Solid Power Inc
For the period ended Mar 31, 2024. Filed May 8, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2024 · Filed May 8, 2024
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Table of Contents
| | | |
|---|---|---|
| PART I. FINANCIAL INFORMATION | | |
| Item 1. | Financial Statements | 5 |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 17 |
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 21 |
| Item 4. | Controls and Procedures | 21 |
| | | |
| PART II. OTHER INFORMATION | | |
| Item 1. | Legal Proceedings | 21 |
| Item 1A. | Risk Factors | 21 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 22 |
| Item 6. | Exhibits | 23 |
| | | |
| Signatures | | 24 |
GLOSSARY OF DEFINED TERMS
| Term | | Definition |
|---|---|---|
| 2014 Plan | | Solid Power, Inc. 2014 Equity Incentive Plan |
| 2021 Plan | | Solid Power, Inc. 2021 Equity Incentive Plan |
| Ah | | Ampere hour |
| BMW | | BMW of North America LLC |
| Board | | The Board of Directors of Solid Power, Inc. |
| Electrolyte Supply Agreement | | Electrolyte Supply Agreement, dated January 10, 2024, between Solid Power Operating, Inc. and SK On |
| ESPP | | Solid Power, Inc. 2021 Employee Stock Purchase Plan |
| EV | | Battery electric vehicle |
| EV cells | | Prototype cell formats between 60 and 100 Ah |
| Exchange Act | | Securities Exchange Act of 1934, as amended |
| GAAP | | U.S. generally accepted accounting principles |
| JDA | | Joint development agreement |
| Line Installation Agreement | | Line Installation Agreement, dated January 10, 2024, among Solid Power Korea Co., Ltd., SK On, and, for the limited purposes of Section 12.16 of the Line Installation Agreement, Solid Power |
| OEM | | Automotive original equipment manufacturers |
| Private Placement Warrants | | Warrants sold in a private placement as part of our initial public offering or acquired through a conversion of a working capital loan |
| Public Warrants | | Our publicly-traded warrants |
| R&D License Agreement | | Research and Development Technology License Agreement, dated January 10, 2024, between Solid Power Operating, Inc. and SK On |
| Report | | This Quarterly Report on Form 10-Q |
| RSU | | Restricted stock unit |
| SEC | | Securities and Exchange Commission |
| SK On | | SK On Co., Ltd. |
| SK On Agreements | | Electrolyte Supply Agreement, Line Installation Agreement, and R&D License Agreement, collectively |
| Solid Power / the Company / we / us / our | | Solid Power, Inc., a Delaware corporation (f/k/a Decarbonization Plus Acquisition Corporation III) |
| SP1 | | Our Louisville, Colorado facility, which we primarily use for cell production, research and development, and quality control |
| SP2 | | Our Thornton, Colorado facility, which we primarily use for pilot production of electrolyte, research and development, quality control, and general office space |
| Warrants | | Private Placement Warrants and Public Warrants |
Cautionary Note Regarding Forward-Looking Statements
This Report contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve risks and uncertainties. We have based these forward-looking statements on our current expectations and projections about future events. All statements, other than statements of present or historical fact included in this Report, regarding our future financial performance and our strategy, expansion plans, market opportunity, future operations, future operating results, estimated revenues or losses, projected costs, prospects, plans, and objectives of management are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “will,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “continue,” “project,” or the negative of such terms or other similar expressions. These forward-looking statements are subject to known and unknown risks, uncertainties, and assumptions about us that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by such forward-looking statements. Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this Report. We caution you that the forward-looking statements contained herein are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond our control.
In addition, we caution you that the forward-looking statements regarding the Company contained in this Report are subject to the following factors:
| ● | risks relating to the uncertainty of the success of our research and development efforts, including our ability to achieve the technological objectives or results that our partners require, and our ability to commercialize our technology in advance of competing technologies; |
| ● | rollout of our business plan and the timing of expected business milestones; |
| ● | risks relating to the non-exclusive nature of our OEM and other partner relationships and our ability to manage these business relationships; |
| ● | our ability to negotiate and execute commercial agreements with our partners on commercially reasonable terms; |
| ● | our ability to protect and maintain our intellectual property, including in jurisdictions outside of the United States; |
| ● | broad market adoption of EVs and other technologies where we are able to deploy our technology, if developed successfully; |
| ● | our success attracting and retaining our executive officers, key employees, and other qualified personnel; |
| ● | changes in applicable laws or regulations; |
| ● | risks relating to our information technology infrastructure and data security breaches; |
| ● | risks relating to our status as a research and development stage company with a history of financial losses with an expectation of incurring significant expenses and continuing losses for the foreseeable future; |
| ● | our ability to secure government contracts and grants and the availability of government subsidies and economic incentives; |
| ● | delays in the construction and operation of additional facilities; |
| ● | risks relating to other economic, business, or competitive factors in the United States and other jurisdictions, including supply chain interruptions and changes in market conditions, and our ability to manage these risks and uncertainties; and |
| ● | those factors discussed in “Part I, Item 1A. Risk Factors” in our 2023 Form 10-K, as such description may be updated or amended in future filings we make with the SEC. |
We caution you that the foregoing list does not contain all of the risks or uncertainties that could affect the Company.
You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Report primarily on our current expectations and projections about future events and trends that we believe may affect our business, operating results, financial condition and prospects. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors, including those described in “Part I, Item 1A. Risk Factors” in our 2023 Form 10-K, as such description may be updated or amended in future filings we make with the SEC. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Report. We cannot assure you that the results, events, and circumstances reflected in the forward-looking statements will be achieved or occur, and actual results, events, or circumstances could differ materially from those described in the forward-looking statements.
Neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. Moreover, the forward-looking statements made in this Report relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this Report to reflect events or circumstances after the date of this Report or to reflect new information or the occurrence of unanticipated events, except as required by law. You should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments we may make.
TRADEMARKS** **
Our logo and trademark appearing in this Report and the documents incorporated by reference herein are our property. This document and the documents incorporated by reference herein contains references to trademarks and service marks belonging to other entities. Solely for convenience, trademarks and trade names referred to in this Report may appear without the ® or TM symbols, but such references are not intended to indicate, in any way, that the applicable licensor will not assert, to the fullest extent under applicable law, its rights to these trademarks and trade names. We do not intend our use or display of other companies’ trade names, trademarks, or service marks to imply a relationship with, or endorsement or sponsorship of it by, any other companies.
MARKET AND INDUSTRY DATA
We obtained the industry and market data used throughout this Report or any documents incorporated herein by reference from our own internal estimates and research, as well as from independent market research, industry and general publications and surveys, governmental agencies, publicly available information, and research, surveys, and studies conducted by third parties. Internal estimates are derived from publicly available information released by industry analysts and third-party sources, our internal research, and our industry experience and are based on assumptions made by us based on such data and our knowledge of our industry and market, which we believe to be reasonable. In some cases, we do not expressly refer to the sources from which this data is derived. In addition, while we believe the industry and market data included in this Report or any documents incorporated herein by reference is reliable and based on reasonable assumptions, such data involve material risks and other uncertainties and is subject to change based on various factors, including those discussed in the section entitled “Risk Factors.” These and other factors could cause results to differ materially from those expressed in the estimates made by the independent parties or by us.
INFORMATION ABOUT SOLID POWER
We use our website (www.solidpowerbattery.com) and various social media channels (e.g., Solid Power, Inc. on LinkedIn) as a means of disclosing information about Solid Power and our products to our customers, investors, and the public. The information posted on our website and social media channels is not incorporated by reference in this Report or in any other report or document we file with the SEC. Further, references to our website URLs are intended to be inactive textual references only. The information we post through these channels may be deemed material. Accordingly, investors should monitor these channels, in addition to following our press releases, SEC filings, and public conference calls and webcasts. In addition, you may automatically receive e-mail alerts and other information about Solid Power when you enroll your e-mail address by visiting the “Investor Email Alerts” section of our website athttps://ir.solidpowerbattery.com. Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to reports filed pursuant to Sections 13(a) and 15(d) of the Exchange Act are filed with the SEC. These reports and other information we file with the SEC are available free of charge at https://www.solidpowerbattery.com/investor-relations/financials/sec-filings when such reports are available on the SEC’s website.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.