8-K
0001789029false0001789029aeva:WarrantsToPurchaseMember2021-08-122021-08-120001789029us-gaap:CommonStockMember2021-08-122021-08-120001789029dei:FormerAddressMember2021-08-122021-08-1200017890292021-08-122021-08-12

 

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): August 12, 2021

 

 

Aeva Technologies, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39204

84-3080757

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
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
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 August 12, 2021, Aeva Technologies, Inc. issued a press release announcing financial results for the second quarter ended June 30, 2021. 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 August 12, 2021

104

 

Cover Page Interactive Data File (formatted in Inline XBRL).


 

 


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:

August 12, 2021

By:

/s/ Saurabh Sinha

 

 

 

Saurabh Sinha
Chief Financial Officer

 


EX-99.1

 

Exhibit 99.1

 

Aeva Reports Second Quarter 2021 Results

 

Key expansion beyond automotive with Nikon strategic collaboration to bring Aeva 4D LiDAR to industrial automation and precision metrology markets

 

Continued momentum in automotive, expanding TuSimple collaboration with Aeva as the only long-range LiDAR on TuSimple’s current trucking fleet

 

B sample development on schedule to be completed by year-end

 

MOUNTAIN VIEW, Calif., August 12, 2021 – Aeva (NYSE: AEVA), a leader in next-generation sensing and perception systems, today announced its second quarter 2021 results.

 

Key Company Highlights

Formed strategic collaboration with Nikon to develop next-generation solutions utilizing unique capabilities of Aeva’s 4D LiDAR for industrial automation and precision metrology markets
Continued momentum in automotive across programs including with undisclosed customer; expanding TuSimple collaboration with Aeva as the only long-range LiDAR on TuSimple’s current trucking fleet
On track to complete B sample development by year-end
Over 100% team growth over the past two quarters to support customer development and new program opportunities
Strengthened team with key leadership hires in product design, development and validation

 

“Aeva continues to build on strong momentum across multiple fronts. We’re driving forward with automotive collaborations across programs, and expanding into new markets, including our strategic collaboration with Nikon to accelerate adoption of Aeva’s industry-first FMCW 4D LiDAR for high precision industrial automation and metrology applications. Operationally, we have already achieved a number of our 2021 objectives in this quarter. We continue to make great progress to deliver on our remaining goals for this year as we execute on our mission to bring perception to all devices,” said Soroush Salehian, Co-founder and CEO at Aeva.

 

Second Quarter 2021 Financial Highlights

Cash, Cash Equivalents and Marketable Securities
o
Cash, cash equivalents and marketable securities of $502.5 million as of June 30, 2021
Revenue
o
Revenue of $2.6 million in Q2 2021, compared to $1.6 million in Q2 2020
GAAP and Non-GAAP Operating Loss*
o
GAAP operating loss of $24.7 million in Q2 2021, compared to a GAAP operating loss of $5.0 million in Q2 2020
o
Non-GAAP operating loss of $20.7 million in Q2 2021, compared to non-GAAP operating loss of $4.1 million in Q2 2020

 


 

Shares Outstanding
o
Weighted average shares outstanding of 211.6 million in Q2 2021

 

*Table reconciling GAAP to Non-GAAP Operating Loss is provided at the end of this release. 

  

2021 Objectives

Aeva is on track to deliver on its 2021 objectives, which are summarized below: 

Complete next-generation B sample development: Final design in progress and remain on schedule to compete B sample development by year-end
Build on momentum with 2 additional programs towards production: Formed strategic collaboration with Nikon and on track for another program    
Accelerate engagements in non-automotive applications: Nikon collaboration accelerates non-auto growth opportunity, including goal to expand beyond industrial metrology
Strengthen supply chain for production to bring Aeva 4D LiDAR to scale: Finalized key supply chain for our silicon processing chip

  

Conference Call Details

The company will host a conference call and live webcast to discuss results at 3:00 p.m. PT / 6:00 p.m. ET today. The live webcast and replay can be accessed at investors.aeva.ai.

  

About Aeva Technologies, Inc. (NYSE: AEVA)

Founded in 2017 by former Apple engineers Soroush Salehian and Mina Rezk, and led by a multidisciplinary team of engineers and operators experienced in the field of sensing and perception, Aeva’s mission is to bring the next wave of perception technology to broad applications from automated driving to consumer electronics, consumer health, industrial robotics and security. For more information, visit www.aeva.com.

 

Aeva®, the Aeva logo and 4D LiDAR 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 second quarter of 2021 and business objectives for 2021, along with our expectations with respect to our collaborations with third parties.  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 many 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-parties 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 March 31, 2021. 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)

 

 

 

 

 

 

 

 

 

 

June 30,
2021

 

 

December 31,
2020

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

Cash and cash equivalents

 

$

156,999

 

 

$

24,624

 

Marketable securities

 

 

345,525

 

 

 

 

Accounts receivable, net

 

 

1,538

 

 

 

141

 

Inventory

 

 

1,747

 

 

 

1,219

 

Other current assets

 

 

6,813

 

 

 

4,970

 

Total current assets

 

 

512,622

 

 

 

30,954

 

Operating lease right-of-use assets

 

 

5,775

 

 

 

 

Property and equipment, net

 

 

2,511

 

 

 

1,614

 

Other assets

 

 

360

 

 

 

64

 

TOTAL ASSETS

 

$

521,268

 

 

$

32,632

 

LIABILITIES, CONVERTIBLE PREFERRED STOCK AND
   STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

Accounts payable

 

$

3,257

 

 

$

2,071

 

Accrued liabilities

 

 

6,976

 

 

 

2,606

 

Accrued employee costs

 

 

904

 

 

 

722

 

Lease liability, current portion

 

 

1,342

 

 

 

 

Other current liabilities

 

 

309

 

 

 

275

 

Total current liabilities

 

 

12,788

 

 

 

5,674

 

Lease liability, noncurrent portion

 

 

4,527

 

 

 

 

Warrant liability

 

 

1,774

 

 

 

 

Other liabilities

 

 

 

 

 

45

 

TOTAL LIABILITIES

 

 

19,089

 

 

 

5,719

 

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY:

 

 

 

 

 

 

Common stock

 

 

21

 

 

 

15

 

Additional paid-in capital

 

 

606,913

 

 

 

87,982

 

Accumulated other comprehensive loss

 

 

(140

)

 

 

 

Accumulated deficit

 

 

(104,615

)

 

 

(61,084

)

TOTAL STOCKHOLDERS’ EQUITY

 

 

502,179

 

 

 

26,913

 

TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK AND
   STOCKHOLDERS’ EQUITY

 

$

521,268

 

 

$

32,632

 

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

AEVA TECHNOLOGIES, INC.

 

Condensed Consolidated Statements of Operations

 

(Unaudited)

 

(In thousands, except share and per share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Revenue

 

$

2,601

 

 

$

1,639

 

 

$

2,909

 

 

$

2,166

 

Cost of revenue (1)

 

 

1,422

 

 

 

928

 

 

 

1,602

 

 

 

1,205

 

    Gross profit

 

 

1,179

 

 

 

711

 

 

 

1,307

 

 

 

961

 

Research and development expenses (1)

 

 

18,732

 

 

 

4,671

 

 

 

30,111

 

 

 

9,980

 

   General and administrative expenses (1)

 

 

6,685

 

 

 

827

 

 

 

14,902

 

 

 

2,131

 

Selling and marketing expenses (1)

 

 

498

 

 

 

190

 

 

 

1,157

 

 

 

824

 

Total operating expenses

 

 

25,915

 

 

 

5,688

 

 

 

46,170

 

 

 

12,935

 

Loss from operations

 

 

(24,736

)

 

 

(4,977

)

 

 

(44,863

)

 

 

(11,974

)

Interest income

 

 

106

 

 

 

29

 

 

 

109

 

 

 

191

 

Other expense, net

 

 

557

 

 

 

(3

)

 

 

1,223

 

 

 

(20

)

Net loss before taxes

 

 

(24,073

)

 

 

(4,951

)

 

 

(43,531

)

 

 

(11,803

)

Income tax provision

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(24,073

)

 

$

(4,951

)

 

$

(43,531

)

 

$

(11,803

)

Net loss per share, basic and diluted

 

$

(0.11

)

 

$

(0.04

)

 

$

(0.23

)

 

$

(0.09

)

Shares used in computing net loss per share, basic and diluted

 

 

211,551,522

 

 

 

139,532,710

 

 

 

188,024,155

 

 

 

137,314,863

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Includes stock-based compensation as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Cost of revenue

 

$

410

 

 

$

200

 

 

$

410

 

 

$

228

 

Research and development expenses

 

 

2,022

 

 

 

349

 

 

 

3,818

 

 

 

867

 

General and administrative expenses

 

 

1,496

 

 

 

369

 

 

 

4,192

 

 

 

704

 

Selling and marketing expenses

 

 

81

 

 

 

7

 

 

 

102

 

 

 

7

 

Total stock-based compensation expense

 

$

4,009

 

 

$

925

 

 

$

8,522

 

 

$

1,806

 

 

 

 

 


 

 

 

Aeva Technologies, Inc.

 

Condensed Consolidated Statements of Cash Flows

 

(Unaudited)

 

(In thousands)

 

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

 

$

(43,531

)

 

$

(11,803

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

Depreciation

 

 

469

 

 

 

394

 

Amortization of right-of-use assets

 

 

582

 

 

 

 

Change in fair value of warrant liability

 

 

(1,240

)

 

 

 

Stock-based compensation

 

 

8,522

 

 

 

1,806

 

Accretion of discount on available-for-sale securities

 

 

416

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

Accounts receivable

 

 

(1,397

)

 

 

(439

)

Inventories

 

 

(528

)

 

 

7

 

Other current assets

 

 

(5,028

)

 

 

420

 

Other noncurrent assets

 

 

(296

)

 

 

(5

)

Accounts payable

 

 

1,905

 

 

 

(177

)

Accrued liabilities

 

 

6,332

 

 

 

(276

)

Accrued employee costs

 

 

182

 

 

 

(44

)

Lease liability

 

 

(414

)

 

 

 

Other current liabilities

 

 

34

 

 

 

7

 

Other noncurrent liabilities

 

 

 

 

 

35

 

Net cash used in operating activities

 

 

(33,992

)

 

 

(10,075

)

Cash flows from investing activities:

 

 

 

 

 

 

Purchase of property, plant and equipment

 

 

(1,202

)

 

 

(338

)

Purchase of available-for-sale securities

 

 

(366,204

)

 

 

 

Sale of available-for-sale securities

 

 

20,123

 

 

 

 

Net cash used in investing activities

 

 

(347,283

)

 

 

(338

)

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

)

 

 

 

Proceeds from exercise of stock options

 

 

360

 

 

 

36

 

Net cash provided by financing activities

 

 

513,650

 

 

 

36

 

Net increase (decrease) in cash and cash equivalents

 

 

132,375

 

 

 

(10,377

)

Beginning cash and cash equivalents

 

 

24,624

 

 

 

46,637

 

Ending cash and cash equivalents

 

$

156,999

 

 

$

36,260

 

 

 

 


 

 

Aeva Technologies, Inc.

 

Reconciliation of GAAP to Non-GAAP Operating Loss

 

(Unaudited)

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

GAAP operating loss

 

$

(24,736

)

 

$

(4,977

)

 

$

(44,863

)

 

$

(11,974

)

Stock-based compensation

 

 

4,009

 

 

 

925

 

 

 

8,522

 

 

 

1,806

 

Non-GAAP operating loss

 

$

(20,727

)

 

$

(4,052

)

 

$

(36,341

)

 

$

(10,168

)