Investor Conference Call to be Held Today at
5:00 PM Eastern Time (2:00 PM PT)
SAN
DIEGO, March 28, 2024 /PRNewswire/ -- Nuvve
Holding Corp. (Nuvve) (Nasdaq: NVVE), a green energy technology
company that provides a globally-available, commercial
vehicle-to-grid (V2G) technology platform designed to enable
electric vehicle (EV) batteries to store and resell unused energy
back to the local electric grid and provides other grid services,
today provided a fourth quarter and full-year 2023 update.
Fourth Quarter Highlights and
Recent Developments
- Increased megawatts under management by 18.4% to 25.1 megawatts
as of December 31, 2023, from 21.2
megawatts on September 30, 2023;
growth accelerated further in October with record deployments
- Reduced cash operating loss in the fourth quarter 2023 to
$6.5 million versus $7.7 million in the fourth quarter 2022
- Cash and cash equivalents of $1.5
million as of December 31,
2023, and in January 2024
raised an additional $9.6 million in
gross proceeds through an underwritten public offering
- Announced RFP award with partner e-Formula to build
Taiwan's first electric vehicle
V2G hub
- Launched a dedicated website containing additional information,
customer resources and the latest updates on its ongoing projects
at www.nuvvev2ghubs.com, as Nuvve's proprietary V2G hub offering
continues to gain momentum
Management Discussion
Gregory Poilasne, Chief Executive Officer of Nuvve, said, "In
2023 we made important progress accelerating the next phase of
scaling our business and positioning Nuvve for growth. Our focus on
executing our strategy and continuing to implement cost savings
initiatives together allowed us to deliver results in line with our
expectations for the full year. To ensure we are operating from a
position of strength, we continue to take steps to bolster our
financial foundation, including our recent capital raise of
$9.6 million. Looking ahead, we are
excited by the strong momentum in our V2G hub offering, which is
receiving strong positive feedback from both current and
prospective customers. We continue to believe this will be a major
growth opportunity for Nuvve and are excited to share more about
our current projects and the future of this offering in the coming
quarters. Looking ahead, we are confident that the steps we are
taking today laying the groundwork for continued expansion and
value creation in 2024 and beyond."
2023 Fourth Quarter Financial
Review
Total revenue was $1.64 million
for the three months ended December 31,
2023, compared to $1.15
million for the three months ended December 31, 2022, an increase of $0.50 million, or 43.4%. The increase is
attributed to a $0.27 million
increase in products revenue and a $0.17
million increase in services revenue due to higher customers
sales orders and shipments, and an increase of $0.07 million in grants. Products and services
revenue for the three months ended December
31, 2023 consisted of sales of DC and AC Chargers of about
$1.05 million, grid services revenue
of $0.20 million, and engineering
services of $0.27
million.
Cost of product and service revenues for the three months ended
December 31, 2023, increased by
$0.4 million to $1.2 million, or 57.1%, compared to $0.7 million for the three months ended
December 31, 2022 due to higher
customers sales orders and shipments. Products and services margins
for the three months ended December 31,
2023 decreased by 8.7% to 24.0%, compared to 32.7% for the
same prior year period. Margin was negatively impacted mostly by a
higher mix of hardware charging stations sales and a lower mix of
engineering services.
Selling, general and administrative expenses consist of selling,
marketing, payroll, administrative, finance, and professional
expenses. Selling, general and administrative expenses were
$5.9 million for the three months
ended December 31, 2023, as compared to $7.2 million
for the three months ended December 31, 2022, a decrease of
$1.2 million, or 17.3%. The
decrease during the three months ended December 31, 2023 was
primarily attributable to decreases in compensation expenses of
$0.5 million, including share-based
compensation, decreases in insurance related expenses of expenses
of $0.2 million, decreased in
professional fees related to an annual audit of $0.2 million, decreases in travel related
expenses of $0.3 million, partially
offset by increases in software subscription expenses of
$0.2 million, and legal expenses of
$0.4 million. Expenses resulting from
the consolidation of Levo's activities during the three months
ended December 31, 2023, accounted for $0.6 million of the decrease in selling, general
and administrative expenses.
Research and development expenses was flat at $2.0 million for the three months ended
December 31, 2023 and 2022, respectively. Research and
development expenses during the three months ended
December 31, 2023 and 2022, were primarily attributable to
compensation expenses and subcontractor expenses used to
advance Nuvve's platform functionality and integration with more
vehicles.
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)
decreased by $0.90 million of income,
from $1.04 million of other income
for the three months ended December 31, 2022, to $0.13 million in other income for the three
months ended December 31, 2023. The decrease during the three
months ended December 31, 2023 was primarily attributable to
the change in fair value of the warrants liability and derivative
liability.
Net loss decreased by $0.4 million
from net loss of $7.7 million for the
three months ended December 31, 2022, to $7.3 million of net loss for the three months
ended December 31, 2023. The decrease in net loss was
primarily due to a decrease in other income of $0.9 million, and a decrease in operating
expenses of $0.8 million, and
increase in revenue of $0.50 million,
for the above aforementioned reasons.
Net Loss Attributable to Non-Controlling
Interest
Net loss attributable to non-controlling interest was
$0.04 million and $0.08 million for the three months ended
December 31, 2023 and 2022, respectively.
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 entity in which we are
the primary beneficiary. Accordingly, we consolidated Levo and
recorded a non-controlling interest for the share of Levo owned by
Stonepeak and Evolve during the three months ended December 31, 2023 and 2022.
Megawatts Under Management
Megawatts under management refers to the potential available
charging capacity Nuvve is currently managing around the world.
Conference Call Details
Nuvve will hold a conference call to review its financial
results for the fourth quarter of 2023, along with other company
developments at 5:00 PM Eastern Time
(2:00 PM PT) today, Thursday, March 28, 2024.
To participate in the call, please register for and listen via a
live webcast, which is available in the 'Events' section of Nuvve's
investor relations website at https://investors.nuvve.com/. In
addition, a replay of the call will be made available for future
access.
About Nuvve Holding Corp.
Nuvve Holding Corp. (Nasdaq: NVVE) is leading the
electrification of the planet, beginning with transportation,
through its intelligent energy platform. Combining the world's most
advanced vehicle-to-grid (V2G) technology and an ecosystem of
electrification partners, Nuvve dynamically manages power among
electric vehicle (EV) batteries and the grid to deliver new value
to EV owners, accelerate the adoption of EVs, and support the
world's transition to clean energy. By transforming EVs into mobile
energy storage assets and networking battery capacity to support
shifting energy needs, Nuvve is making the grid more resilient,
enhancing sustainable transportation, and supporting energy equity
in an electrified world. Since its founding in 2010, Nuvve has
successfully deployed V2G on five continents and offers turnkey
electrification solutions for fleets of all types. Nuvve is
headquartered in San Diego,
California, and can be found online at nuvve.com.
Nuvve and associated logos are among the trademarks of Nuvve
and/or its affiliates in the United
States, certain other countries and/or the EU. Any other
trademarks or trade names mentioned are the property of their
respective owners.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking statements or
forward-looking information within the meaning of the U.S. Private
Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of forward-looking terms
such as "may," "will," "expects," "believes," "aims,"
"anticipates," "plans," "looking forward to," "estimates,"
"projects," "assumes," "guides," "targets," "forecasts,"
"continue," "seeks" or the negatives of such terms or other
variations on such terms or comparable terminology, although not
all forward-looking statements contain such identifying words.
Forward-looking statements include, but are not limited to,
statements concerning Nuvve's expectations, plans, intentions,
strategies, prospects, business plans, product and service
offerings, new deployments, potential project successes, expected
timing of recently announced projects, anticipated growth of
various business areas and other statements that are not historical
facts. Nuvve cautions you that these forward-looking statements are
subject to numerous risks and uncertainties, most of which are
difficult to predict and many of which are beyond the control of
Nuvve. Such statements are based upon the current beliefs and
expectations of management and are subject to significant risks and
uncertainties that could cause actual outcomes and results to
differ materially. Some of these risks and uncertainties can
be found in Nuvve's most recent Annual Report on Form 10-K and
subsequent periodic reports filed with the Securities and Exchange
Commission (SEC). Copies of these filings are available online at
www.sec.gov, https://investors.nuvve.com or on request from Nuvve.
These factors should not be construed as exhaustive and should be
read in conjunction with the other cautionary statements that are
included in the Nuvve's filings with the SEC. Such forward-looking
statements speak only as of the date made, and Nuvve disclaims any
intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise. Readers of this press release are cautioned not to
place undue reliance on these forward-looking statements, since
there can be no assurance that these forward-looking statements
will prove to be accurate. This cautionary statement is applicable
to all forward-looking statements contained in this press
release.
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
investorrelations@nuvve.com
+1 (619) 483-3448
Nuvve Press Contacts
press@nuvve.com
+1 (619) 483-3448
FINANCIAL TABLES FOLLOW
|
NUVVE HOLDING CORP.
AND SUBSIDIARIES
CONSOLIDATED BALANCE
SHEETS
(Unaudited)
|
|
|
December 31,
2023
|
|
December 31,
2022
|
|
Assets
|
|
|
|
|
Current
Assets
|
|
|
|
|
Cash
|
$
1,534,660
|
|
$
15,753,896
|
|
Restricted
cash
|
480,000
|
|
480,000
|
|
Accounts receivable,
net
|
1,724,899
|
|
1,090,467
|
|
Inventories
|
5,889,453
|
|
11,551,831
|
|
Prepaid
expenses
|
994,719
|
|
1,487,582
|
|
Deferred
costs
|
1,667,602
|
|
1,171,262
|
|
Other current
assets
|
751,412
|
|
314,528
|
|
Total Current
Assets
|
13,042,745
|
|
31,849,566
|
|
Property and equipment,
net
|
766,264
|
|
636,944
|
|
Intangible assets,
net
|
1,202,203
|
|
1,341,640
|
|
Investment in equity
securities
|
670,951
|
|
1,670,951
|
|
Investment in
leases
|
112,255
|
|
97,054
|
|
Right-of-use operating
lease assets
|
4,839,526
|
|
5,305,881
|
|
Financing
receivables
|
288,872
|
|
288,872
|
|
Security deposit,
long-term
|
27,690
|
|
8,682
|
|
Total
Assets
|
$
20,950,506
|
|
$
41,199,590
|
|
|
|
|
|
Liabilities,
Mezzanine Equity and Stockholders' Equity
|
|
|
|
|
Current
Liabilities
|
|
|
|
|
Accounts
payable
|
$
1,694,325
|
|
$
2,390,422
|
|
Accrued
expenses
|
4,632,101
|
|
3,347,399
|
|
Deferred
revenue
|
1,030,056
|
|
1,221,497
|
|
Operating lease
liabilities - current
|
856,250
|
|
824,326
|
|
Other
liabilities
|
105,141
|
|
113,844
|
|
Total Current
Liabilities
|
8,317,873
|
|
7,897,488
|
|
|
|
|
|
Operating lease
liabilities - noncurrent
|
4,646,383
|
|
5,090,170
|
|
Warrants
liability
|
4,621
|
|
220,884
|
|
Derivative liability -
non-controlling redeemable preferred shares
|
309,728
|
|
359,225
|
|
Other long-term
liabilities
|
681,438
|
|
393,179
|
|
Total
Liabilities
|
13,960,043
|
|
13,960,946
|
|
|
|
|
|
Commitments and
Contingencies
|
|
|
|
|
Mezzanine
equity
|
|
|
|
|
Redeemable
non-controlling interests, preferred shares, zero par value,
1,000,000 shares authorized, 3,138 shares issued and outstanding at
December 31, 2023 and December 31, 2022; aggregate
liquidation preference of $3,750,201 and $3,464,606 at
December 31, 2023 and December 31, 2022,
respectively.
|
4,193,629
|
|
3,547,765
|
|
Class D Incentive
units, zero par value, 1,000,000 units authorized, 50,000 and
250,000 units issued and outstanding at December 31, 2023 and
December 31, 2022, respectively.
|
216,229
|
|
445,479
|
|
Stockholders'
Equity
|
|
|
|
|
Preferred stock,
$0.0001 par value, 1,000,000 shares authorized; zero shares
issued and outstanding at December 31, 2023 and
December 31, 2022, respectively
|
—
|
|
—
|
|
Common stock, $0.0001
par value, 100,000,000 shares authorized; 1,246,589 and 606,804
shares issued and outstanding at December 31, 2023 and
December 31, 2022, respectively
|
5,927
|
|
2,427
|
|
Additional paid-in
capital
|
155,615,962
|
|
144,073,505
|
|
Accumulated other
comprehensive income
|
93,676
|
|
76,182
|
|
Accumulated
deficit
|
(148,240,859)
|
|
(116,956,528)
|
|
Nuvve Holding Corp.
Stockholders' Equity
|
7,474,706
|
|
27,195,586
|
|
Non-controlling
interests
|
(4,894,101)
|
|
(3,950,186)
|
|
Total Stockholders'
Equity
|
2,580,605
|
|
23,245,400
|
|
Total Liabilities,
Mezzanine equity and Stockholders' Equity
|
$
20,950,506
|
|
$
41,199,590
|
|
NUVVE HOLDING CORP.
AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF OPERATIONS
(Unaudited)
|
|
|
Three Months Ended
December 31,
|
|
Years Ended December
31,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
|
Revenue
|
|
|
|
|
|
|
|
|
Products
|
$ 1,062,094
|
|
$
795,421
|
|
$
5,843,187
|
|
$ 4,129,246
|
|
Services
|
474,908
|
|
308,904
|
|
2,162,218
|
|
784,710
|
|
Grants
|
107,675
|
|
42,611
|
|
326,757
|
|
459,427
|
|
Total
revenue
|
1,644,677
|
|
1,146,936
|
|
8,332,162
|
|
5,373,383
|
|
Operating
expenses
|
|
|
|
|
|
|
|
|
Cost of
products
|
766,255
|
|
494,888
|
|
5,804,011
|
|
3,609,461
|
|
Cost of
services
|
401,844
|
|
248,507
|
|
1,177,333
|
|
587,327
|
|
Selling, general, and
administrative
|
5,943,574
|
|
7,189,826
|
|
24,694,693
|
|
30,115,571
|
|
Research and
development
|
1,981,189
|
|
1,955,033
|
|
8,761,400
|
|
7,976,568
|
|
Total operating
expenses
|
9,092,862
|
|
9,888,254
|
|
40,437,437
|
|
42,288,927
|
|
|
|
|
|
|
|
|
|
Operating
loss
|
(7,448,185)
|
|
(8,741,318)
|
|
(32,105,275)
|
|
(36,915,544)
|
|
Other income
|
|
|
|
|
|
|
|
|
Interest income,
net
|
2,988
|
|
87,026
|
|
108,182
|
|
134,579
|
|
Change in fair value
of warrants liability
|
71,654
|
|
772,762
|
|
216,263
|
|
11,986,462
|
|
Change in fair value of
derivative liability
|
(24,088)
|
|
172,032
|
|
49,497
|
|
152,723
|
|
Other, net
|
79,991
|
|
3,619
|
|
436,146
|
|
85,074
|
|
Total other income,
net
|
130,545
|
|
1,035,439
|
|
810,088
|
|
12,358,838
|
|
Loss before
taxes
|
(7,317,640)
|
|
(7,705,879)
|
|
(31,295,187)
|
|
(24,556,706)
|
|
Income tax
expense
|
1,600
|
|
800
|
|
1,600
|
|
800
|
|
Net loss
|
$
(7,319,240)
|
|
$
(7,706,679)
|
|
$
(31,296,787)
|
|
$
(24,557,506)
|
|
Less: Net loss
attributable to non-controlling interests
|
(35,495)
|
|
(78,978)
|
|
(12,456)
|
|
(538,841)
|
|
Net loss attributable
to Nuvve Holding Corp.
|
$
(7,283,745)
|
|
$
(7,627,701)
|
|
$
(31,284,331)
|
|
$
(24,018,665)
|
|
Less: Preferred
dividends on redeemable non-controlling interests
|
73,533
|
|
67,933
|
|
285,595
|
|
263,846
|
|
Less: Accretion on
redeemable non-controlling interests preferred shares
|
161,466
|
|
161,466
|
|
645,864
|
|
645,866
|
|
Net loss attributable
to Nuvve Holding Corp. common stockholders
|
$
(7,518,744)
|
|
$
(7,857,100)
|
|
$
(32,215,790)
|
|
$
(24,928,377)
|
|
|
|
|
|
|
|
|
|
Net loss per share
attributable to Nuvve Holding Corp. common stockholders, basic and
diluted
|
$
(6.98)
|
|
$
(13.12)
|
|
$
(40.36)
|
|
$
(47.55)
|
|
|
|
|
|
|
|
|
|
Weighted-average
shares used in computing net loss per share attributable to Nuvve
Holding Corp. common stockholders, basic and diluted
|
1,077,111
|
|
598,884
|
|
798,269
|
|
524,297
|
|
NUVVE HOLDING CORP
AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF COMPREHENSIVE LOSS
(Unaudited)
|
|
|
Three Months Ended
December 31,
|
|
Years Ended December
31,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
|
Net income
(loss)
|
$
(7,319,240)
|
|
$
(7,706,679)
|
|
$
(31,296,787)
|
|
$
(24,557,506)
|
|
Other comprehensive
income (loss), net of taxes
|
|
|
|
|
|
|
|
|
Foreign currency
translation adjustments, net of taxes
|
(10,863)
|
|
64,033
|
|
17,494
|
|
(37,264)
|
|
Total Comprehensive
income (loss)
|
$
(7,330,103)
|
|
$
(7,642,646)
|
|
$
(31,279,293)
|
|
$
(24,594,770)
|
|
Less: Comprehensive
income (loss) attributable to non-controlling interests, net
taxes
|
(35,495)
|
|
(78,978)
|
|
(12,456)
|
|
(538,841)
|
|
Comprehensive income
(loss) attributable to Nuvve Holding Corp.
|
$
(7,294,608)
|
|
$
(7,563,668)
|
|
$
(31,266,837)
|
|
$
(24,055,929)
|
|
Less: Preferred
dividends on redeemable non-controlling interests
|
(73,533)
|
|
(67,933)
|
|
(285,595)
|
|
263,846
|
|
Less: Accretion on
redeemable non-controlling interests preferred shares
|
(161,466)
|
|
(161,466)
|
|
(645,864)
|
|
(645,866)
|
|
Comprehensive income
(loss) attributable to Nuvve Holding Corp. common
stockholders
|
$
(7,059,609)
|
|
$
(7,334,269)
|
|
$
(30,335,378)
|
|
$
(23,146,217)
|
|
NUVVE HOLDING CORP.
AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
|
Years Ended December
31,
|
|
2023
|
|
2022
|
|
Operating
activities
|
|
|
|
|
Net loss
|
$
(31,296,787)
|
|
$
(24,557,506)
|
|
Adjustments to
reconcile to net loss to net cash used in operating
activities
|
|
|
|
|
Depreciation and
amortization
|
396,210
|
|
289,536
|
|
Share-based
compensation
|
4,107,634
|
|
5,234,878
|
|
Change in fair value
of warrants liability
|
(216,263)
|
|
(11,986,462)
|
|
Change in fair value
of derivative liability
|
(49,497)
|
|
(152,723)
|
|
Gains on the from the
sale of investments securities
|
(325,155)
|
|
—
|
|
Loss on disposal of
asset
|
862
|
|
—
|
|
Noncash lease
expense
|
476,208
|
|
421,183
|
|
Change in operating
assets and liabilities
|
|
|
|
|
Accounts
receivable
|
(634,432)
|
|
763,302
|
|
Inventory
|
5,445,390
|
|
(433,644)
|
|
Prepaid expenses and
other assets
|
(447,604)
|
|
(2,072,001)
|
|
Accounts
payable
|
(696,098)
|
|
(3,346,937)
|
|
Accrued expenses and
other liabilities
|
2,191,845
|
|
1,340,918
|
|
Deferred
revenue
|
(206,641)
|
|
417,481
|
|
Net cash used in
operating activities
|
(21,254,328)
|
|
(34,081,975)
|
|
Investing
activities
|
|
|
|
|
Purchase of property
and equipment
|
(188,433)
|
|
(438,045)
|
|
Investments in equity
securities
|
—
|
|
(1,000,000)
|
|
Proceeds from sale of
investments in equity securities
|
1,325,155
|
|
—
|
|
Net cash provided by
(used in) investing activities
|
1,136,722
|
|
(1,438,045)
|
|
Financing
activities
|
|
|
|
|
Payment of finance
lease obligations
|
(8,140)
|
|
(9,691)
|
|
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
|
4,986,300
|
|
13,069,815
|
|
Proceeds from common
stock offering, net of offering costs
|
884,586
|
|
3,763,494
|
|
Proceeds from exercise
of stock options
|
—
|
|
245,748
|
|
Net cash provided by
financing activities
|
5,862,746
|
|
19,063,624
|
|
Effect of exchange rate
on cash
|
35,624
|
|
(50,228)
|
|
Net increase
(decrease) in cash and restricted cash
|
(14,219,236)
|
|
(16,506,624)
|
|
Cash and restricted
cash at beginning of year
|
16,233,896
|
|
32,740,520
|
|
Cash and restricted
cash at end of year
|
$
2,014,660
|
|
$
16,233,896
|
|
|
|
|
|
Supplemental
Disclosure of cash information:
|
|
|
|
|
Cash paid for income
taxes
|
$
—
|
|
$
—
|
|
|
|
|
|
|
|
|
|
Supplemental
Disclosure of Noncash Investing Activity
|
|
|
|
|
Transfer of inventory
to property and equipment
|
216,988
|
|
—
|
|
|
|
|
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SOURCE Nuvve Holding Corp.
