REE Automotive Ltd 6-K, filed May 17, 2022

REE Automotive Ltd. (REEAF)

6-K 2022-05-17 For: 2022-05-17

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Added on April 06, 2026

About this 6-K

REE Automotive Ltd filed this 6-K on May 17, 2022.

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Exhibit No.		Description

99.1		Press release of REE Automotive Ltd., dated May 17, 2022.
99.2		Unaudited Interim Consolidated Financial Statements as of and for the three months ended March 31, 2022.

		REE Automotive Ltd.
		(Registrant)


Date: May 17, 2022		/s/ David Goldberg
		David Goldberg
		Chief Financial Officer

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

	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

	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

	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

	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.

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.

Consolidated Interim Balance Sheet	F-2
Consolidated Interim Statements of Comprehensive Loss	F-3
Consolidated Interim Statement of Changes in Shareholders’ equity	F-4
Consolidated Interim Statement of Cash Flows	F-5
Notes to the Interim Consolidated Financial Statements	F-7

	March 31, 2022			December 31, 2021
	(Unaudited)			(Audited)
ASSETS
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

Commitments and Contingencies (Note 6)

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

	Three Months Ended
	March 31, 2022			March 31, 2021
Revenues		—			6
Cost of sales		538			11
Gross loss		(538	)		(5	)
Operating expenses:
Research and development expenses, net		22,397			7,149
Selling, general and administrative expenses		15,288			5,448
Total operating expenses		37,685			12,597
Operating loss		(38,223	)		(12,602	)
Income from warrants remeasurement		(15,330	)		—
Financial income, net		(472	)		(4	)
Net loss before income tax		(22,421	)		(12,598	)
Income tax expense		594			—
Net loss		(23,015	)		(12,598	)
Net comprehensive loss		(23,015	)		(12,598	)
Basic and diluted net loss per Class A ordinary share		(0.08	)		(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			193,705,500

	Ordinary shares - Class A ⁽¹⁾			Ordinary shares - Class B ⁽¹⁾			Preferred shares ⁽¹⁾				Additional Paid-in		Accumulated			Total Shareholders’
	Shares		Amount	Shares		Amount	Shares		Amount		Capital		Deficit			Equity
Balance – January 1, 2021	45,271,559	$	—	—	$	—	130,799,440	$	—	$	154,959	$	(109,178	)	$	45,781

Exercise of warrants	—		—	—		—	8,619,406		—		2,350		—			2,350
Share-based compensation	—		—	—		—	—		—		4,106		—			4,106
Net loss	—		—	—		—	—		—		—		(12,598	)		(12,598	)

Balance – March 31, 2021	45,271,559	$	—	—	$	—	139,418,846	$	—	$	161,415	$	(121,776	)	$	39,639

Balance – January 1, 2022	234,262,636	$	—	—	$	—	—	$	—	$	864,911	$	(614,508	)	$	250,403

Exercise of options	4,181,942		—	—		—	—		—		1,633		—			1,633
Share-based compensation	—		—	—		—	—		—		8,475		—			8,475
Net loss	—		—	—		—	—		—		—		(23,015	)		(23,015	)

Balance – March 31, 2022	238,444,578	$	—	—	$	—	—	$	—	$	875,019	$	(637,523	)	$	237,496

	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

	March 31,
	2022		2021
Reconciliation of cash, cash equivalents and restricted cash:

Cash and cash equivalents	$	238,976	$	41,815
Restricted cash		138		796
Non-current restricted cash		1,002		—
Total cash, cash equivalents and restricted cash	$	240,116	$	42,611

	March 31, 2022
	(Unaudited)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leases:	$	586

Supplemental cash flow information related to operating leases:
Adoption of "Leases (Topic 842)"	$	8,857
Right-of-use assets obtained in exchange for new operating lease liabilities:	$	9,031

Weighted average remaining operating lease term		7.21
Weighted average discount rate operating lease		3.83	%

	Operating Leases
	(Unaudited)
2022 (remainder)	$	2,246
2023	$	3,228
2024	$	2,840
2025	$	2,793
2026 and thereafter	$	8,911
Total undiscounted lease payments	$	20,018

Less:
Imputed interest	$	2,966

Present value of lease liabilities	$	17,052

	March 31, 2022		December 31, 2021
	(Unaudited)		(Audited)
Employees and payroll accruals	$	5,381	$	8,262
Professional fees		523		600
Non recurring engineering		3,526		4,800
Government authorities		2,054		648
Other payables		2,017		1,708
Total	$	13,501	$	16,018

	March 31, 2022
	(Unaudited)
Operating lease cost:	$	653
Short-term lease cost:		138
Variable lease cost:		17
Net lease cost:	$	808

	Purchase commitments
	(Unaudited)
2022	$	4,063
2023		—
2024		—
2025		—
2026 and thereafter		—
Total	$	4,063

	Three months ended
	March 31, 2022		March 31, 2021
	(Unaudited)		(Unaudited)
Cost of sales	$	70	$	—
Research and development		3,207		1,645
Selling, general and administrative		5,198		2,461
	$	8,475	$	4,106

Description	Level		March 31, 2022		December 31, 2021
			(Unaudited)		(Audited)
Liabilities:
Warrant Liability – Public Warrants		1	$	3,119	$	10,364
Warrant Liability – Private Warrants		3	$	2,585	$	10,670

	Private Placement
Fair value as of January 1, 2022	$	10,670
Change in fair value		(8,085	)
Fair value as of March 31, 2022	$	2,585