
|
3,300
|
|
|
|
3,525
|
|
Other noncurrent assets
|
|
|
862
|
|
|
|
862
|
|
Total assets
|
|
$
|
320,049
|
|
|
$
|
356,632
|
|
Liabilities and stockholders' equity
|
|
|
|
|
|
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Accounts payable
|
|
$
|
3,857
|
|
|
$
|
5,182
|
|
Accrued liabilities
|
|
|
3,856
|
|
|
|
9,063
|
|
Accrued employee costs
|
|
|
3,414
|
|
|
|
4,721
|
|
Lease liability, current portion
|
|
|
2,535
|
|
|
|
2,667
|
|
Other current liabilities
|
|
|
194
|
|
|
|
194
|
|
Total current liabilities
|
|
|
13,856
|
|
|
|
21,827
|
|
Lease liability, noncurrent portion
|
|
|
4,167
|
|
|
|
4,789
|
|
Warrant liability
|
|
|
62
|
|
|
|
90
|
|
Total liabilities
|
|
|
18,085
|
|
|
|
26,706
|
|
Commitments and contingencies (Note 12)
|
|
|
|
|
|
|
Convertible preferred stock $0.0001
par value;
10,000
shares authorized;
no
shares issued and
outstanding
|
|
|
—
|
|
|
|
—
|
|
Common stock $0.0001 par
value;
422,000 shares
authorized;
220,050 and
218,748 shares
issued
and outstanding at March 31, 2023 and December
31, 2022, respectively
|
|
|
22
|
|
|
|
22
|
|
Additional paid-in capital
|
|
|
649,756
|
|
|
|
643,756
|
|
Accumulated other comprehensive loss
|
|
|
(2,373
|
)
|
|
|
(3,585
|
)
|
Accumulated deficit
|
|
|
(345,441
|
)
|
|
|
(310,267
|
)
|
Total stockholders' equity
|
|
|
301,964
|
|
|
|
329,926
|
|
Total liabilities and stockholders' equity
|
|
$
|
320,049
|
|
|
$
|
356,632
|
|
4
Table of Contents
AEVA TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS
OF OPERATIONS
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
2023
|
|
|
2022
|
|
Revenue
|
|
$
|
1,148
|
|
|
$
|
1,137
|
|
Cost of revenue
|
|
|
2,529
|
|
|
|
1,375
|
|
Gross loss
|
|
|
(1,381
|
)
|
|
|
(238
|
)
|
Operating expenses:
|
|
|
|
|
|
|
Research and development expenses
|
|
|
25,454
|
|
|
|
25,315
|
|
General and administrative expenses
|
|
|
7,833
|
|
|
|
6,872
|
|
Selling and marketing expenses
|
|
|
2,598
|
|
|
|
1,648
|
|
Total operating expenses
|
|
|
35,885
|
|
|
|
33,835
|
|
Operating loss
|
|
|
(37,266
|
)
|
|
|
(34,073
|
)
|
Interest income
|
|
|
2,064
|
|
|
|
283
|
|
Other income, net
|
|
|
28
|
|
|
|
633
|
|
Loss before income taxes
|
|
|
(35,174
|
)
|
|
|
(33,157
|
)
|
Income tax provision
|
|
|
—
|
|
|
|
—
|
|
Net loss
|
|
$
|
(35,174
|
)
|
|
$
|
(33,157
|
)
|
Unrealized gain (loss) on available-for-sale securities
|
|
|
1,212
|
|
|
|
(2,455
|
)
|
Total comprehensive loss
|
|
$
|
(33,962
|
)
|
|
$
|
(35,612
|
)
|
Net loss per share, basis and diluted
|
|
$
|
(0.16
|
)
|
|
$
|
(0.15
|
)
|
Weighted-average shares used in computing net loss per share, basic
and diluted
|
|
|
219,627,827
|
|
|
|
216,017,186
|
|
5
Table of Contents
AEVA TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF
STOCKHOLDERS’ EQUITY
(IN THOUSANDS, EXCEPT SHARE DATA)
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
Accumulated
|
|
|
|
|
|
|
|
|
|
Common stock
|
|
|
Additional
paid-in
|
|
|
Other
Comprehensive
|
|
|
Accumulated
|
|
|
Total stockholders'
|
|
|
|
Shares
|
|
|
Amount
|
|
|
capital
|
|
|
loss
|
|
|
deficit
|
|
|
equity
|
|
Balance at December 31, 2022
|
|
|
218,748,423
|
|
|
$
|
22
|
|
|
$
|
643,756
|
|
|
$
|
(3,585
|
)
|
|
$
|
(310,267
|
)
|
|
$
|
329,926
|
|
Share-based compensation
|
|
|
—
|
|
|
|
—
|
|
|
|
5,963
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5,963
|
|
Issuance of common stock upon exercise of stock
options
|
|
|
236,642
|
|
|
|
—
|
|
|
|
57
|
|
|
|
—
|
|
|
|
—
|
|
|
|
57
|
|
Issuance of common stock upon release of restricted
stock units
|
|
|
1,077,527
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Shares withheld for the withholding tax on vesting of
restricted
stock units
|
|
|
(12,497
|
)
|
|
|
—
|
|
|
|
(20
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
(20
|
)
|
Unrealized gain on available-for-sale securities
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,212
|
|
|
|
—
|
|
|
|
1,212
|
|
Net loss
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(35,174
|
)
|
|
|
(35,174
|
)
|
Balance as of March 31, 2023
|
|
|
220,050,095
|
|
|
$
|
22
|
|
|
$
|
649,756
|
|
|
$
|
(2,373
|
)
|
`
|
$
|
(345,441
|
)
|
|
$
|
301,964
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
Table of Contents
AEVA TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’
EQUITY
(IN THOUSANDS, EXCEPT SHARE DATA)
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
|
|
|
|
|
|
|
Common stock
|
|
|
Additional
paid-in
|
|
|
Other
Comprehensive
|
|
|
Accumulated
|
|
|
Total stockholders'
|
|
|
|
Shares
|
|
|
Amount
|
|
|
capital
|
|
|
loss
|
|
|
deficit
|
|
|
equity
|
|
Balance at December 31, 2021
|
|
|
214,997,014
|
|
|
$
|
21
|
|
|
$
|
619,841
|
|
|
$
|
(524
|
)
|
|
$
|
(162,962
|
)
|
|
$
|
456,376
|
|
Share-based compensation
|
|
|
—
|
|
|
|
—
|
|
|
|
5,784
|
|
|
|
—
|
|
|
|
—
|
|
|
|
5,784
|
|
Issuance of common stock upon exercise of stock
options
|
|
|
1,029,266
|
|
|
|
1
|
|
|
|
185
|
|
|
|
—
|
|
|
|
—
|
|
|
|
186
|
|
Issuance of common stock upon release of restricted
stock units
|
|
|
671,621
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Shares withheld for the withholding tax on vesting of
restricted
stock units
|
|
|
(53,553
|
)
|
|
|
—
|
|
|
|
(244
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
(244
|
)
|
Issuance of common stock upon exercise of warrants
|
|
|
120
|
|
|
|
—
|
|
|
|
1
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1
|
|
Unrealized loss on available-for-sale securities
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(2,455
|
)
|
|
|
—
|
|
|
|
(2,455
|
)
|
Net loss
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(33,157
|
)
|
|
|
(33,157
|
)
|
Balance as of March 31, 2022
|
|
|
216,644,468
|
|
|
$
|
22
|
|
|
$
|
625,567
|
|
|
$
|
(2,979
|
)
|
`
|
$
|
(196,119
|
)
|
|
$
|
426,491
|
|
7
Table of Contents
AEVA TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
2023
|
|
|
2022
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
Net loss
|
|
$
|
(35,174
|
)
|
|
$
|
(33,157
|
)
|
Adjustments to reconcile net loss to net cash used in operating
activities:
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
955
|
|
|
|
630
|
|
Impairment of inventories
|
|
|
45
|
|
|
|
767
|
|
Change in fair value of warrant liability
|
|
|
(28
|
)
|
|
|
(634
|
)
|
Stock-based compensation
|
|
|
5,963
|
|
|
|
5,784
|
|
Amortization of right-of-use assets
|
|
|
744
|
|
|
|
707
|
|
Amortization of premium and accretion of discount on
available-for-sale securities, net
|
|
|
(632
|
)
|
|
|
435
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
Accounts receivable
|
|
|
442
|
|
|
|
2,130
|
|
Inventories
|
|
|
(100
|
)
|
|
|
(312
|
)
|
Other current assets
|
|
|
790
|
|
|
|
403
|
|
Other noncurrent assets
|
|
|
—
|
|
|
|
(1
|
)
|
Accounts payable
|
|
|
(1,749
|
)
|
|
|
1,890
|
|
Accrued liabilities
|
|
|
(5,207
|
)
|
|
|
(2,653
|
)
|
Accrued employee costs
|
|
|
(1,307
|
)
|
|
|
(1,332
|
)
|
Lease liability
|
|
|
(754
|
)
|
|
|
(696
|
)
|
Other current liabilities
|
|
|
—
|
|
|
|
(499
|
)
|
Net cash used in operating activities
|
|
|
(36,012
|
)
|
|
|
(26,538
|
)
|
Cash flows from investing activities:
|
|
|
|
|
|
|
Purchase of property, plant and equipment
|
|
|
(1,275
|
)
|
|
|
(1,283
|
)
|
Purchase of available-for-sale securities
|
|
|
(54,520
|
)
|
|
|
(82,284
|
)
|
Proceeds from maturities of available-for-sale
securities
|
|
|
56,214
|
|
|
|
105,607
|
|
Net cash provided by investing activities
|
|
|
419
|
|
|
|
22,040
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
Payments of taxes withheld on net settled vesting of restricted
stock units
|
|
|
(20
|
)
|
|
|
—
|
|
Proceeds from exercise of warrants
|
|
|
—
|
|
|
|
1
|
|
Proceeds from exercise of stock options
|
|
|
57
|
|
|
|
186
|
|
Net cash provided by financing activities
|
|
|
37
|
|
|
|
187
|
|
Net decrease in cash and cash equivalents
|
|
|
(35,556
|
)
|
|
|
(4,311
|
)
|
Beginning cash and cash equivalents
|
|
|
67,420
|
|
|
|
66,810
|
|
Ending cash and cash equivalents
|
|
$
|
31,864
|
|
|
$
|
62,499
|
|
Supplemental disclosures of cash flow information:
|
|
|
|
|
|
|
Cash paid for interest
|
|
$
|
—
|
|
|
$
|
—
|
|
Cash paid for income taxes
|
|
$
|
—
|
|
|
$
|
—
|
|
Supplemental disclosures of non-cash investing and financing
activities:
|
|
|
|
|
|
|
Unpaid property, plant and equipment purchases
|
|
$
|
503
|
|
|
$
|
1,265
|
|
Taxes withheld on net settled vesting of restricted stock
units
|
|
$
|
—
|
|
|
$
|
244
|
|
8
Table of Contents
AEVA TECHNOLOGIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
(UNAUDITED)
Note 1. Description of Business and Summary of Significant
Accounting Policies
Description of Business
Aeva Technologies, Inc. (the “Company”), through its Frequency
Modulated Continuous Wave (“FMCW”) sensing technology, designs a 4D
LiDAR-on-chip that, along with its proprietary software
applications, has the potential to enable the adoption of LiDAR
across broad applications from automated driving to consumer
electronics, consumer health, industrial automation and security
application.
On March 12, 2021 (the “Closing Date”), Aeva, Inc. consummated a
business combination (the “Business Combination”) with InterPrivate
Acquisition Corp. (the Company’s predecessor, which was originally
incorporated in Delaware as a special purpose acquisition company
(“IPV”)) pursuant to the Business Combination Agreement dated as of
November 2, 2020 (the “BCA”), by and among IPV, WLLY Merger Sub
Corp., a wholly owned subsidiary of IPV, and Aeva, Inc. Immediately
upon the consummation of the Business Combination, WLLY Merger Sub
Corp. merged with and into Aeva, Inc., with Aeva, Inc. surviving
the merger as a wholly owned subsidiary of IPV. IPV changed its
name to Aeva Technologies, Inc. and the pre-combination Aeva
retained its name of Aeva, Inc. Aeva, Inc. was incorporated in the
State of Delaware on December
5, 2016 and is headquartered in Mountain View, California.
Unless the context otherwise requires, “we,” “us,” “our,” “Aeva,”
and the “Company” refers to Aeva Technologies Inc., the combined
company and its subsidiaries following the Business Combination.
Refer to Reverse Capitalization with IPV in Note 2 to the financial
statements of the Company’s Annual Report on Form 10-K for the year
ended December 31, 2022 for additional information relating to the
BCA.
The Company’s common stock and warrants are now listed on the New
York Stock Exchange stock market under the symbols “AEVA” and
"AEVA.WS".
Basis of Presentation and Unaudited Interim Financial
Statements
The condensed consolidated financial statements are prepared in
accordance with accounting principles generally accepted in the
United States of America ("U.S. GAAP"). The condensed consolidated
financial statements include the accounts of the Company’s
wholly-owned subsidiaries.
All intercompany transactions and balances have been eliminated
upon consolidation.
The accompanying condensed consolidated financial statements are
unaudited and have been prepared on the same basis as the annual
consolidated financial statements and, in the opinion of
management, reflect all adjustments, which include only normal
recurring adjustments, necessary to present fairly the Company’s
financial position, results of operations, comprehensive loss and
cash flows for the periods presented, but are not necessarily
indicative of the results of operations to be anticipated for any
future annual or interim period.
These condensed consolidated financial statements and other
information presented in this Form 10-Q should be read in
conjunction with the consolidated financial statements and the
related notes included in our Annual Report on Form 10-K for the
fiscal year ended December 31, 2022 filed with the SEC.
Principal of Consolidation and Liquidity
The condensed consolidated financial statements are prepared in
accordance with U.S. GAAP. The condensed consolidated financial
statements include the accounts of the Company’s wholly-owned
subsidiaries. All intercompany balances and transactions have been
eliminated in consolidation.
The Company has funded its operations primarily through the
Business Combination and issuances of stock. As of March 31, 2023,
the Company’s existing sources of liquidity included cash and cash
equivalents and marketable securities of $288.4
million. The Company has a limited history of operations and has
incurred negative cash flows from operating activities and losses
from operations in the past as reflected in the accumulated deficit
of $345.4
million as of March 31, 2023. The Company expects to continue to
incur operating losses due to the investments it intends to make in
its business, including product development. Management believes
that existing cash and cash equivalents and marketable securities
will be sufficient to fund operating and capital expenditure
requirements through at least
12 months
from the date of issuance of these financial statements.
Significant Risks and Uncertainties
The Company is subject to those risks common in the technology
industry and also those risks common to early stage companies
including, but not limited to, the possibility of not being able to
successfully develop or market its products, technological
obsolescence, competition, dependence on key personnel and key
external alliances, the successful protection of its proprietary
technologies, compliance with government regulations, and the
possibility of not being able to obtain additional financing when
needed.
Concentration of Credit Risk
Financial instruments that potentially subject the Company to
significant concentrations of credit risk consist primarily of
cash, cash equivalents, marketable securities, and trade
receivables. The Company maintains the majority of its cash and
cash equivalents in accounts with large financial institutions. At
times, balances in these accounts may exceed federally insured
limits; however, to date, the Company has not incurred
any
Table of Contents
losses on its deposits of cash and cash equivalents and believes
the exposure to risk of loss is not material. Risks associated with
the Company’s marketable securities is mitigated by investing in
investment-grade rated securities when purchased.
The Company’s accounts receivable are derived from customers
located in the United States, Asia, and Europe. The Company
mitigates its credit risks by performing ongoing credit evaluations
of its customers’ financial conditions and requires customer
advance payments in certain circumstances. The Company generally
does not require collateral.
As of March 31, 2023,
one customer
accounted for
59%
of the accounts receivable. As of December 31, 2022,
one customer
accounted for
66%
of accounts receivable. As of March 31, 2023,
two vendors
accounted for
22%
of accounts payable. As of December 31, 2022,
two vendors
accounted for
20%
of accounts payable.
Recent Adopted Accounting Pronouncements
In October 2021, the Financial Accounting Standards Board (“FASB”)
issued Accounting Standards Update (“ASU”) No. 2021-08, “Business
Combinations (Topic 805), Accounting for Contract Assets and
Contract Liabilities from Contracts with Customers” (“ASU
2021-08”), which requires contract assets and contract liabilities
acquired in a business combination to be recognized and measured in
accordance with ASC 606, Revenue from Contracts with Customers. ASU
2021-08 is effective for interim and annual periods beginning after
December 15, 2022 on a prospective basis, with early adoption
permitted.
The adoption of ASU 2021-08 on January 1, 2023 did not have any
impact on the Company’s condensed consolidated financial
statements.
Note 2. Revenue
Disaggregation of Revenues
The Company disaggregates its revenue from contracts with customers
by geographic region based on the primary billing address of the
customer and timing of transfer of goods or services to customers
(point-in-time or over time), as it believes it best depicts how
the nature, amount, timing and uncertainty of its revenue and cash
flows are affected by economic factors.
Total revenue for the three months ended March 31, 2023 and 2022,
based on the disaggregation criteria described above were as
follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
|
|
|
2023
|
|
|
2022
|
|
|
|
Revenue
|
|
|
% of Revenue
|
|
|
Revenue
|
|
|
% of Revenue
|
|
Revenue by primary geographical market:
|
|
|
|
|
|
|
|
|
|
|
|
|
North America
|
|
$
|
730
|
|
|
|
64
|
%
|
|
$
|
1,111
|
|
|
|
98
|
%
|
EMEA
|
|
|
244
|
|
|
|
21
|
%
|
|
|
26
|
|
|
|
2
|
%
|
Asia
|
|
|
174
|
|
|
|
15
|
%
|
|
|
—
|
|
|
|
0
|
%
|
Total
|
|
$
|
1,148
|
|
|
|
100
|
%
|
|
$
|
1,137
|
|
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue by timing of recognition:
|
|
|
|
|
|
|
|
|
|
|
|
|
Recognized at a point in time
|
|
$
|
947
|
|
|
|
82
|
%
|
|
$
|
211
|
|
|
|
19
|
%
|
Recognized over time
|
|
|
201
|
|
|
|
18
|
%
|
|
|
926
|
|
|
|
81
|
%
|
Total
|
|
$
|
1,148
|
|
|
|
100
|
%
|
|
$
|
1,137
|
|
|
|
100
|
%
|
The point in time revenue was primarily related to the product
revenue and overtime revenue was from non-recurring engineering
services.
For the three months March 31, 2023,
three
customers accounted for
20%,
19%
and
17%
of the Company’s revenue, respectively. For the three months ended
March 31, 2022,
one
customer accounted for
81%
of the Company’s revenue.
Contract Assets and Contract Liabilities
As of March 31, 2023, and December 31, 2022, the Company had
contract assets of $0.4
million and $0.2
million, recognized in other current assets. The Company had
no
contract liability, as of March 31, 2023 and December 31,
2022.
Note 3. Financial Instruments
10
Table of Contents
The following tables summarize the Company’s financial assets and
liabilities measured at fair value by level within the fair value
hierarchy:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2023
|
|
|
|
Adjusted Cost
|
|
|
Unrealized Gains
|
|
|
Unrealized Losses
|
|
|
Fair Value
|
|
|
Cash and Cash Equivalent
|
|
|
Marketable Securities
|
|
|
|
(in thousands)
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash
|
|
$
|
27,933
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
27,933
|
|
|
$
|
27,933
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Money market funds
|
|
|
3,931
|
|
|
|
—
|
|
|
|
—
|
|
|
|
3,931
|
|
|
|
3,931
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. agency securities
|
|
|
70,659
|
|
|
|
17
|
|
|
|
(1,081
|
)
|
|
|
69,595
|
|
|
|
—
|
|
|
|
69,595
|
|
U.S. Treasury securities
|
|
|
7,476
|
|
|
|
—
|
|
|
|
(77
|
)
|
|
|
7,399
|
|
|
|
—
|
|
|
|
7,399
|
|
Commercial paper
|
|
|
39,674
|
|
|
|
1
|
|
|
|
(46
|
)
|
|
|
39,629
|
|
|
|
—
|
|
|
|
39,629
|
|
Corporate bonds
|
|
|
141,106
|
|
|
|
6
|
|
|
|
(1,193
|
)
|
|
|
139,919
|
|
|
|
—
|
|
|
|
139,919
|
|
Subtotal
|
|
|
258,915
|
|
|
|
24
|
|
|
|
(2,397
|
)
|
|
|
256,542
|
|
|
|
—
|
|
|
|
256,542
|
|
Total assets
|
|
$
|
290,779
|
|
|
$
|
24
|
|
|
$
|
(2,397
|
)
|
|
$
|
288,406
|
|
|
$
|
31,864
|
|
|
$
|
256,542
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrant liabilities
|
|
|
62
|
|
|