NÜRTINGEN, Germany & OSLO, Norway--(BUSINESS WIRE)--ADS-TEC Energy (NASDAQ: ADSE), a global leader in battery-buffered, ultra-fast charging technology, today announced the signing of a definitive agreement for a private investment by Svelland Capital, a distinguished and highly-ranked investment company in the energy sector. The private placement is expected to close on December 28, 2023, subject to customary closing conditions. “Svelland Capital has extensive experience, and we are proud that another ex ...

Financial Data and Key Metrics Changes - Full-year revenue for 2022 was €26.4 million, down €6.6 million from €33 million in 2021, primarily due to lower sales in the U.S. and supply chain pressures [23][24][25] - Gross profit for 2022 was negative €4.5 million, a decline from negative €2.3 million in 2021, attributed to higher supply chain costs and lower output [25] - Operating result for 2022 was negative €36.4 million, compared to negative €18.6 million in 2021 [27] - Cash balance decreased to €34.4 million from €101.8 million at the end of 2021, driven by higher working capital and operating losses [28] - For 2023, the company expects revenues to exceed €100 million, supported by a strong order book of €90 million [29] Business Line Data and Key Metrics Changes - Charging products, including ChargeBox and ChargePost, accounted for 74% of total revenue in 2022, while commercial and industrial products made up 26% [24] - The ChargePost was launched in 2022 and has been well received, contributing to the product portfolio alongside ChargeBox [15][19] Market Data and Key Metrics Changes - In 2022, 74% of revenue came from Germany, with 26% from other European countries and the U.S. [24] - The company anticipates that in 2023, U.S. revenue will account for 10% to 15% of total revenue, reflecting the slower growth in the U.S. market compared to Europe [68][69] Company Strategy and Development Direction - The company focuses on providing platforms that include hardware, software, and long-term services rather than just being a component supplier [6][9] - Strategic partnerships with blue-chip companies and infrastructure investors are emphasized to scale business operations [15][37] - The company aims to expand into various segments, including electric boating and rental car services, to diversify its offerings [58] Management's Comments on Operating Environment and Future Outlook - Management acknowledged challenges from supply chain issues and geopolitical factors but expressed confidence in overcoming these obstacles [2][20] - The outlook for 2024 and beyond is positive, driven by strong customer dynamics and market trends towards electrification and CO2 reduction initiatives [30] Other Important Information - The company entered into an unsecured shareholder loan totaling $12.9 million to strengthen its balance sheet [30] - The company is not planning to raise equity in the foreseeable future [30] Q&A Session Summary Question: What is the outlook for 2023 regarding revenue expectations? - Management indicated that the €100 million revenue target for 2023 is conservative, considering issues faced in 2022 [61][63] Question: Can you provide approximate revenue for the March quarter? - Management refrained from sharing quarterly information, focusing instead on half-year numbers [64][65] Question: What is the anticipated geographic revenue mix for 2023? - The expectation is that U.S. revenue will be between 10% and 15%, with the remainder coming from Germany and other European countries [68][69] Question: Can you provide an update on the residential energy product? - No specific updates were provided during the call regarding the residential energy product [71]

PART I [ITEM 1. Identity of Directors, Senior Management and Advisers](index=11&type=section&id=Item%201.%20Identity%20of%20Directors,%20Senior%20Management%20and%20Advisers) This section is 'Not Applicable', providing no specific details on directors, senior management, or advisers - The company states that this item is **'Not Applicable'**, meaning specific details on the identity of directors, senior management, and advisers are not provided in this section[26](index=26&type=chunk) [ITEM 2. Offer Statistics and Expected Timetable](index=11&type=section&id=Item%202.%20Offer%20Statistics%20and%20Expected%20Timetable) This section is 'Not Applicable', providing no offer statistics or expected timetable - The company states that this item is **'Not Applicable'**, meaning offer statistics and expected timetable information are not provided[26](index=26&type=chunk) [ITEM 3. Key Information](index=11&type=section&id=Item%203.%20Key%20Information) This section provides key information on capitalization, offer details, and comprehensive risk factors [3.A. [Reserved]](index=11&type=section&id=3.A.%20%5BReserved%5D) This sub-section is '[Reserved]', indicating no specific content is provided - The sub-section '3.A. [Reserved]' indicates no specific content is provided[26](index=26&type=chunk) [3.B. Capitalization and Indebtedness](index=11&type=section&id=3.B.%20Capitalization%20and%20Indebtedness) This sub-section is 'Not Applicable', providing no information on capitalization and indebtedness - The sub-section '3.B. Capitalization and Indebtedness' is marked as **'Not Applicable'**[26](index=26&type=chunk) [3.C. Reasons for the Offer and Use of Proceeds](index=11&type=section&id=3.C.%20Reasons%20for%20the%20Offer%20and%20Use%20of%20Proceeds) This sub-section is 'Not Applicable', providing no information on offer reasons or use of proceeds - The sub-section '3.C. Reasons for the Offer and Use of Proceeds' is marked as **'Not Applicable'**[26](index=26&type=chunk) [3.D. Risk Factors](index=11&type=section&id=3.D.%20Risk%20Factors) This section details significant risks: business, financial, market, technology, customer, and regulatory factors - The company is an early-stage company with a history of losses, incurring net losses of **EUR 87.6 million in 2021** and **EUR 18.9 million in 2022**, and an accumulated deficit of **EUR 136.1 million** as of December 31, 2022. Its ability to continue as a going concern depends on reducing inventory and generating sufficient revenue[42](index=42&type=chunk)[43](index=43&type=chunk) - The company faces significant competition in the commercial and industrial battery-based energy-storage market in Europe and expects increasing competition in the EV High-Power-Charger market[29](index=29&type=chunk)[51](index=51&type=chunk) - The company relies on a limited number of suppliers for its products, increasing risks related to supply chain disruptions and cost increases, as experienced in 2022 with electronic components[30](index=30&type=chunk)[62](index=62&type=chunk)[65](index=65&type=chunk) - The company has identified material weaknesses in its internal control over financial reporting, which could impair its ability to comply with financial reporting requirements for publicly traded companies[38](index=38&type=chunk)[156](index=156&type=chunk)[160](index=160&type=chunk) - The company has a concentration of sales with two key customers, comprising **27% and 31% of total revenue in 2022**, down from **56% and 87% from one major customer in 2021 and 2020**, respectively, posing risks if sales to these customers substantially reduce[144](index=144&type=chunk)[145](index=145&type=chunk) [ITEM 4. Information on the Company](index=33&type=section&id=Item%204.%20Information%20on%20the%20Company) This section outlines the company's history, business, structure, and assets, focusing on its CO2-neutral energy vision [4.A. History and Development of the Company](index=33&type=section&id=4.A.%20History%20and%20Development%20of%20the%20Company) ADSE Holdco, incorporated in Ireland in 2021, became a U.S. public company via a business combination involving EUSG and ADSE GM - ADS-TEC Energy PLC (ADSE Holdco) was incorporated in Ireland on **July 26, 2021**, and became a holding company for ADSE GM and its subsidiaries[230](index=230&type=chunk) - On **December 22, 2021**, ADSE Holdco consummated a business combination with EUSG and ADSE GM, resulting in ADSE GM becoming a wholly-owned subsidiary of ADSE Holdco[231](index=231&type=chunk)[232](index=232&type=chunk) - The business combination involved a merger of EUSG into Merger Sub, an acquisition of ADSE GM shares from Bosch for cash, and a share-for-share exchange with ADSH and Bosch for ADSE GM shares[231](index=231&type=chunk) [4.B. Business Overview](index=34&type=section&id=4.B.%20Business%20Overview) ADSE aims for a CO2-neutral economy by providing integrated battery-based platforms for EV charging, residential, and commercial applications - ADSE's vision is to accelerate the transition to a majority all-electric, carbon-neutral economy by supplying intelligent and scalable battery-based ecosystem platforms[235](index=235&type=chunk) - The company's business strategy focuses on providing integrated technology platforms (hardware, software, services) for three main domains: (1) Ultra-fast Charging on power-limited grids, (2) Residential sector coupling, and (3) Commercial & Industrial applications[236](index=236&type=chunk) - ADSE's charging product portfolio includes battery-supported fast charging solutions like **ChargeBox** (stationary, up to 320KW), **ChargePost** (semi-mobile, up to 300KW on low-power grids), and **ChargeTrailer** (mobile, 2.1MWh storage, 10 EVs simultaneously)[247](index=247&type=chunk)[248](index=248&type=chunk)[250](index=250&type=chunk) - The company's Commercial & Industrial offerings include **PowerBooster** (battery energy system with integrated inverter), **Container-Systems** (custom large-scale solutions up to MW/MWh), and **Rack-Systems** (scalable storage components)[253](index=253&type=chunk)[255](index=255&type=chunk)[256](index=256&type=chunk) - For the Residential segment, ADSE is developing **'MyPowerplant'**, an all-in-one platform integrating PV, battery storage, DC charging, and energy management for single and multi-family homes[261](index=261&type=chunk)[262](index=262&type=chunk) Revenue by Geographic Market (kEUR) | Geographic Market | 2022 (kEUR) | 2021 (kEUR) | 2020 (kEUR) | | :---------------- | :---------- | :---------- | :---------- | | Germany | 19,538 | 23,809 | 46,979 | | Switzerland | 1,628 | 1,186 | 222 | | Ireland | 1,223 | 1,944 | - | | Spain | 1,071 | 3,371 | 17 | | Netherlands | 872 | 491 | - | | Austria | - | 750 | 4 | | United States | 731 | - | 29 | | Other European | 1,367 | 1,482 | 118 | | **Total** | **26,430** | **33,035** | **47,370** | Revenue by Major Products (kEUR) | Major Products | 2022 (kEUR) | 2021 (kEUR) | 2020 (kEUR) | | :------------------------ | :---------- | :---------- | :---------- | | Charging | 19,506 | 23,721 | 40,514 | | Commercial and industrial | 4,463 | 6,334 | 5,472 | | Service | 1,774 | 2,235 | 1,231 | | Residential | 287 | 479 | 153 | | Other | 400 | 267 | - | | **Total** | **26,430** | **33,035** | **47,370** | [4.C. Organizational Structure](index=45&type=section&id=4.C.%20Organizational%20Structure) ADSE Holdco is the parent company, with ADSE GM in Germany and ADSE US in the U.S. as wholly-owned subsidiaries - ADSE Holdco is the parent company, with ADSE GM as its direct wholly-owned subsidiary and ADSE US as a wholly-owned subsidiary of ADSE GM[301](index=301&type=chunk) [4.D. Property, Plants and Equipment](index=45&type=section&id=4.D.%20Property,%20Plants%20and%20Equipment) ADSE operates headquarters in Germany and facilities in Germany and the U.S. for production, with a capacity of up to 5,000 units annually - ADSE's headquarters are in Nürtingen, Germany, with additional facilities in Klipphausen and Köngen (Germany), and Auburn (AL), Plano (TX), Sarasota (FL) in the U.S[302](index=302&type=

Exhibit 10.4 Execution Version DATED 5 MAY 2023 ADS-TEC ENERGY PUBLIC LIMITED COMPANY AND EACH OF THE LENDERS LISTED ON SCHEDULE 3 ATTACHED HERETO DEED OF GUARANTEE AND INDEMNITY TABLE OF CONTENTS 1 DEFINITIONS AND INTERPRETATION 1 2 GUARANTEE AND INDEMNITY 3 3 REPRESENTATIONS AND WARRANTIES 4 4 CONTINUING SECURITY 4 5 WAIVER OF DEFENCES 4 6 GUARANTOR INTENT 5 7 AVOIDANCE OF PAYMENTS; REINSTATEMENT 5 8 PAYMENTS 5 9 POWERS OF THE LENDER 6 10 IMMEDIATE RECOURSE 6 11 DEFERRAL OF GUARANTOR’S RIGHTS 6 12 ADDITIO ...

Financial Data and Key Metrics Changes - H1 2022 revenue was EUR 9.431 million, down from EUR 20.9 million in H1 2021, indicating a significant decrease [14] - The company reported a net loss of EUR 7.309 million for H1 2022, compared to a positive gross profit of EUR 1.5 million in H1 2021 [18] - Cash balance decreased to EUR 65.72 million from EUR 101.8 million at the end of 2021, primarily due to higher working capital needs [18] Business Line Data and Key Metrics Changes - The service segment revenue decreased by about 39% year-over-year to EUR 636,000, driven by reduced sales of spare parts and lower service sales [15] - The commercial and industrial business saw a revenue increase of 65% year-over-year, reaching EUR 2 million [16] - The order backlog increased to EUR 176.7 million, providing visibility for future growth opportunities [11] Market Data and Key Metrics Changes - In H1 2022, 54% of revenue came from outside Germany, with significant contributions from Spain, the UK, and Switzerland [16] - The U.S. market accounted for 27% of H1 2022 revenue, reflecting the successful launch of the North American business [16] - Global EV sales in 2021 were 6.6 million, with expectations to exceed 10 million in 2022, indicating strong market growth [7] Company Strategy and Development Direction - The company aims to capitalize on the transition to decentralized energy supply and electric vehicle adoption through its battery-buffered charging technology [4][5] - ADS-TEC positions itself as a platform provider, offering not just charging solutions but also services and software for energy management [22][24] - The company is expanding its manufacturing presence in the U.S. to better serve local customers and enhance production capabilities [12] Management Comments on Operating Environment and Future Outlook - Management expressed confidence in achieving full-year revenue guidance of EUR 80 million to EUR 100 million, despite challenges in the first half of 2022 [19] - The company anticipates improvements in gross margin by the end of 2022, driven by changes in supply chain management and pricing adjustments [20][36] - Management noted that the current energy crisis in Europe could accelerate demand for their commercial and industrial solutions [60] Other Important Information - The company has secured significant partnerships, including with JOLT, to expand its ultra-fast charging solutions in urban areas [10] - The company is actively seeking partnerships in the U.S. similar to existing collaborations in Europe [52] Q&A Session Summary Question: What is the level of visibility into 2023 deliveries based on the current backlog? - Management indicated that all current bookings are expected to be delivered by the end of 2023, with a high pipeline of opportunities [28][29] Question: What is the timeline for ramping up production at the new U.S. facility? - The facility is expected to open in Q4 2022, starting with warehousing and battery assembly, with full production ramp-up planned for the following years [30][32] Question: What is the expected gross margin for 2022? - Management stated that while the gross margin was negative in H1 2022, it is expected to turn positive in the second half, though specific figures were not provided due to supply chain uncertainties [34][36] Question: Is there any impact on charging infrastructure build-out in Germany due to lower EV sales? - Management noted that demand for chargers remains strong, with expectations for continued growth in infrastructure despite supply chain challenges [37][39] Question: What is the company's approach to partnerships in the U.S.? - The company is actively seeking partnerships similar to those in Europe, with ongoing discussions with various potential partners [52] Question: How does the energy shortage in Europe affect the company's operations? - Management believes the energy crisis may accelerate demand for their solutions, particularly in the commercial and industrial sectors [60]

ADS-TEC Energy PLC (NASDAQ:ADSE) Q4 2021 Earnings Conference Call April 28, 2022 10:00 AM ET Company Participants Thomas Speidel – Chief Executive Officer & Founder Robert Vogt – Chief Financial Officer Cary Segall – Head of Investor Relations Conference Call Participants Operator Broadcasts is now starting. All attendees are in a listen-only mode. Cary Segall Welcome to ADS-TEC Energy's Full-Year 2021 earnings call. My name is Cary Segall and I head Investor Relations for the company. A recording of today ...