Financial Performance - Revenue for the year ended December 31, 2022 was $18,475, a decrease of 56% compared to $41,708 for 2021[201]. - Net loss for the year ended December 31, 2022 was $17,948, compared to a net loss of $7,323 for 2021[201]. - Gross margin for the year ended December 31, 2022 was 2% of revenue, down from 10% in 2021[202]. - Adjusted EBITDA loss for the year ended December 31, 2022 was ($7,438), compared to ($2,666) for 2021[205]. - Revenue for Q4 2022 was $2,035, a 13% decrease from $2,330 in Q4 2021, primarily due to product mix with 11 truck deliveries versus four bus deliveries[241]. - Gross loss for Q4 2022 was $560, representing a gross margin of (28%) of revenue, compared to a gross loss of $316 or (14%) of revenue in Q4 2021[242]. - For the year ended December 31, 2022, revenue was $18,475, down from $41,708 in 2021, with vehicle sales revenue at $13,165 compared to $38,197 in 2021[243][244]. - Total revenue for the year ended December 31, 2022 was $18,475, a significant decrease from $41,708 in 2021, with bus sales in Canada dropping from $10,925 to $7,429[281]. Operational Developments - The newly constructed manufacturing facility in Ferndale, Washington is set to commence operations in the first half of 2023[218]. - The Corporation's first Vicinity Lightning™ EV buses are in production, and the Vicinity 1200 EV trucks were delivered in November 2022[226]. - The demand for the VMC 1200 has exceeded expectations with 1,000 trucks ordered in October 2022[217]. - The Corporation secured a $100 million+ purchase order for 1,000 VMC 1200 electric trucks from Pioneer Auto Group[203]. Cash Flow and Liquidity - Cash used in operating activities for the year ended December 31, 2022 was $9,082, a decrease of $12,676 compared to cash provided of $3,594 in 2021, mainly due to increased operational losses[251]. - Investing activities used cash of $10,698 in 2022, a decrease from $23,120 in 2021, attributed to the purchase of a sales and marketing license in 2021[252]. - Financing activities provided cash of $17,368 in 2022, down from $22,945 in 2021, due to lower proceeds from option exercises and private placements[253]. - The company estimates sufficient liquidity to meet working capital requirements for at least the next twelve months based on forecasted cash flows and current cash on hand[263]. - The company had cash and cash equivalents of $1,622 as of December 31, 2022, down from $4,402 in 2021, reflecting a decrease in liquidity[250]. - The company had $19.4 million undrawn on its C$20 million credit facility as of December 31, 2022, and subsequently secured an additional $30 million in debt financing for production[262]. Expenses and Costs - Selling, general, and administrative costs rose by $1.7 million from 2021 to 2022, driven by increased travel, legal, and compliance expenses[247]. - Depreciation increased by $1.7 million in 2022 due to the Optimal license purchased in Q4 2021[248]. - Interest costs rose by $739 in 2022 compared to 2021, reflecting a full year of interest on debt received in Q4 2021[248]. - Foreign exchange losses increased by $2.9 million in 2022, primarily due to intercompany balance translations[249]. Management and Compensation - The total compensation for CEO William Trainer in fiscal 2022 was C$480,428, including a base salary of C$467,588 and other compensation[299]. - The Corporation's Vice President Corporate Development, John LaGourgue, received total compensation of C$342,941, with a base salary of C$310,380[299]. - Chief Financial Officer Dan Buckle earned total compensation of C$379,633, including a base salary of C$311,072[299]. - The Corporation's independent directors received total compensation ranging from C$120,000 to C$180,000 for their services in fiscal 2022[297]. - The Corporation's compensation program aims to attract and retain qualified executives, motivate performance, and align interests with shareholders[300]. - The Corporation's Board reviews compensation policies annually to mitigate risks associated with executive compensation practices[309]. - The Corporation's executives receive a significant portion of their compensation in the form of long-term equity-based awards[315]. Shareholder Information - The total direct and indirect shareholdings of the Corporation's directors and executive officers amounted to 4,600,428 common shares, representing 10.07% of total outstanding common shares[328]. - William Trainer holds 1,613,541 common shares, accounting for 3.53% of total outstanding shares[326]. - Joseph Miller owns 1,908,809 common shares, representing 4.18% of total outstanding shares[326]. Corporate Governance - The Audit Committee oversees the financial reporting processes and the integrity of the Corporation's financial statements[320]. - The Compensation Committee is responsible for recommending compensation levels for NEOs and key employees[325]. - The Corporation's Omnibus Equity Incentive Plan was adopted on December 22, 2022, allowing for equity-based incentive awards including Options, RSUs, DSUs, and PSUs[314]. - As of the date of the Annual Report, the Corporation has 1,580,826 Options and 623,802 DSUs outstanding[318]. - The maximum number of common shares available for issuance under the Omnibus Plan is capped at 10% of the issued and outstanding common shares[317]. - The Corporation had 57 employees as of December 31, 2022, an increase from 52 in 2021 and 48 in 2020[326].
VMC(VEV) - 2022 Q4 - Annual Report