Solid Power(SLDP) - 2023 Q4 - Annual Report

Part I Business Solid Power is a development-stage company focused on creating solid-state battery technology for electric vehicles (EVs) and other markets. The company's core technology is a proprietary sulfide-based solid electrolyte material. Its capital-light business model centers on selling this electrolyte and licensing its cell designs and manufacturing processes to established battery manufacturers and OEMs, rather than producing cells at a commercial scale itself. Key strategic partners include BMW, Ford, and SK On, with whom the company collaborates on research, development, and automotive qualification - Solid Power is developing solid-state battery technology, with its core product being a proprietary solid electrolyte material designed to replace the liquid/gel in traditional lithium-ion batteries[28] - The company's business model focuses on two strategic elements: selling its electrolyte material and licensing its cell designs and manufacturing processes. This is a capital-light approach, avoiding the high costs of building gigafactories[29][32] - Solid Power has established non-exclusive Joint Development Agreements (JDAs) with key industry players BMW, Ford, and SK On to advance its technology towards commercialization[31][52] - In 2023, the company began producing electrolyte from its SP2 facility, delivered its first A1 EV sample cells to BMW for automotive qualification, and appointed John Van Scoter as the new President and CEO[43][45][46] Growth and Research & Development Strategy The company's R&D strategy is focused on two main areas: electrolyte and cells - Electrolyte development focuses on expanding production at the SP2 facility (30 metric ton annual capacity), sampling to potential customers, developing second-generation materials, and securing the Li2S supply chain, including in-house production capabilities[36][37][38][39] - Cell development is centered on improving performance to meet OEM targets. After delivering A1 cells in 2023, the primary focus has shifted to A2 cells to enhance energy density, cycle life, and safety, following varied safety performance in EV-sized cells[40][41] - The company is also researching next-generation technologies, including second-generation lithium metal cells and third-generation nickel- and cobalt-free cells, although these are in earlier stages of development[42] Partnerships Solid Power's strategy relies on non-exclusive partnerships with major automotive and battery manufacturers - The JDA with BMW was amended to grant BMW an R&D license for cell manufacturing, with BMW agreeing to pay Solid Power $20 million between December 2022 and June 2024, subject to milestones[55] - The JDA with Ford was amended in 2023 to extend its expiration to December 31, 2024, and revise cell and electrolyte delivery obligations, with EV cell delivery targeted for 2024[57][58] - In January 2024, Solid Power expanded its agreements with SK On, which include: a $20 million R&D license, a ~$22 million line installation agreement for a new cell line in Korea, and an electrolyte supply agreement for at least eight metric tons through 2030, expected to generate at least $10 million[63] Intellectual Property Solid Power protects its technology through a combination of patents, patent applications, and trade secrets - As of February 1, 2024, the company's IP portfolio consists of 14 issued U.S. patents, 64 pending U.S. patent applications, and 85 non-U.S. and PCT patents and applications[69] - The majority of patent application filings are for solid electrolyte materials and their production methods. Trade secrets are primarily used to protect manufacturing processes for sulfide-based solid electrolytes and solid-state cells[67][69] Risk Factors The company faces substantial risks related to its development-stage status - The company's success is contingent on overcoming significant technical challenges to develop solid-state cells with acceptable performance, yield, and cost, a process where the pace of development is unpredictable[91][100] - A commercial market for sulfide-based electrolytes does not currently exist and may never emerge. Even if it does, the company may not be able to compete effectively[92][107] - The business is highly dependent on its non-exclusive relationships with partners like BMW, Ford, and SK On. The company has not yet reached commercial agreements on economic terms for licensing or electrolyte sales, making revenue projections uncertain[92][118][120] - Preliminary safety testing has been conducted, but extensive further testing is required. The company has observed thermal runaway in a few EV cells during testing, a key issue that must be resolved[92][111] - As a research and development stage company, Solid Power has a history of financial losses ($88.9 million operating loss in 2023) and expects to incur significant expenses and continuing losses for the foreseeable future[92][159] Unresolved Staff Comments The company reports that it has no unresolved staff comments from the SEC - None Cybersecurity Solid Power manages cybersecurity threats using various tools and third-party services for monitoring, penetration testing, and vulnerability assessments - The company uses third-party services for ongoing security monitoring, penetration testing, and vulnerability assessments[211] - The Audit Committee of the Board has primary oversight of cybersecurity risk, with the CFO overseeing the IT department's management of these risks[212] - To date, no cybersecurity threats have been identified that are reasonably likely to have a material effect on the company[213] Properties Solid Power operates out of two leased facilities in Colorado - The company leases two primary facilities in Colorado: SP1 in Louisville (~29,000 sq. ft.) for cell production and R&D, and SP2 in Thornton (~75,000 sq. ft.) for pilot electrolyte production and R&D[214][215] Legal Proceedings The company is not currently a party to any litigation or legal proceedings that are expected to have a material adverse effect on its business - The company is not currently involved in any legal proceedings that are likely to have a material adverse effect on its business[216] Mine Safety Disclosures This item is not applicable to the company - Not applicable Part II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Solid Power's common stock and warrants are traded on The Nasdaq Stock Market under the symbols "SLDP" and "SLDPW," respectively - The company's common stock and warrants trade on Nasdaq under the symbols SLDP and SLDPW[219] - As of February 26, 2024, there were 26 record holders of common stock and 181,091,826 shares outstanding[5][220] Management's Discussion and Analysis of Financial Condition and Results of Operations In 2023, Solid Power's operating loss increased to $90.6 million from $59.1 million in 2022, driven by higher operating expenses. Revenue grew to $17.4 million from $11.8 million, primarily from JDAs and government contracts. However, direct costs, R&D expenses, and SG&A all increased due to expanded development efforts, increased material consumption, and higher headcount. The company's liquidity remains strong, with $415.6 million in cash and investments as of year-end 2023. Management anticipates 2024 expenditures to be between $100 million and $120 million and believes current cash is sufficient to fund operations for at least the next 12 months and beyond, including a new $50 million stock repurchase program announced in January 2024 Results of Operations For the year ended December 31, 2023, Solid Power reported a significant increase in its operating loss to $90.6 million, compared to $59.1 million in 2022 Consolidated Summary of Operating Results (in thousands) | | 2023 | 2022 | Change | % | | :--- | :--- | :--- | :--- | :--- | | Revenue | $17,410 | $11,789 | $5,621 | 48% | | Total operating expenses | $108,030 | $70,908 | $37,122 | 52% | | Operating Loss | ($90,620) | ($59,119) | ($31,501) | 53% | | Interest income | $20,265 | $8,476 | $11,789 | 139% | | Change in fair value of warrant liabilities | $4,890 | $40,903 | ($36,013) | (88)% | | Net Loss Attributable to Common Stockholders | ($65,549) | ($9,555) | ($55,994) | 586% | - The increase in operating loss was primarily driven by higher direct costs, increased R&D expenses due to expanded development of battery cells and electrolyte material, and higher SG&A costs from increased headcount and professional services[235] Liquidity and Capital Resources As of December 31, 2023, Solid Power had total liquidity of $415.6 million, consisting of cash, marketable securities, and long-term investments, down from $496.1 million at the end of 2022 Total Liquidity (in thousands) | | December 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | Cash and cash equivalents | $34,537 | $50,123 | | Marketable securities | $141,505 | $272,957 | | Long-term investments | $239,566 | $172,974 | | Total liquidity | $415,608 | $496,054 | - The company anticipates total combined capital and operational expenditures for 2024 will be between $100 million and $120 million[237] - On January 23, 2024, the Board approved a stock repurchase program authorizing the purchase of up to $50 million of its common stock, expiring December 31, 2025[241][392] Cash Flow Summary (in thousands) | | Year Ended Dec 31, 2023 | Year Ended Dec 31, 2122 | | :--- | :--- | :--- | | Net cash used in operating activities | ($58,261) | ($33,824) | | Net cash provided by (used in) investing activities | $42,502 | ($429,985) | | Net cash provided by financing activities | $173 | $485 | Critical Accounting Estimates Management identifies several critical accounting estimates that involve significant judgment and could materially affect the financial statements - Valuation of Private Placement Warrant Liability: Requires significant judgment in the Black-Scholes model, especially regarding stock price volatility[251] - Stock-Based Compensation: Fair value is determined using the Black-Scholes model, which relies on assumptions like expected volatility and term[251] - Collaborative Revenue: Recognition requires significant estimates and judgment, particularly for cost-based and fee-based contracts tied to milestones[254] - Research and Development: Management must judge the progress toward commercialization to determine the appropriate cost treatment, as all related costs are currently expensed as R&D[259] Financial Statements and Supplementary Data The consolidated financial statements for Solid Power, Inc. as of and for the years ended December 31, 2023 and 2022, have been audited by Ernst & Young LLP Consolidated Balance Sheets As of December 31, 2023, Solid Power's balance sheet showed total assets of $532.8 million, a decrease from $594.4 million in the prior year Consolidated Balance Sheet Summary (in thousands) | | Dec 31, 2023 | Dec 31, 2022 | | :--- | :--- | :--- | | Cash and cash equivalents | $34,537 | $50,123 | | Marketable securities & Long-term Investments | $381,071 | $445,931 | | Total Assets | $532,792 | $594,446 | | Total current liabilities | $15,879 | $20,733 | | Warrant Liabilities | $4,227 | $9,117 | | Total Liabilities | $29,457 | $39,074 | | Total Stockholders' Equity | $503,335 | $555,372 | Consolidated Statements of Operations For the year ended December 31, 2023, Solid Power reported revenue of $17.4 million and an operating loss of $90.6 million Consolidated Statement of Operations Summary (in thousands) | | For the Year Ended Dec 31, 2023 | For the Year Ended Dec 31, 2022 | | :--- | :--- | :--- | | Revenue | $17,410 | $11,789 | | Total operating expenses | $108,030 | $70,908 | | Operating Loss | ($90,620) | ($59,119) | | Total nonoperating income | $25,071 | $49,337 | | Net Loss | ($65,549) | ($9,555) | | Basic and diluted loss per share | ($0.37) | ($0.05) | Consolidated Statements of Cash Flows For the year ended December 31, 2023, net cash used in operating activities was $58.3 million, a significant increase from $33.8 million in 2022 Consolidated Cash Flow Summary (in thousands) | | For the Year Ended Dec 31, 2023 | For the Year Ended Dec 31, 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | ($58,261) | ($33,824) | | Net cash provided by (used in) investing activities | $42,502 | ($429,985) | | Net cash provided by financing activities | $173 | $485 | | Net decrease in cash and cash equivalents | ($15,586) | ($463,324) | | Cash and cash equivalents at end of period | $34,537 | $50,123 | Subsequent Events Subsequent to year-end, on January 10, 2024, Solid Power entered into significant agreements with SK On - On January 10, 2024, the company entered into several agreements with SK On, including a $20 million R&D license, a ~$22.3 million line installation agreement, and an electrolyte supply agreement expected to generate at least $10 million[387][388][389][391] - On January 23, 2024, the Board of Directors approved a stock repurchase program authorizing the company to purchase up to $50 million of its outstanding common stock[392] Controls and Procedures Based on an evaluation conducted by management, including the principal executive officer and principal financial officer, the company concluded that its disclosure controls and procedures were effective as of December 31, 2023 - Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of December 31, 2023[394] - Management concluded that the company's internal control over financial reporting was effective as of December 31, 2023[395] Other Information During the fourth quarter of 2023, Chief Operating Officer Derek Johnson terminated a Rule 10b5-1 trading arrangement on November 21, 2023 - On November 21, 2023, Derek Johnson, Chief Operating Officer, terminated a Rule 10b5-1 trading arrangement[400] Part III Directors, Executive Officers and Corporate Governance Information regarding the company's directors and corporate governance is incorporated by reference from the company's definitive proxy statement for its 2024 annual meeting of stockholders, which will be filed with the SEC within 120 days of the fiscal year-end - Information required by this item is incorporated by reference from the Registrant's 2024 Proxy Statement[403] Executive Compensation Information regarding executive compensation is incorporated by reference from the company's definitive proxy statement for its 2024 annual meeting of stockholders, which will be filed with the SEC within 120 days of the fiscal year-end - Information required by this item is incorporated by reference from the Registrant's 2024 Proxy Statement[404] Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Information regarding security ownership of certain beneficial owners, management, and related stockholder matters is incorporated by reference from the company's definitive proxy statement for its 2024 annual meeting of stockholders, which will be filed with the SEC within 120 days of the fiscal year-end - Information required by this item is incorporated by reference from the Registrant's 2024 Proxy Statement[405] Certain Relationships and Related Transactions, and Director Independence Information regarding certain relationships, related transactions, and director independence is incorporated by reference from the company's definitive proxy statement for its 2024 annual meeting of stockholders, which will be filed with the SEC within 120 days of the fiscal year-end - Information required by this item is incorporated by reference from the Registrant's 2024 Proxy Statement[406] Principal Accountant Fees and Services Information regarding principal accountant fees and services is incorporated by reference from the company's definitive proxy statement for its 2024 annual meeting of stockholders, which will be filed with the SEC within 120 days of the fiscal year-end - Information required by this item is incorporated by reference from the Registrant's 2024 Proxy Statement[407] Part IV Exhibits, Financial Statement Schedules This section lists the financial statements and exhibits filed as part of the Annual Report on Form 10-K - This item lists all exhibits filed with the Form 10-K, including foundational corporate documents, material contracts, and certifications[411] Form 10-K Summary The company reports that there is no Form 10-K summary - None