Nuvve Provides Fourth Quarter and Full Year 2022 Financial Update
Investor Conference Call to be Held Today at
Fourth Quarter Highlights and Recent Developments
- Megawatts under management increased 7% to 17.4 megawatts at
December 31, 2022 compared to 16.3 atSeptember 30, 2022 ; backlog was 4.1 million atDecember 31, 2022 compared to$4.2 million atSeptember 30, 2022 . - Expanded participation in
California's Emergency Load Reduction Program withSan Diego Gas & Electric toSan Diego County's Ramona Unified School District through Nuvve V2G enabled DC fast chargers that power a fleet of eight electric school buses - Represented 10 school district customers in their successful bids to secure awards of
$24.2 million in EPA Clean School Bus Rebate Program funding, supporting the future deployment of 61 V2G capable electric school buses and orders for Nuvve V2G-capable DC fast chargers; facilitated another two districts totaling 28 buses in their successful bid process - Subsequent to the end of fourth quarter 2022, we announced partnership with
Circle K to provide grid services to electric vehicle fast chargers at 50 ofCircle K's service stations and three to five stationary storage sites inNorway andDenmark ; potential to expand further in the Nordics and beyond - Reduced cash operating costs in fourth quarter 2022 on a sequential basis to
$7.7 million versus$7.8 million in the third quarter - Cash and cash equivalents of
$15.8 million , as ofDecember 31, 2022
Management Discussion
Gregory Poilasne, chief executive officer of
2022 Fourth Quarter Financial Review
Total revenue was
Cost of product and service revenues for the three months ended
Selling, general and administrative expenses consist of selling, marketing, payroll, administrative, finance, and professional expenses. Selling, general and administrative expenses were
Research and development expenses was flat at
Other income (expense) consists primarily of interest expense, change in fair value of warrants liability and derivative liability, and other income (expense). Other income (expense) increased by
Net loss includes the net loss attributable to Stonepeak and Evolve, the holders of non-controlling interests in Levo, on our condensed consolidated statements of operations.
Net loss attributable to
Net Loss Attributable to Non-Controlling Interest
Net loss attributable to non-controlling interest was
Net loss is allocated to non-controlling interests in proportion to the relative ownership interests of the holders of non-controlling interests in Levo, an entity formed by us with Stonepeak and Evolve. We own 51% of Levo's common units and Stonepeak and Evolve own 49% of Levo's common units. We have determined that Levo is a variable interest entities in which we are the primary beneficiary. Accordingly, we consolidate Levo and record a non-controlling interest for the share of the Levo owned by Stonepeak and Evolve during the three months ended
Conference Call Details
To participate in the call, please register for and listen via a live webcast, which is available in the 'Events' section of
About
Forward Looking Statements
The information in this press release includes "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. All statements, other than statements of present or historical fact included in this press release, regarding
Use of Projections
This press release contains projected financial information with respect to
Trademarks
This press release contains trademarks, service marks, trade names and copyrights of Nuvve and other companies, which are the property of their respective owners.
Nuvve Investor Contact
nuvve@icrinc.com
+1 (646) 200-8872
FINANCIAL TABLES FOLLOW
NUVVE HOLDING CORP. AND SUBSIDIARIES |
|||
|
|
||
Assets |
|||
Current Assets |
|||
Cash |
$ 15,753,896 |
$ 32,360,520 |
|
Restricted cash |
480,000 |
380,000 |
|
Accounts receivable, net |
1,121,694 |
1,886,708 |
|
Inventories |
11,551,831 |
11,118,188 |
|
Prepaid expenses and other current assets |
2,942,145 |
1,036,645 |
|
Total Current Assets |
31,849,566 |
46,782,061 |
|
Property and equipment, net |
636,944 |
356,194 |
|
Intangible assets, net |
1,341,640 |
1,481,077 |
|
Investment in equity securities |
1,670,951 |
670,951 |
|
Investment in leases |
97,054 |
— |
|
Right-of-use operating lease assets |
5,305,881 |
3,483,042 |
|
Financing receivables |
288,872 |
138,161 |
|
Security deposit, long-term |
8,682 |
3,057 |
|
Total Assets |
$ 41,199,590 |
$ 52,914,543 |
|
Liabilities, Mezzanine Equity and Stockholders' Equity |
|||
Current Liabilities |
|||
Accounts payable |
$ 2,390,422 |
$ 5,738,873 |
|
Accrued expenses |
3,347,399 |
2,874,018 |
|
Deferred revenue |
1,221,497 |
719,771 |
|
Operating lease liabilities - current |
824,326 |
41,513 |
|
Other liabilities |
113,844 |
110,574 |
|
Total Current Liabilities |
7,897,488 |
9,484,749 |
|
Operating lease liabilities - noncurrent |
5,090,170 |
3,441,642 |
|
Warrants liability |
220,884 |
9,543,000 |
|
Derivative liability - non-controlling redeemable preferred shares |
359,225 |
511,948 |
|
Other long-term liabilities |
393,179 |
18,860 |
|
Total Liabilities |
13,960,946 |
23,000,199 |
|
Commitments and Contingencies |
|||
Mezzanine equity |
|||
Redeemable non-controlling interests, preferred shares, zero par value, 1,000,000 shares authorized, 3,138 |
3,547,765 |
2,901,899 |
|
Class |
445,479 |
— |
|
Stockholders' Equity |
|||
Preferred stock, |
— |
— |
|
Common stock, |
2,427 |
1,888 |
|
Additional paid-in capital |
144,073,505 |
122,336,607 |
|
Accumulated other comprehensive income |
76,182 |
113,446 |
|
Accumulated deficit |
(116,956,528) |
(92,937,863) |
|
|
27,195,586 |
29,514,078 |
|
Non-controlling interests |
(3,950,186) |
(2,501,633) |
|
Total Stockholders' Equity |
23,245,400 |
27,012,445 |
|
Total Liabilities, Mezzanine equity and Stockholders' Equity |
$ 41,199,590 |
$ 52,914,543 |
NUVVE HOLDING CORP. AND SUBSIDIARIES |
|||||||
Three Months Ended |
Years Ended |
||||||
2022 |
2021 |
2022 |
2021 |
||||
Revenue |
|||||||
Products and services |
$ 1,104,325 |
$ 1,159,308 |
$ 4,913,956 |
$ 2,920,627 |
|||
Grants |
42,611 |
90,519 |
459,427 |
1,270,138 |
|||
Total revenue |
1,146,936 |
1,249,827 |
5,373,383 |
4,190,765 |
|||
Operating expenses |
|||||||
Cost of product and service revenue |
743,395 |
1,124,729 |
4,196,788 |
2,002,197 |
|||
Selling, general, and administrative |
7,189,826 |
6,544,104 |
30,115,571 |
22,896,125 |
|||
Research and development |
1,955,033 |
1,949,442 |
7,976,568 |
6,524,245 |
|||
Total operating expenses |
9,888,254 |
9,618,275 |
42,288,927 |
31,422,567 |
|||
Operating loss |
(8,741,318) |
(8,368,448) |
(36,915,544) |
(27,231,802) |
|||
Other income (expense) |
|||||||
Interest income (expense) |
87,026 |
7,188 |
134,579 |
(585,157) |
|||
Financing costs |
— |
— |
— |
(46,754,794) |
|||
Change in fair value of warrants liability |
772,762 |
(952,000) |
11,986,462 |
(312,400) |
|||
Change in fair value of derivative liability |
172,032 |
(2,163) |
152,723 |
(14,342) |
|||
Other, net |
3,619 |
(39,731) |
85,074 |
282,183 |
|||
Total other income (expense), net |
1,035,439 |
(986,706) |
12,358,838 |
(47,384,510) |
|||
Loss before taxes |
(7,705,879) |
(9,355,154) |
(24,556,706) |
(74,616,312) |
|||
Income tax expense |
800 |
— |
800 |
1,000 |
|||
Net loss |
$ (7,706,679) |
$ (9,355,154) |
$ (24,557,506) |
|
|||
Less: Net loss attributable to non-controlling interests |
(78,978) |
(78,405) |
(538,841) |
(2,138,272) |
|||
Net loss attributable to |
$ (7,627,701) |
$ (9,276,749) |
$ (24,018,665) |
|
|||
Less: Preferred dividends on redeemable non-controlling interests |
67,933 |
62,760 |
263,846 |
101,856 |
|||
Less: Accretion on redeemable non-controlling interests preferred shares |
161,466 |
161,466 |
645,866 |
261,505 |
|||
Net loss attributable to |
$ (7,857,100) |
$ (9,500,975) |
$ (24,928,377) |
|
|||
Net loss per share attributable to |
$ (0.33) |
$ (0.51) |
$ (1.19) |
$ (4.37) |
|||
Weighted-average shares used in computing net |
23,955,356 |
18,800,005 |
20,971,896 |
16,654,495 |
NUVVE HOLDING CORP AND SUBSIDIARIES |
|||||||
Three Months Ended |
Years Ended |
||||||
2022 |
2021 |
2022 |
2021 |
||||
Net income (loss) |
$ (7,706,679) |
$ (9,355,154) |
$ (24,557,506) |
$ (74,617,312) |
|||
Other comprehensive (loss) income, net of taxes |
|||||||
Foreign currency translation adjustments, net of taxes |
64,033 |
43,494 |
(37,264) |
191,287 |
|||
Total Comprehensive income (loss) |
$ (7,642,646) |
$ (9,311,660) |
$ (24,594,770) |
$ (74,426,025) |
|||
Less: Comprehensive income (loss) attributable to non-controlling interests, net taxes |
(78,978) |
(78,405) |
(538,841) |
(2,138,272) |
|||
Comprehensive income (loss) attributable to |
$ (7,563,668) |
$ (9,233,255) |
$ (24,055,929) |
$ (72,287,753) |
|||
Less: Preferred dividends on redeemable non-controlling interests |
(67,933) |
(62,760) |
(263,846) |
101,856 |
|||
Less: Accretion on redeemable non-controlling interests preferred shares |
(161,466) |
(161,466) |
(645,866) |
(261,505) |
|||
Comprehensive income (loss) attributable to |
$ (7,334,269) |
$ (9,009,029) |
$ (23,146,217) |
$ (71,924,392) |
NUVVE HOLDING CORP. AND SUBSIDIARIES |
|||
Years Ended |
|||
2022 |
2021 |
||
Operating activities |
|||
Net loss |
$ (24,557,506) |
$ (74,617,312) |
|
Adjustments to reconcile to net loss to net cash used in operating activities |
|||
Depreciation and amortization |
289,536 |
167,558 |
|
Share-based compensation |
5,234,878 |
4,219,989 |
|
Financing costs |
— |
46,771,276 |
|
Beneficial conversion feature on convertible debenture |
— |
427,796 |
|
Accretion of discount on convertible debenture |
— |
116,147 |
|
Change in fair value of warrants liability |
(11,986,462) |
312,400 |
|
Change in fair value of derivative liability |
(152,723) |
— |
|
Loss on disposal of asset |
— |
1,326 |
|
Gain on extinguishment of PPP Loan |
— |
(492,100) |
|
Noncash lease expense |
421,183 |
3,636 |
|
Change in operating assets and liabilities |
|||
Accounts receivable |
763,302 |
(887,697) |
|
Inventory |
(433,644) |
(10,065,710) |
|
Prepaid expenses and other assets |
(2,072,001) |
(693,756) |
|
Accounts payable |
(3,346,937) |
2,780,890 |
|
Accrued expenses |
1,340,918 |
2,138,574 |
|
Deferred revenue |
417,481 |
626,265 |
|
Net cash used in operating activities |
(34,081,975) |
(29,190,718) |
|
Investing activities |
|||
Proceeds from sale of property and equipment |
— |
7,649 |
|
Purchase of property and equipment |
(438,045) |
(273,124) |
|
Investments in equity securities |
(1,000,000) |
— |
|
Net cash used in investing activities |
(1,438,045) |
(265,475) |
|
Financing activities |
|||
Proceeds from Newborn Escrow Account |
— |
58,184,461 |
|
Redemption of Newborn shares |
— |
(18,629) |
|
Issuance costs related to reverse recapitalization and PIPE offering |
— |
(3,970,657) |
|
Proceeds from PIPE offering |
— |
14,250,000 |
|
Repayment of Newborn sponsor loans |
— |
(487,500) |
|
Repurchase of common stock from EDF |
— |
(6,000,000) |
|
Newborn cash acquired |
— |
50,206 |
|
Purchase of stock from investor |
— |
(2,000,000) |
|
Payment of financing costs |
— |
(1,000,000) |
|
Payment of finance lease obligations |
(9,691) |
(5,839) |
|
Proceeds from forward option put exercise |
1,994,073 |
— |
|
Proceeds from exercise of pre-funded warrants related to Direct Offering |
185 |
— |
|
Proceeds from Direct Offering of common stock, net of offering costs |
13,069,815 |
— |
|
Proceeds from common stock offering, net of offering costs |
3,763,494 |
— |
|
Proceeds from exercise of stock options |
245,748 |
576,528 |
|
Issuance Costs Related to Preferred Stock |
— |
(2,956,248) |
|
Issuance of Redeemable Preferred Stock |
— |
3,138,000 |
|
Payment of Preferred Stock dividends |
— |
(39,096) |
|
Net cash provided by financing activities |
19,063,624 |
59,721,226 |
|
Effect of exchange rate on cash |
(50,228) |
199,592 |
|
Net increase in cash and restricted cash |
(16,506,624) |
30,464,625 |
|
Cash and restricted cash at beginning of year |
32,740,520 |
2,275,895 |
|
Cash and restricted cash at end of year |
$ 16,233,896 |
$ 32,740,520 |
|
Supplemental Disclosure of cash information: |
|||
Cash paid for income taxes |
$ — |
$ 800 |
|
CONSOLIDATED STATEMENTS OF CASH FLOWS (continued) (Unaudited) |
|||
Years Ended |
|||
2022 |
2021 |
||
Supplemental Disclosure of Noncash Financing Activity |
|||
Conversion of preferred stock to common stock |
$ — |
$ 1,679 |
|
Conversion of debenture and accrued interest to common shares |
$ — |
$ 3,999,435 |
|
Conversion of shares due to reverse recapitalization |
$ — |
$ 3,383 |
|
Beneficial conversion feature |
$ — |
$ — |
|
Issuance of common stock for merger success fee |
$ — |
$ 2,085,299 |
|
Non-cash merger transaction costs |
$ — |
$ 2,085,299 |
|
Accrued transaction costs related to reverse recapitalization |
$ — |
$ 189,434 |
|
Issuance of private warrants |
$ — |
$ 1,253,228 |
|
Forgiveness of PPP Loan |
$ — |
$ 492,100 |
|
Issuance of Stonepeak and Evolve warrants |
$ — |
$ 30,234,000 |
|
Issuance of Stonepeak and Evolve options |
$ — |
$ 12,584,000 |
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