8-K
Aeva Technologies, Inc. (AEVA)
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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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): November 08, 2022 |
|---|
Aeva Technologies, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-39204 | 84-3080757 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 555 Ellis Street | ||
| Mountain View, California | 94043 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s Telephone Number, Including Area Code: (650) 481-7070 | ||
| --- | ||
| 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<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock, par value $0.0001 per share | AEVA | New York Stock Exchange LLC |
| Warrants to purchase one share of common stock | AEVA.WS | New York Stock Exchange 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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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 November 8, 2022, Aeva Technologies, Inc. issued a press release announcing financial results for the third quarter ended September 30, 2022. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information set forth in Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release dated November 8, 2022 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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 thereunto duly authorized.
| Aeva Technologies, Inc. | |||
|---|---|---|---|
| Date: | November 8, 2022 | By: | /s/ Saurabh Sinha |
| Saurabh Sinha<br>Chief Financial Officer |
EX-99.1
Exhibit 99.1
Aeva Reports Third Quarter 2022 Results
Aeries II driving strong growth in engagements and advancement to RFQ stage on multiple automotive and industrial programs
Entered next phase with Nikon for first product, with joint development agreement that defines milestones through to production
MOUNTAIN VIEW, Calif., Nov. 8, 2022 –Aeva® (NYSE: AEVA), a leader in next-generation sensing and perception systems, today announced its third quarter 2022 results.
Key Company Highlights
• Increased pace of Aeries II™ production by 300% in the quarter and shipped to 25+ customers
• Significant growth in customer engagements since introducing Aeries II, including advancing to RFQ stage on multiple automotive and industrial programs
• Signed joint development agreement with Nikon, which defines the key development plan and milestones for the first high precision product through to start of production targeting 2024
• Strengthened Board of Directors with three new members bringing leading expertise in product commercialization, strategy and public company leadership
• Surpassed 130 granted patents globally, with additional 135 patents pending, further expanding Aeva’s moat and industry-leading portfolio of Frequency Modulated Continuous Wave (FMCW) IP
“We are making meaningful progress in scaling up Aeries II to meet the broad customer interest in Aeva’s 4D LiDAR,” said Soroush Salehian, Co-Founder and CEO at Aeva. “Importantly, this is driving significant commercial momentum, as more customers experience first-hand how the unique capabilities and scalability of Aeva’s products can enable next-generation autonomy across automotive, industrial and beyond. We continue to strategically position Aeva as the leader in FMCW technology and remain focused on further scaling manufacturing and on our mission to bring perception to everything.”
Third Quarter 2022 Financial Highlights
• Cash, Cash Equivalents and Marketable Securities
o Cash, cash equivalents and marketable securities of $350.8 million as of September 30, 2022
• Revenue
o Revenue of $1.4 million in Q3 2022, compared to $3.5 million in Q3 2021
• GAAP and Non-GAAP Operating Loss*
o GAAP operating loss of $37.8 million in Q3 2022, compared to GAAP operating loss of $27.4 million in Q3 2021
o Non-GAAP operating loss of $31.7 million in Q3 2022, compared to non-GAAP operating loss of $19.9 million in Q3 2021
• GAAP and Non-GAAP Net Loss per Share*
o GAAP net loss per share of $0.17 in Q3 2022, compared to GAAP net loss per share of $0.13 in Q3 2021
o Non-GAAP net loss per share of $0.14 in Q3 2022, compared to non-GAAP net loss per share of $0.09 in Q3 2021
• Shares Outstanding
o Weighted average shares outstanding of 217.9 million in Q3 2022
*Tables reconciling GAAP to non-GAAP measures are provided at the end of this release. Aeva believes that such non-GAAP measures are useful as supplemental measures of Aeva’s performance.
Conference Call Details
The company will host a conference call and live webcast to discuss results at 2:00 p.m. PT / 5:00 p.m. ET today, November 8, 2022. The live webcast and replay can be accessed at investors.aeva.com.
About Aeva Technologies, Inc. (NYSE: AEVA)
Aeva’s mission is to bring the next wave of perception to a broad range of applications from automated driving to industrial robotics, consumer electronics, consumer health, security and beyond. Aeva is transforming autonomy with its groundbreaking sensing and perception technology that integrates all key LiDAR components onto a silicon photonics chip in a compact module. Aeva 4D LiDAR® sensors uniquely detect instant velocity in addition to 3D position, allowing autonomous devices like vehicles and robots to make more intelligent and safe decisions. For more information, visit www.aeva.com, or connect with us on Twitter or LinkedIn.
Aeva, the Aeva logo, 4D LiDAR, Aeries, Ultra Resolution, 4D Perception, and 4D Localization are trademarks/registered trademarks of Aeva, Inc. All rights reserved. Third-party trademarks are the property of their respective owners.
Forward looking statements
This press release contains certain forward-looking statements within the meaning of the federal securities laws. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Forward-looking statements in this press release include our beliefs regarding our financial position and operating performance for the third quarter of 2022 and business objectives for 2022, along with our expectations with respect to our orders, product shipments, engagement with Nikon and other customers, new Board appointments and our patent portfolio. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including, but not limited to: (i) the ability to maintain the listing of Aeva’s securities on the New York Stock Exchange, (ii) the price of Aeva’s securities, which may be volatile due to a variety of factors, including changes in the competitive and highly regulated industries in which Aeva plans to operate, variations in performance across competitors, changes in laws and regulations affecting Aeva’s business and changes in the combined capital structure, (iii) the ability to implement business plans, forecasts, and other expectations and to identify and realize additional opportunities, (iv) the risk of downturns and the possibility of rapid change in the highly competitive industry in which Aeva operates, (v) the risk that Aeva and its current and future collaborators are unable to successfully develop and commercialize Aeva’s products or services, or experience significant delays in doing so, (vi) the risk that Aeva may never achieve or sustain profitability; (vii) the risk that Aeva will need to raise additional capital to execute its business plan, which may not be available on acceptable terms or at all; (viii) the risk that Aeva experiences difficulties in managing its growth and expanding operations, (ix) the risk that third-party suppliers and manufacturers are not able to fully and timely meet their obligations, (x) the risk of product liability or regulatory lawsuits or proceedings relating to Aeva’s products and services, (xi) the risk that Aeva is unable to secure or protect its intellectual property; and (xii) the effects of the ongoing coronavirus (COVID-19) pandemic or other infectious diseases, health epidemics, pandemics and natural disasters on Aeva’s business. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors, and for a further discussion of the material risks and other important factors that could affect our financial results, please refer to our filings with the SEC, including our Form 10-Q for the quarter ended June 30, 2022. 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. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Aeva assumes no obligation and does not intend to update or revise these forward-looking
statements, whether as a result of new information, future events, or otherwise. Aeva does not give any assurance that it will achieve its expectations.
Contacts
Investors:
Andrew Fung
investors@aeva.ai
Media:
Michael Oldenburg
press@aeva.ai
| AEVA TECHNOLOGIES, INC. | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Condensed Consolidated Balance Sheet | ||||||||||||
| (Unaudited) | ||||||||||||
| (In thousands) | ||||||||||||
| September 30,<br>2022 | December 31,<br>2021 | |||||||||||
| ASSETS | ||||||||||||
| CURRENT ASSETS: | ||||||||||||
| Cash and cash equivalents | $ | 117,885 | $ | 66,810 | ||||||||
| Marketable securities | 232,927 | 378,200 | ||||||||||
| Accounts receivable, net | 3,387 | 2,341 | ||||||||||
| Inventory | 1,513 | 2,063 | ||||||||||
| Other current assets | 9,685 | 9,070 | ||||||||||
| Total current assets | 365,397 | 458,484 | ||||||||||
| Operating lease right-of-use assets | 8,137 | 10,284 | ||||||||||
| Property and equipment, net | 9,376 | 5,136 | ||||||||||
| Intangible assets, net | 3,750 | 4,425 | ||||||||||
| Other assets | 863 | 859 | ||||||||||
| TOTAL ASSETS | $ | 387,523 | $ | 479,188 | ||||||||
| LIABILITIES, CONVERTIBLE PREFERRED STOCK AND<br> STOCKHOLDERS’ EQUITY | ||||||||||||
| CURRENT LIABILITIES: | ||||||||||||
| Accounts payable | $ | 5,883 | $ | 4,386 | ||||||||
| Accrued liabilities | 4,045 | 4,110 | ||||||||||
| Accrued employee costs | 3,586 | 2,196 | ||||||||||
| Lease liability, current portion | 2,797 | 2,872 | ||||||||||
| Other current liabilities | 149 | 733 | ||||||||||
| Total current liabilities | 16,460 | 14,297 | ||||||||||
| Lease liability, noncurrent portion | 5,397 | 7,455 | ||||||||||
| Warrant liability | 138 | 1,060 | ||||||||||
| TOTAL LIABILITIES | 21,995 | 22,812 | ||||||||||
| STOCKHOLDERS’ EQUITY: | ||||||||||||
| Common stock | 22 | 21 | ||||||||||
| Additional paid-in capital | 637,780 | 619,841 | ||||||||||
| Accumulated other comprehensive loss | (4,681 | ) | (524 | ) | ||||||||
| Accumulated deficit | (267,593 | ) | (162,962 | ) | ||||||||
| TOTAL STOCKHOLDERS’ EQUITY | 365,528 | 456,376 | ||||||||||
| TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK AND<br> STOCKHOLDERS’ EQUITY | $ | 387,523 | $ | 479,188 | ||||||||
| AEVA TECHNOLOGIES, INC. | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Condensed Consolidated Statements of Operations | ||||||||||||
| (Unaudited) | ||||||||||||
| (In thousands, except share and per share data) | ||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||
| Revenues: | ||||||||||||
| Product | $ | 625 | $ | 531 | $ | 1,302 | $ | 1,065 | ||||
| Professional service | 749 | 2,952 | 2,702 | 5,327 | ||||||||
| Total revenues | 1,374 | 3,483 | 4,004 | 6,392 | ||||||||
| Cost of revenues: | ||||||||||||
| Product | 2,438 | 617 | 3,792 | 934 | ||||||||
| Professional service (1) | 327 | 1,684 | 1,339 | 2,969 | ||||||||
| Total cost of revenues | 2,765 | 2,301 | 5,131 | 3,903 | ||||||||
| Gross profit (loss) | (1,391 | ) | 1,182 | (1,127 | ) | 2,489 | ||||||
| Operating expenses: | ||||||||||||
| Research and development expenses (1) | 26,123 | 20,908 | 77,376 | 51,019 | ||||||||
| General and administrative expenses (1) | 8,093 | 6,739 | 23,642 | 21,641 | ||||||||
| Selling and marketing expenses (1) | 2,195 | 922 | 5,415 | 2,079 | ||||||||
| Total operating expenses | 36,411 | 28,569 | 106,433 | 74,739 | ||||||||
| Operating loss | (37,802 | ) | (27,387 | ) | (107,560 | ) | (72,250 | ) | ||||
| Interest income | 1,164 | 119 | 2,033 | 228 | ||||||||
| Other income, net | 135 | 663 | 896 | 1,886 | ||||||||
| Net loss before income taxes | (36,503 | ) | (26,605 | ) | (104,631 | ) | (70,136 | ) | ||||
| Income tax provision | — | — | — | — | ||||||||
| Net loss | $ | (36,503 | ) | $ | (26,605 | ) | $ | (104,631 | ) | $ | (70,136 | ) |
| Net loss per share, basic and diluted | $ | (0.17 | ) | $ | (0.13 | ) | $ | (0.48 | ) | $ | (0.36 | ) |
| Shares used in computing net loss per share, basic and diluted | 217,888,470 | 212,587,878 | 216,937,433 | 196,302,040 | ||||||||
| (1) Includes stock-based compensation as follows: | ||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||
| Cost of revenues | $ | 396 | $ | 593 | $ | 738 | $ | 1,003 | ||||
| Research and development expenses | 4,177 | 4,806 | 13,152 | 8,624 | ||||||||
| General and administrative expenses | 1,263 | 2,017 | 3,767 | 6,209 | ||||||||
| Selling and marketing expenses | 304 | 107 | 701 | 209 | ||||||||
| Total stock-based compensation expense | $ | 6,140 | $ | 7,523 | $ | 18,358 | $ | 16,045 | ||||
| Aeva Technologies, Inc. | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | ||||||
| Statements of Cash Flows | ||||||||||||
| (Unaudited) | ||||||||||||
| (In thousands) | ||||||||||||
| Nine Months Ended September 30, | ||||||||||||
| 2022 | 2021 | |||||||||||
| Cash flows from operating activities: | ||||||||||||
| Net loss | $ | (104,631 | ) | $ | (70,136 | ) | ||||||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||||||
| Depreciation and amortization | 2,305 | 741 | ||||||||||
| Loss on write down of fixed assets | — | 52 | ||||||||||
| Change in fair value of warrant liability | (922 | ) | (1,904 | ) | ||||||||
| Stock-based compensation | 18,358 | 16,045 | ||||||||||
| Impairment of inventories | 1,363 | — | ||||||||||
| Amortization of right-of-use assets | 2,147 | 1,204 | ||||||||||
| Realized loss on available-for-sale securities | 29 | — | ||||||||||
| Amortization of premium on available-for-sale securities | 641 | 960 | ||||||||||
| Changes in operating assets and liabilities: | ||||||||||||
| Accounts receivable | (1,046 | ) | (1,072 | ) | ||||||||
| Inventories | (580 | ) | (2,118 | ) | ||||||||
| Other current assets | (615 | ) | (6,673 | ) | ||||||||
| Other noncurrent assets | (4 | ) | (791 | ) | ||||||||
| Accounts payable | 1,751 | 3,275 | ||||||||||
| Accrued liabilities | (456 | ) | 3,343 | |||||||||
| Accrued employee costs | 1,283 | 771 | ||||||||||
| Lease liability | (2,133 | ) | (1,101 | ) | ||||||||
| Other current liabilities | (583 | ) | 247 | |||||||||
| Net cash used in operating activities | (83,093 | ) | (57,157 | ) | ||||||||
| Cash flows from investing activities: | ||||||||||||
| Purchase of property, plant and equipment | (5,967 | ) | (2,241 | ) | ||||||||
| Purchase of available-for-sale securities | (143,730 | ) | (454,357 | ) | ||||||||
| Proceeds from sale of available-for-sale securities | — | 20,122 | ||||||||||
| Proceeds from maturities of available-for-sale securities | 284,176 | 62,980 | ||||||||||
| Net cash provided by (used in) investing activities | 134,479 | (373,496 | ) | |||||||||
| Cash flows from financing activities: | ||||||||||||
| Proceeds from business combination and private offering | — | 560,777 | ||||||||||
| Transaction costs related to business combination and private offering | — | (47,487 | ) | |||||||||
| Payments of taxes withheld on net settled vesting of restricted stock units | (613 | ) | (495 | ) | ||||||||
| Proceeds from exercise of warrants | 1 | — | ||||||||||
| Proceeds from exercise of stock options | 301 | 690 | ||||||||||
| Net cash provided by (used in) financing activities | (311 | ) | 513,485 | |||||||||
| Net increase in cash and cash equivalents | 51,075 | 82,832 | ||||||||||
| Beginning cash and cash equivalents | 66,810 | 24,624 | ||||||||||
| Ending cash and cash equivalents | $ | 117,885 | $ | 107,456 | ||||||||
| Aeva Technologies, Inc. | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Reconciliation of GAAP to Non-GAAP Operating Results | ||||||||||||
| (Unaudited) | ||||||||||||
| (In thousands, except share and per share data) | ||||||||||||
| Reconciliation from GAAP to non-GAAP operating loss | ||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||
| GAAP operating loss | $ | (37,802 | ) | $ | (27,387 | ) | $ | (107,560 | ) | $ | (72,250 | ) |
| Stock-based compensation | 6,140 | 7,523 | 18,358 | 16,045 | ||||||||
| Non-GAAP operating loss | $ | (31,662 | ) | $ | (19,864 | ) | $ | (89,202 | ) | $ | (56,205 | ) |
| Reconciliation from GAAP to non-GAAP net loss | ||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||
| GAAP net loss | $ | (36,503 | ) | $ | (26,605 | ) | $ | (104,631 | ) | $ | (70,136 | ) |
| Stock-based compensation | 6,140 | 7,523 | 18,358 | 16,045 | ||||||||
| Change in fair value of warrant liability | (135 | ) | (664 | ) | (922 | ) | (1,904 | ) | ||||
| Non-GAAP net loss | $ | (30,498 | ) | $ | (19,746 | ) | $ | (87,195 | ) | $ | (55,995 | ) |
| Reconciliation between GAAP and non-GAAP net loss per share | ||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||
| Shares used in computing GAAP net loss per share: | ||||||||||||
| Basic and diluted | 217,888,470 | 212,587,878 | 216,937,433 | 196,302,040 | ||||||||
| GAAP net loss per share | ||||||||||||
| Basic and diluted | $ | (0.17 | ) | $ | (0.13 | ) | $ | (0.48 | ) | $ | (0.36 | ) |
| Stock-based compensation | 0.03 | 0.04 | 0.08 | 0.08 | ||||||||
| Change in fair value of warrant liability | (0.00 | ) | (0.00 | ) | (0.00 | ) | (0.01 | ) | ||||
| Non-GAAP net loss per share | ||||||||||||
| Basic and diluted | $ | (0.14 | ) | $ | (0.09 | ) | $ | (0.40 | ) | $ | (0.29 | ) |