Greetings, welcome to the REE Automotive fourth quarter 2022 earnings conference call. As a reminder, this conference is being recorded. I would now like to turn the call over to Kamal Hamid, Vice President of Investor Relations. Thank you. You may begin.
Thank you, operator, and thank you all for joining our fourth quarter 2022 conference call. We hope that you have seen our press release and shareholder letter issued earlier this morning at investors.REE.auto. I would like to remind you that today's call may contain forward-looking statements. Any statements describing our beliefs, goals, plans, strategies, expectations, projections, forecasts, and assumptions are forward-looking statements. Please note that the company's actual results may be different from other anticipated by such forward-looking statements for a variety of reasons, many of which are beyond our control. Please refer to the company's Form 20-F, filed on March 28, 2022 with the Securities and Exchange Commission, which identifies principal risks and uncertainties that could affect our business, prospects, and future results. We assume no obligation to publicly update any forward-looking statements except as required by law.
In addition, we will be discussing or providing certain non-GAAP financial measures today, including non-GAAP net loss and non-GAAP operating expenses. Please see our shareholder letter for a reconciliation of these non-GAAP measures to the most directly comparable GAAP measures. Joining me today is our Co-Founder and CEO, Daniel Barel, Tali Miller, our Chief Business Officer, Josh Tech, our Chief Operating Officer, and Yaron Zaltsman, our incoming CFO, who will join the Q&A session. At this point, I would like to turn the call over to Daniel.
Hi, everybody. Thank you for joining us today. We're excited about the opportunities ahead of us. As we look to 2023 and beyond, we have further important milestones to achieve, including the completion of specification activities, the deliveries of initial vehicles, and the successful completion of the test fleet phase, which we expect will lead to receipt of additional orders. We continue to see a growing demand for our P7 product line from fleet, dealers, and OEMs, as we are selectively growing our customer base. We are prioritizing customers with significant market share in the US and that are pioneering the transition to electric vehicles. Since November 2022, we quadrupled our customer base from two to eight in different industries such as vehicle rental and leasing, shipping and logistics, and dealers.
In addition to their initial orders, we believe those customers have the potential to order significant volumes of vehicles. We are working closely with those customers who require a testing phase in order to optimize this important process and advance to fleet orders. Let me share some highlights with you. We achieved key development milestones in 2022, with total GAAP operating expenses of $127 million and non-GAAP operating expenses of $101 million on time and in line with budget. In addition, we delivered two different prototypes to a leading OEM for testing and validation. One of those vehicles is our P7-B, which is undergoing testing and customer evaluation, and the other is related to a long-term project. These efforts are being supported by our talented and dedicated tech team led by Ahishay Sardess, our Co-Founder and CTO.
As you have seen, we are expanding our go-to-market strategy. We now have direct sales to fleet and have begun building out a dealer network. We already have five authorized dealers in the U.S. who are accepting orders. I would like to thank Tali, our Chief Business Officer, and her team for their tireless efforts to build our order book and expand our go-to-market channels. With that, I would like to hand over the call to Tali. Tali?
Thank you, Daniel. Interest in our EV solutions continues to be robust as fleets, both large and small, seek to lower their carbon footprint and increase efficiency. We continue to conduct additional customer evaluations with prospective fleets, delivery, logistics, and e-commerce companies, as well as dealers in North America and other major markets around the world. Subsequent to the end of the fourth quarter of 2022, we started establishing a dealership network across the U.S. We have initially entered into an agreement with five authorized dealers: Future EV, Tom's Truck Center, Industrial Power & Truck Equipment, New England Truck Solutions, and SMI Truck Sales and Services. Each of these dealers have placed initial orders, which are included in our current order book. We will offer training to authorized dealers to certify technicians to provide service on REE vehicles, facilitating the adoption by fleet.
Existing orders include both the Powered by REE. Orders for the P7-B are for cab chassis configurations, while orders for Proxima Powered by REE are for stripped chassis and a full vehicle via our partnership with body upfitter, JB Poindexter & Co. Both the P7-B and Proxima Powered by REE leverage our P7 platform, which features full x-by-wire architecture.
Supporting all-wheel steer and drive, adaptive regenerative braking and torque vectoring as standard, as well as over-the-air updates. Our vehicle set a new standard in commercial EVs, offering the greatest interior space on a given footprint, optimized driver ergonomics, and ease of maneuverability. As we seek to further expand our dealer network in the U.S., we can now offer financing solutions to our dealers through an agreement with Mitsubishi HC Capital America to provide financing solutions to dealers in the REE network. The agreement is designed to streamline the process of obtaining the financing required for the purchase of REE vehicles. We expect to continue to deliver these test fleets in 2024, as well as to start converting these test fleets into scale orders in 2024 onwards, subject to successful testing and certification.
By bolstering direct sales activities to large fleet owners while also growing our network of dealers, REE now covers the channels through which medium-duty commercial vehicles are acquired. With that, let me turn the call over to Josh. Josh.
Having reached a production intent level, much of the intensive R&D and engineering spending is now complete, in part contributing to the significant decrease in planned cash spending from 2022 to 2023. We are now in the production and certification execution phase and are focused on passing the required testing of our x-by-wire technology. We are accumulating durability and validation miles according to plan to support the certification, which is expected to be completed in the second half of 2023. Reaching the production intent phase is an important step in our product maturity. As we continue our validation and verification protocols, we have ordered components for 25 P7 vehicles and submitted production forecasts with our suppliers for our main components through 2024.
During the fourth quarter of 2022, we commenced the build of the first batch of P7 production intent vehicles, which were completed subsequent to the quarter. As previously reported, we finalized the build-out of our integration center in the third quarter of 2022. All major equipment is in place, we have established a production capacity for 10,000 vehicle sets annually. During the fourth quarter of 2022, we validated the assembly process and dry cycled our modular production line comprised of 13 highly automated manufacturing cells. Our supply chain is now built out, including the recent announcement of Microvast as our battery supplier. We expect to begin deliveries to customers in the fourth quarter of 2023. We are targeting COGS breakeven in the low hundreds of vehicles.
We are also targeting Adjusted EBITDA breakeven in the low thousands of vehicles. In order to achieve that, we are working with our suppliers to optimize production tooling and bill of materials to further reduce the production cost required. We currently believe reaching these margin targets will require tooling investments, which we'll be able to invest as our business cycle and customer feedback evolves. Let me hand the call back to Daniel, who will take you through the financial and commercial outlook. Daniel.
Thanks, Josh. We ended 2022 with liquidity of $154 million and anticipated non-GAAP operating expenses of $70 million-$75 million in 2023, as we execute on a disciplined approach and CapEx-light model. We achieved key development milestones in 2022 on time and in line with budget, with total non-GAAP operating expenses of $101 million, total GAAP operating expenses of $127 million. GAAP net loss was $27.3 million in the fourth quarter of 2022, compared to $33.5 million in the third quarter of 2022, and $46.7 million in the fourth quarter of 2021. The decrease in GAAP net loss compared to the third quarter of 2022 is mainly driven by lower operating expenses, including transaction costs.
The year-over-year decrease in GAAP net loss is mainly attributed to lower income from remeasurement of warrants and lower share-based compensation expense. Non-GAAP net loss was $21.5 million in the fourth quarter of 2022, compared to $27.3 million in the third quarter of 2022, and $26 million in the fourth quarter of 2021. The decrease in non-GAAP net loss versus the third quarter of 2022 is mainly attributed to the decreased operating expenses, including transaction costs. The year-over-year decrease in non-GAAP net loss is primarily related to decrease of operating expense as the company shifts from ramping up its capabilities and market penetration for its commercial production into certification and testing. As of December 31st, 2022, the company had $153.6 million of liquidity, comprised of cash equivalents, and short-term investments and no debt.
The company anticipates it has sufficient liquidity to achieve initial production of its P7 platform and continue to advance other commercial activities set forth above. The P7 program is fully funded into commercialization. Our CapEx-light model is designed to support COGS breakeven in the low hundreds of vehicles and Adjusted EBITDA breakeven in the low thousands of vehicles. We carefully watch market conditions and explore options of raising debt or equity capital in the right form and time based on the progress in our business cycle and needs.
Before we open the call up for questions, I'd like to thank David Goldberg for his contribution in helping building out our finance team and to Hans Thomas for his dedication, support, and belief in our mission. I want to extend a very warm welcome to Yaron Zaltsman, who we're all excited to work with, and to our two new board members, Hicham Abdessamad and Ittamar Givton, who bring vast industry experience to REE. Operator, please open up the call for questions.
Thank you. As a reminder, to ask a question, please press star one one on your telephone and wait for your name to be announced. To withdraw your question, please press star one one again. Please stand by while we compile a Q&A roster. We will now take the first question. It comes from the line of Mike Shlisky from D.A. Davidson. Please go ahead. Your line is open.
Yes. Hi, good morning, and thanks for taking my question. Good afternoon if you're in Tel Aviv. I guess I wanted to ask about the orders that were in the release and in your comments today. You mentioned 35 vehicles were ordered. Is that reflective of, I guess, two things? One, is it just the dealers that have ordered those vehicles or are there other customers that have ordered them? Secondly, does that reflect the orders that your dealers are taking for the vehicles from the end users or just what they're asking for you for either demo or inventory reasons? I guess I expect a dealer to be ordering in the hundreds if not thousands of vehicles based on what other EVs have been getting from their initial dealer orders originally.
Just to kind of, you know, clarity on what's going on, what are some of the ins and outs of the order book, whether it's yours or from the dealers directly. Thank you.
Hi. Thank you. Good morning. I'll start by answering your first questions about the orders. Right as we said, since November 2022, we grew our order book from 3 to 35 firm orders. Those are the orders coming from eight customers, and that's compared to two that we had in November. Now these overall numbers represent a substantial growth, right? There's a much bigger and more important message here where, you know, each of those carefully chosen fleet logistics and dealers customers has the potential to order very large numbers of units, you know, for many years.
Assuming we receive certification and our platform perform to spec, which we believe it will, then it isn't a leap to see that how these customers can contribute to very robust order book in the near future. That of course is we expect to sign even more customers.
I guess I wanted to clarify if the 35 orders you have so far reflect what you expect to ship for the year? Maybe that's a simpler question. Are there more that might come later on, over the coming months that will also be shipped in 2023?
Can you repeat the question? I'm not sure I understood it.
Yeah. I just am curious whether the orders you've received that you mentioned, the 35, are reflective of your volume expectations for the full year, or might more orders come in over the next few months that will also ship this year?
No, that's a good question. What we're doing now is we're very, very carefully selecting our customer base. We're doing this on the basis of their market potential and of course their readiness to electrify. If they are fleet, the readiness to accept electric vehicles and if they are dealers, their ability and readiness to sell this to their customers. Because we're ramping up on production it's very important for us to prioritize how many orders and to which we're delivering first batches. We would most likely be interested in prioritizing significantly the first batches to certain customers that we believe have the highest potential of growing the business significantly, and we will be ramping up the capacity as we move forward.
Okay. Okay, I can follow up with that separately. Also you didn't mention it, you, as far as liquidity goes, you haven't filed your 10-K or 20-F for the year. Do you anticipate that document having a quote unquote going concern clause in it? Do you think with your orders you've got a good outlook for ample liquidity to fund the business throughout the entire 2023 year?
Yeah. Listen, we had $154 million on the balance sheet at the end of 2022, and we have no debt. As we mentioned, you know, like you just said on the shareholder, we're targeting a non-GAAP operating expense of between $70 million-$75 million for 2023, right? That's quite straightforward. If you keep in mind that our model is very capital light, so once we begin SOP, we believe that the vast majority of capital-intensive cash burn is over for the foreseeable future. Therefore, you know, as for additional capital, we carefully watch the market condition exploration for raising debt or equity capital in the right form and time. That's based on the progress of our business cycle and needs.
Got it. Maybe last one for me. We had the NTEA show last week. Booth looked great, looked pretty crowded in the booth. Could you maybe give us a sense as to how that might have gone in your view? Any new fleets coming in with some interesting interest there or any other use cases that came about as folks came in and out of your booth over at that show last week? Thank you.
Yeah. It has been, it's been quite a show. It has been very busy. As you just mentioned, we've seen a lot of interest in EV in general and in our products in particular. We see interest from, you know, large fleets, logistic companies and e-commerce as well as from dealers and also OEMs. As you know, at the risk of repeating myself, I'll say that it is extremely important for us to deliver those first deliveries spot on, right? To make sure that our deliveries are successful on time, on target, on spec to those customers, and prioritizing those who ordered and are waiting for the vehicles as we grow our ordering book more and more.
We take very seriously our commitment to deliver vehicles to our customers.
Fair enough. I'll pass it along. Thank you.
You're welcome.
Thank you. We will now take the next question. It comes from the line of Andres Sheppard from Cantor Fitzgerald. Please go ahead. Your line is open.
Hi. Good morning, everyone, or, good afternoon. Congrats on the quarter. Thanks for taking our question. Wanted to maybe start off by just following up on that question about liquidity, right? So $140, excuse me, $154 million funded through or into commercialization. I'm wondering, you know, how are you thinking about your capital needs following that, right? You know, particularly as you begin to ramp up orders and ramp up production, you know, how are you thinking about future capital need plans after entering commercialization? Thank you.
Yeah. Hi, good morning. Right. Again, like you said, there's $154 on the balance sheet at the end of 2022, and we don't have debt. Yes, we think we have sufficient liquidity to take the P7 platform into commercialization and continue to advance the other commercial projects. We would be looking, I mean, in the market, we would be exploring opportunities and options for raising, I don't know, debt and equity capital. It needs to be in the right form and time. That's again, we're gonna base this on the business cycle and needs. As we go further into the year, we'll have more visibility into, you know, the order group, the production and ramp up, et cetera. Yeah.
Got it. Okay. Thank you, Daniel. Maybe as a follow-up, was just wondering, this is a bit more of a macro question. Curious if you can maybe comment on what you're seeing from supply chain disruptions. You know, obviously that's been persistent in the industry, you know, over the last, you know, year or so if not more. What kind of, you know, what trends are you seeing in that supply chain? Do you expect those disruptions to continue? If so, to what extent? What can kind of be put in place to try to mitigate some of those disruptions? Thank you.
Yeah. Another good one. Listen, macro is always a factor, right? In fact, it's possible that if the macro was different really, and basically the whole EV ecosystem, we could have seen a much faster, steeper growth. You know, that being said, based on our conversation with large customers, for example, we see obviously nothing that will derail the electrification of global delivery fleets. Luckily for us, our capital light strategy and modular approach will allow us flex our production quickly as adoption accelerates. Importantly, I mean, we believe our modest cash burn compared to some of our other competitors, will allow us to be one of the beneficiaries of this huge multi-decade trend.
On the supply side, as we said, we have a steady supply chain where we are monitoring, you know, the disturbance within the supply chain. We're having multiple suppliers where it makes sense to make sure that we have ample supply to what we need. We currently do not see a significant disturbance that we cannot change in that supply chain. I think maybe Josh wanna add something on that.
Thanks, Daniel. I mean, guys, let's look at it like this. I mean, in the end, we're starting to build the first delivery vehicles, and we said we ordered 25 sets for 25 for this year, right? Obviously, those are small numbers in the grand scheme of things. Then as we ramp through the hundreds and thousands. In the near future, we see no issues at all with the supply. I mean, it's. Hopefully as we ramp through the thousands, that the concerns alleviate even more from the industry.
Wonderful. Thank you both. Congrats again on the quarter. I'll pass it on. Thank you.
Thanks.
Thank you. As a reminder, if you wish to ask a question, please press star one and one on your telephone. That's star one and one if you wish to ask a question. We will now take the next question. It comes from the line of Jeff Osborne from Cowen and Company. Please go ahead. Your line is open.
Yeah, good morning, Daniel. A couple quick questions on my side. I was wondering if you could give us an update on the homologation progress of the Proxima and the P7-B, what you accomplished this quarter and, you know, what the outlook looks like over the next quarter or two as you start deliveries in Q4?
Sure. I think Josh, do you wanna take this maybe, and I'll complete?
Yeah, sure. So we are on track for homologation activities. Like we said, we've, we're looking to build our winter test vehicles and ship them up immediately. That's happening soon. Then complete first our X-by-wire validation, and then completed by the rest of the vehicle. That's slated for the second half of the year. We see no roadblocks doing that at the moment at all.
Josh, is that separately for the P7-B and the Proxima, or are you doing those concurrently?
The, if you think about it, the x-by-wire is, it's the same system, so we'll do those concurrently. We do each chassis separately. But they're relatively on the same timeline. Both are set for the second half of the year to be completed.
Got it. The comment, Josh, that you made about the 25 order, unit order for, you know, the parts and components for the second half of the year, what is the lead time for that? Like, if there was demand for 50, could you do that within 3-4 months, or do you have to give your supply base 6 months lead time just given the low volume and probably more manual involvement? I'm just curious on that front.
Yeah, we have that planned out based on the lead times. There's no issue there at all. I mean, if you think about it, those orders are gonna cover the vehicles we need for homologation and testing for both the Proxima and the P7, the P7 platform, the P7-B, and then of course the first vehicles to be delivered. The planned supply chain is there's no issue with what we're planning versus the build plan at the moment.
Got it. If I could just squeeze in two more. If Tali had to pick one variable that's leading to the demand, you know in your pitch, you highlight 10 to 15 different reasons why you think your solution is better than the incumbent. You know, whether it's turning radius, payload, et cetera, what would be the one variable that is exciting people to wanna deal with you folks?
Yeah. Hi. I think the most important element that customers are looking for is the TCO, if I need to pick one. The cost of ownership.
Got it. The last question I had is just at the show last week that you folks were at, there was a lot of, I would say, anxiety around charging and infrastructure availability. Are you starting to work with the eight customers on, you know, what their solutions are and ensuring that that's on time, in terms of charging capacity so that they can take delivery of these vehicles? Or are you letting them do that, separately with outside of your involvement?
Yeah. You know, as we said before, we've partnered with Hitachi America on that to provide among others, a charging infrastructure for our partners, those who need some. Some come with other requirements and some we provide. You're touching on the right point, right? Because it's. In order to transition a fleet to an EV, there is a lot of infrastructure that is needed. It's not only, by the way, it's just the charging. It's also if you have enough power near you that you can draw, you know, in terms of the needs of the fleet. We're working closely to optimize those.
Got it. I appreciate it, Daniel. Thanks so much.
Sure.
Thank you. There are no further questions at this time. I would like to hand back over to the speakers for final remarks.
Yeah. I wanna thank the Ree Team for doing a really good job in 2022 in accomplishing a lot of things that are very, very difficult to do, and we are all very, very proud of them. I wanna say thank you to all of them. Thank you all for joining our call today.
That does conclude our conference for today. Thank you for participating. You may all disconnect.
Thank you.