Mobileye (MBLY) - 2023 Q4 - Annual Report

PART I Business Mobileye is a global leader in Advanced Driver Assistance Systems (ADAS) and autonomous driving solutions, leveraging its EyeQ™ System-on-Chip products and a comprehensive technology platform Company Overview Mobileye leads ADAS and autonomous driving, with solutions in 800 vehicle models and 170 million SoCs shipped, showing strong financial performance and system shipments - Mobileye is a leader in the development and deployment of ADAS and autonomous driving technologies, building on over 20 years of experience[16] - As of December 30, 2023, Mobileye's solutions were installed in approximately 800 vehicle models, with SoCs deployed in about 170 million vehicles. The company works with over 50 OEMs worldwide[21] Key Financial Performance (2021-2023) | Metric | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Revenue | $2.1 billion | $1.9 billion | $1.4 billion | | Net Loss | $27 million | $82 million | $75 million | | Adjusted Net Income (Non-GAAP) | $659 million | $605 million | $474 million | System Shipments (2021-2023) | Year | Systems Shipped (millions) | | :--- | :--- | | 2023 | 37.4 | | 2022 | 33.7 | | 2021 | 28.1 | Technology Platform Mobileye's platform relies on five pillars: advanced sensing, REM™ mapping, True Redundancy™ sensor fusion, next-gen imaging radars, and the RSS safety framework - The company's technology platform is built on five fundamental pillars: advanced sensing/perception, REM™ high-precision mapping, True Redundancy™ sensor fusion, next-gen imaging-radars, and the RSS safety framework[23] - The EyeQ™ family of SoCs is fundamental to Mobileye's ADAS leadership, offering a scalable architecture from basic ECUs to multi-SoC central compute units[26] - Road Experience Management (REM™) is a cloud-based system that creates high-definition AV maps (Mobileye Roadbook™) from crowd-sourced data from millions of REM™-equipped vehicles[28] - The True Redundancy™ architecture employs two independent perception subsystems—one camera-based and one radar-lidar based—to enhance safety and validation, aiming to make autonomous systems affordable for privately-owned vehicles[34] - Responsibility-Sensitive Safety (RSS) is a formal, machine-interpretable model for safe driving decisions, which has inspired global standardization efforts like IEEE 2846[36] Our Solutions Mobileye offers a range of ADAS and AV solutions, from foundational Driver Assist to advanced hands-off systems like SuperVision™, Chauffeur™, and Drive™ - Mobileye offers a spectrum of ADAS and AV solutions, from foundational Driver Assist to advanced hands-off systems[42] - The solution portfolio includes: - Driver Assist: Core safety features like emergency braking and alerts[45] - Cloud-Enhanced Driver Assist: Utilizes REM™ mapping for enhanced path accuracy and foresight[47] - Mobileye SuperVision™ Lite: A highway-only, eyes-on/hands-off assisted driving solution[48] - Mobileye SuperVision™: A premium, point-to-point assisted driving solution using 11 cameras, with over 200,000 systems delivered through the end of 2023[50] - Mobileye Chauffeur™ & Mobileye Drive™: Eyes-off/hands-off solutions for consumer AV and commercial/AMaaS applications, respectively, built on the True Redundancy™ architecture[53][54] Growth Strategies Mobileye aims to grow by leveraging regulatory changes, expanding cloud-enhanced features, driving premium ADAS adoption, and commercializing next-gen autonomous solutions - Benefit from regulatory and safety rating changes promoting base ADAS adoption[88] - Capitalize on Cloud-Enhanced Driver Assist features by expanding AV map coverage and offering OTA upgrades[89] - Drive adoption of Premium Driver Assist solutions like SuperVision™, which saw shipments of over 100,000 units in 2023 and has a future launch pipeline of approximately 30 models[90] - Innovate and commercialize next-generation autonomous solutions like Chauffeur™, which secured its first design wins in 2023 with Polestar, FAW, and a major global western OEM[94] - Expand collaboration with OEMs through customizable platforms like DXP and EyeQ Kit™[95] - Benefit from opportunities in large emerging markets like China and India through partnerships with OEMs such as Geely, Great Wall Motors, SAIC, and Mahindra & Mahindra[100] Customers and Partnerships Mobileye collaborates with over 50 OEMs and Tier 1 suppliers, maintaining key partnerships with STMicroelectronics for SoC manufacturing and Intel for technology access - Mobileye works with over 50 OEMs worldwide, supplying them directly or through Tier 1 automotive suppliers like Aptiv, Magna, Valeo, and ZF[102][103] - The company has a long-standing partnership with STMicroelectronics for the co-development and manufacturing of all six generations of EyeQ™ SoCs[105] - The relationship with parent company Intel provides access to unique technologies like silicon photonics for lidar development, mmWave technologies for radar, and potential collaboration on central compute platforms using Intel Foundry Services[106] Competition Mobileye faces competition in ADAS and AV markets from Tier 1 suppliers, silicon providers, in-house OEM solutions, and robotaxi companies, with its subsidiary Moovit competing in urban mobility - In the ADAS and consumer AV market, Mobileye competes with Tier 1 suppliers (Bosch, Continental), silicon providers (NVIDIA, Qualcomm, NXP), and in-house OEM solutions (Tesla, Mercedes-Benz)[125] - In the AMaaS market, competitors include technology companies and robotaxi providers such as Waymo, Cruise, and Baidu[126] - Moovit, a subsidiary, competes with urban mobility applications like Google Maps, Apple Maps, and Citymapper, as well as on-demand service providers like Uber and Lyft[128] Intellectual Property Mobileye protects its proprietary technology through a portfolio of U.S. and European patents, along with reliance on copyright and trade secret laws - As of December 30, 2023, Mobileye held 334 U.S. patents and 48 European patents, with numerous additional applications pending worldwide[137] - The company also relies on copyright and trade secret laws to protect its proprietary rights, using agreements with customers, suppliers, and employees[138] Relationship with Intel Intel maintains controlling ownership and voting power in Mobileye, influencing corporate actions and governing the ongoing relationship through intercompany agreements - As of December 30, 2023, Intel beneficially owns all Class B common stock, representing approximately 88.3% of outstanding common stock and 98.7% of the voting power[140] - Due to its ownership stake, Intel controls all matters submitted to stockholders for approval, requiring its consent for major corporate actions until its ownership drops below 20%[140] - The ongoing relationship is governed by Intercompany Agreements, including a Master Transaction Agreement, which outlines provisions for registration rights, potential future distributions, product sales, and cross-indemnities[142][143] Executive Officers This section lists the key executive officers, including the CEO, CFO, and heads of R&D and technology Executive Officers | Name | Age | Position | | :--- | :--- | :--- | | Amnon Shashua | 63 | Chief Executive Officer, President, and Director | | Moran Shemesh Rojansky | 43 | Chief Financial Officer | | Gavriel Hayon | 54 | Executive Vice President, Research and Development | | Shai Shalev-Shwartz | 48 | Chief Technology Officer | | Nimrod Nehushtan | 34 | Executive Vice President Business Development & Strategy, Co-Manager REM | Risk Factors Mobileye faces substantial risks related to its business operations, including intense competition, reliance on a limited number of customers and a single supplier for its EyeQ™ SoCs (STMicroelectronics), and the long, uncertain cycle of OEM design wins Risks Related to Our Business Mobileye faces significant business risks including intense competition, reliance on a single SoC manufacturer, customer concentration, and dependence on its CEO - The company operates in a highly competitive market against Tier 1 suppliers (Bosch, Continental), silicon providers (NVIDIA, Qualcomm), and OEMs developing in-house solutions (Tesla, Mercedes-Benz)[175][176][177] - Mobileye is dependent on STMicroelectronics as the sole manufacturer of its EyeQ™ SoCs, creating significant supply chain risk, further compounded by STMicroelectronics' reliance on TSMC in Taiwan[184] - A limited number of Tier 1 customers account for a substantial portion of revenue, with ZF, Valeo, and Aptiv accounting for 30%, 24%, and 14% of revenue respectively in 2023[202] - The business is highly dependent on the services of its President and CEO, Professor Amnon Shashua, who does not devote his full time to the company[206] - In late 2023, the company became aware of significant excess inventory held by its Tier 1 customers, which is expected to be utilized in Q1 2024, impacting near-term orders[200] Risks Related to Privacy, Data, and Cybersecurity The company is exposed to risks from IT system interruptions, cybersecurity incidents, and non-compliance with evolving global data privacy regulations - The company faces risks of interruptions to its IT systems and cybersecurity incidents from malicious actors, which could disrupt operations and compromise sensitive data[219][221] - Security breaches of in-vehicle systems could impact end-user safety, lead to unauthorized control of vehicle functions, and reduce confidence in the company's solutions[224][226] - Failure to comply with complex and evolving global data privacy laws (e.g., GDPR, CCPA) could result in significant expenses, legal proceedings, and damage to reputation[228][229] Risks Related to Our Industry Mobileye's business is vulnerable to the cyclical nature of the global automobile industry and market acceptance challenges for ADAS and autonomous driving technologies - The business is directly affected by the cyclical nature of the global automobile industry, with economic downturns, inflation, and supply chain issues potentially reducing vehicle production and demand for its solutions[247] - Market acceptance of ADAS and autonomous driving is crucial for growth and can be adversely affected by safety incidents, cost, and regulatory hurdles[248] Risks Related to Operations in Israel Mobileye's operations are concentrated in Israel, exposing it to geopolitical instability, potential employee reserve duty calls, and risks to tax benefits - The company's headquarters and R&D center are in Israel, making its operations vulnerable to political, economic, and military conditions, including the ongoing conflict that began on October 7, 2023[261] - As of January 31, 2024, approximately 10.5% of employees had been called to reserve duty in the Israel Defense Forces, which could disrupt operations if the situation escalates[261][264] - Eligibility for tax benefits under Israeli law, such as the "Special Preferred Technology Enterprise" status, requires meeting specific conditions, and failure to meet these could increase the company's tax rate[265] Risks Related to our Relationship with Intel and our Dual Class Structure Intel's controlling ownership and the dual-class stock structure limit Class A stockholder influence and create potential conflicts of interest - The dual-class stock structure concentrates approximately 98.7% of voting power with Intel, limiting the ability of Class A stockholders to influence corporate matters[268][269] - As a "controlled company" under Nasdaq rules, Mobileye is exempt from certain corporate governance requirements, such as having a majority of independent directors[271] - Potential conflicts of interest with Intel exist regarding business opportunities, transactions, and intellectual property licenses, including limited licenses from Intel for lidar and radar technology[274][281][282] Unresolved Staff Comments None - The company reports no unresolved staff comments[325] Cybersecurity Mobileye's cybersecurity risk management is an integral part of its enterprise risk program, based on industry standards like ISO 27001, with oversight from the Audit Committee - The company's cybersecurity risk management program is based on industry standards, including ISO 27001 and the automotive industry's TISAX standard[326] - Oversight is provided by the board of directors, which delegates responsibility to the Audit Committee to ensure management has processes to identify, assess, and manage cybersecurity risks[334] - In 2023, the company did not identify any cybersecurity risks that have materially affected or are reasonably likely to materially affect its business strategy, results of operations, or financial condition[335] Properties Mobileye owns its principal offices in Jerusalem, Israel, a new campus totaling approximately 1,377,781 square feet, and leases office space globally - The company owns its principal offices at Shlomo Momo HaLevi Street 1, Jerusalem, Israel, totaling approximately 1,377,781 square feet[336] - Construction of the new Jerusalem campus was substantially completed, and the company moved its principal offices there in Q1 2024[337] Legal Proceedings Mobileye is involved in two notable legal actions: a putative class action securities lawsuit alleging misstatements about excess inventory and a patent infringement lawsuit - On January 16, 2024, a putative class action lawsuit was filed against Mobileye and certain officers, alleging violations of the Securities Exchange Act of 1934 related to misstatements about excess customer inventory[340] - On January 26, 2024, Facet Technology Corp. sued Mobileye for alleged infringement of two patents, seeking unspecified damages and a permanent injunction[341] Mine Safety Disclosures Not applicable - This item is not applicable to the company[342] PART II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Mobileye's Class A common stock trades on Nasdaq under "MBLY," while Class B is unlisted, and the company does not anticipate paying cash dividends in the foreseeable future - The company's Class A common stock is listed on Nasdaq under the symbol "MBLY", while the Class B common stock is not traded on any exchange[345] - Mobileye intends to retain future earnings and does not anticipate declaring or paying any cash dividends in the foreseeable future[347] Management's Discussion and Analysis of Financial Condition and Results of Operations In fiscal year 2023, Mobileye's revenue grew 11% to $2.08 billion, driven by EyeQ™ volume, with gross profit increasing 14% to $1.05 billion, despite an operating loss of $33 million Results of Operations Mobileye's 2023 revenue grew 11% to $2.08 billion, with gross profit increasing 14% to $1.05 billion, while R&D expenses rose due to new product development Consolidated Results of Operations (2021-2023) | U.S. dollars in millions | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Revenue | $2,079 | $1,869 | $1,386 | | Gross profit | $1,047 | $922 | $655 | | Gross margin | 50% | 49% | 47% | | Operating income (loss) | $(33) | $(37) | $(57) | | Operating margin | (2)% | (2)% | (4)% | | Net income (loss) | $(27) | $(82) | $(75) | - 2023 vs. 2022: Revenue increased by $210 million (11%), primarily due to an 11% increase in EyeQ™ volume[404] - Gross profit rose by $125 million (14%), and gross margin improved from 49% to 50%[406] - R&D expenses increased by $100 million (13%), driven by share-based compensation and new product development[408] - 2022 vs. 2021: Revenue increased by $483 million (35%), driven by a 28% increase in EyeQ™ SoC sales (7% ASP increase, 19% volume increase) and the ramp-up of SuperVision™ sales[413] - Gross profit grew by $267 million (41%)[415] - R&D expenses increased by $245 million (45%) due to higher headcount and new product development[417] Liquidity and Capital Resources Cash from operating activities decreased in 2023 due to increased inventories, with primary fund uses directed towards R&D headcount, new product development, and capital expenditures Consolidated Cash Flow Data (2021-2023) | U.S. dollars in millions | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Net cash provided by operating activities | $394 | $546 | $599 | | Net cash provided by (used in) investing activities | $(98) | $1,187 | $(157) | | Net cash provided by (used in) financing activities | $(100) | $(1,317) | $91 | - Cash from operating activities decreased by $152 million in 2023 compared to 2022, mainly due to a planned increase in inventories to rebuild strategic stock of EyeQ chips[428] - Primary uses of funds have been for R&D headcount, new product development, and capital expenditures, which were $98 million in 2023, mainly for the construction of new sites and its new campus[424] Non-GAAP Financial Measures Management uses non-GAAP measures, excluding amortization and share-based compensation, to evaluate performance, with Adjusted Gross Margin and Operating Margin decreasing in 2023 - Management uses non-GAAP measures (Adjusted Gross Profit, Adjusted Operating Income, Adjusted Net Income) to make strategic decisions and evaluate performance, excluding amortization of acquired intangible assets, share-based compensation, and certain IPO-related expenses[442][443] Reconciliation of GAAP to Non-GAAP Measures (2023) | U.S. dollars in millions | GAAP | Adjustments | Non-GAAP | | :--- | :--- | :--- | :--- | | Gross Profit | $1,047 | $408 | $1,455 | | Operating Income (Loss) | $(33) | $726 | $693 | | Net Income (Loss) | $(27) | $686 | $659 | - Adjusted Gross Margin decreased from 75% in 2022 to 70% in 2023, primarily due to the increased cost of EyeQ™ SoCs, which was passed through to customers on a zero-margin basis[447] - Adjusted Operating Margin decreased from 37% in 2022 to 33% in 2023, primarily due to the decrease in Adjusted Gross Margin[453] Quantitative and Qualitative Disclosures about Market Risk Mobileye's primary market risks are foreign currency exchange rates, particularly the New Israeli Shekel, and interest rates on its investments - The company's primary market risks are foreign currency exchange rates and interest rates[480] - A significant portion of operating expenses, mainly payroll, are denominated in New Israeli Shekels (ILS), and a hypothetical 10% strengthening of the ILS against the U.S. dollar would have decreased cash flows by approximately $43 million in 2023[484][486] - Interest rate risk is related to investments in money market funds ($932 million as of Dec 30, 2023) and short-term deposits ($222 million), with the primary objective to preserve principal[481][482] Financial Statements This section presents the company's audited consolidated financial statements for 2021-2023, including the independent auditor's report and extensive notes on accounting policies and related-party transactions Consolidated Balance Sheets This section presents the company's financial position, detailing assets, liabilities, and equity as of December 30, 2023, and December 31, 2022 Key Balance Sheet Items (As of Dec 30, 2023 vs. Dec 31, 2022) | U.S. dollars in millions | Dec 30, 2023 | Dec 31, 2022 | | :--- | :--- | :--- | | Total Current Assets | $2,066 | $1,516 | | Cash and cash equivalents | $1,212 | $1,024 | | Inventories | $391 | $113 | | Total Non-current Assets | $13,511 | $13,925 | | Goodwill | $10,895 | $10,895 | | Intangible assets, net | $2,053 | $2,527 | | TOTAL ASSETS | $15,577 | $15,441 | | TOTAL LIABILITIES | $653 | $647 | | TOTAL EQUITY | $14,924 | $14,794 | Consolidated Statements of Operations This section provides the company's financial performance, including revenue, gross profit, operating income, and net income for 2021-2023 Key Income Statement Items (2021-2023) | U.S. dollars in millions | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Revenue | $2,079 | $1,869 | $1,386 | | Gross profit | $1,047 | $922 | $655 | | Operating income (loss) | $(33) | $(37) | $(57) | | Net income (loss) | $(27) | $(82) | $(75) | | Basic and diluted EPS | $(0.03) | $(0.11) | $(0.10) | Consolidated Statements of Cash Flows This section details the company's cash inflows and outflows from operating, investing, and financing activities for 2021-2023 Key Cash Flow Items (2021-2023) | U.S. dollars in millions | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Net cash provided by operating activities | $394 | $546 | $599 | | Net cash provided by (used in) investing activities | $(98) | $1,187 | $(157) | | Net cash provided by (used in) financing activities | $(100) | $(1,317) | $91 | Notes to Consolidated Financial Statements This section provides detailed explanations of the company's accounting policies, segment information, related-party transactions, and other financial disclosures - The company's two operating segments are Mobileye and Moovit, with Mobileye being the only reportable segment and Moovit included in "Other"[715] - The company purchases all of its EyeQ™ SoCs from a single supplier, creating a concentration risk[606] Revenue by Geography (Ship-to Location) | U.S. dollars in millions | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | China | $640 | $551 | $270 | | USA | $437 | $472 | $363 | | Germany | $353 | $268 | $263 | | Rest of World | $649 | $578 | $490 | Major Customer Revenue Concentration | Customer | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | | Customer A | 30% | 38% | 35% | | Customer B | 24% | 18% | 19% | | Customer C | 14% | 15% | 17% | Changes in and Disagreements With Accountants on Accounting and Financial Disclosures None - The company reports no changes in or disagreements with accountants on accounting and financial disclosures[726] Controls and Procedures Management concluded that the company's disclosure controls and internal control over financial reporting were effective as of December 30, 2023, a conclusion confirmed by the independent auditor - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[726] - Management concluded that the company's internal control over financial reporting was effective as of December 30, 2023[731] - The independent registered public accounting firm, Kesselman & Kesselman (a member of PwC), has audited and issued an unqualified opinion on the effectiveness of the company's internal control over financial reporting as of December 30, 2023[494][732] Other Information During the fourth quarter of 2023, no directors or executive officers adopted or terminated any Rule 10b5-1 trading plans or non-Rule 10b5-1 trading arrangements - No directors or executive officers adopted or terminated any Rule 10b5-1 trading plans during the three months ended December 30, 2023[733] Disclosure Regarding Foreign Jurisdictions That Prevent Inspections Not applicable - This item is not applicable[734] PART III Directors, Executive Officers and Corporate Governance The information required for this item is incorporated by reference from the company's 2024 definitive Proxy Statement - Information is incorporated by reference from the 2024 Proxy Statement[736] Executive Compensation The information required for this item is incorporated by reference from the company's 2024 definitive Proxy Statement - Information is incorporated by reference from the 2024 Proxy Statement[737] Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters The information required for this item is incorporated by reference from the company's 2024 definitive Proxy Statement - Information is incorporated by reference from the 2024 Proxy Statement[738] Certain Relationships and Related Transactions, and Director Independence The information required for this item is incorporated by reference from the company's 2024 definitive Proxy Statement - Information is incorporated by reference from the 2024 Proxy Statement[739] Principal Accountant Fees and Services The information required for this item is incorporated by reference from the company's 2024 definitive Proxy Statement - Information is incorporated by reference from the 2024 Proxy Statement[740] PART IV Exhibits, Financial Statement Schedules This section lists the financial statements, schedules, and exhibits filed as part of the Form 10-K, with all financial statement schedules omitted as they are not applicable or included elsewhere - This section lists the financial statements and exhibits filed with the report[742][743] - All financial statement schedules have been omitted because they are not applicable or the required information is already included in the financial statements or notes[742] Form 10-K Summary Not applicable - This item is not applicable[747]