Try our mobile app

Published: 2023-02-23 00:00:00 ET
<<<  go to NKLA company page
HTTP/1.1 200 OK HTTP/1.1 200 OK X-Crawlera-Slave: 107.175.66.175:3128 X-Crawlera-Version: 1.60.1 accept-ranges: bytes content-type: text/html last-modified: Thu, 23 Feb 2023 14:07:25 GMT server: AmazonS3 x-amz-id-2: jIYwF70Kuuea2Ildq37mNbhtj12eH8CRycQbVoWCQUJ0hv9mohzeUR4jT74kb6lO5Io2OM6waWY= x-amz-meta-mode: 33188 x-amz-meta-s3cmd-attrs: uid:504/gname:fitrprnt/uname:fitrprnt/gid:504/mode:33184/mtime:1677161241/atime:1677161241/md5:dfb3edb402112c156f15fa92214a86c0/ctime:1677161242 x-amz-replication-status: COMPLETED x-amz-request-id: 6MGY1959PKX0FH60 x-amz-server-side-encryption: AES256 x-amz-version-id: uMsuNXcaRaX0DSvPhal_2oNmCJPWFb5. x-content-type-options: nosniff x-frame-options: SAMEORIGIN x-xss-protection: 1; mode=block akamai-x-true-ttl: 604800, 604800, 604800, 604800, 604800, 604800, -1 x-akamai-transformed: 9 18253 0 pmb=mTOE,2 expires: Tue, 04 Apr 2023 15:48:10 GMT cache-control: max-age=0, no-cache, no-store pragma: no-cache date: Tue, 04 Apr 2023 15:48:10 GMT vary: Accept-Encoding strict-transport-security: max-age=31536000 ; includeSubDomains ; preload set-cookie: ak_bmsc=AD672C8A71C703007F33830E83EA7951~000000000000000000000000000000~YAAQUoIsF08300uHAQAAREr0TBNU7oiLBF8fSs7gGVAgu3xjkFndcURwhwwzQPEPr6XgdEtLl4F2D2NOfHKJ0AJIRM8ZcdhnBr9vcVzNPMe5haX5fFckriRFN9Wp0o+vlD10JtTkxAb5GGDluE9dNWDR3uNwt5WpnFUadYyCm+p1WZUU1AFNCAi/upvAtOfJynrmvgLt65BXBeBZqSUT3gFDwlsBMDKwDZ6nswrPR9pYRE8Xj7zKe03Gyw0VMTvgaCJb06OfTykYBYWBCTigZXDcBvMJfd9LQpgyBdIC5tYDBRi/1qGDUwT9kNpX1MVkuwpSQ51+SHCEDZ7D0ReoSrc4xzj8tGeaatN68C+Yc2w0rzV7MsQsJzDX71ZqwAiOJWKwVLbdG5Y=; Domain=.sec.gov; Path=/; Expires=Tue, 04 Apr 2023 17:48:10 GMT; Max-Age=7200; HttpOnly set-cookie: bm_mi=075F2C54CFDB8F18831D75234C1CE961~YAAQUoIsF1A300uHAQAAREr0TBNzOb5S9D8jucy3wla35pVx4yK/gdTfxeeNLqlmf1IBZ4npmFXfclArC0z0VA4tPzu8Zg625eocW+KkfKT+q+7ClvCqIGjt5goQ+WmJzpg2bbSMtKEXG5Vhmi6OBkXPqcbUblhJnH1lLqCAEyEw8vM14wP1AuNqs/jhNkeuEg/TltxFm1KCCfmc2E/7T8k9zaiguH90geXbbU+hCmWduTSdbOec1/utBQUh70HE8n7cg+fjALbEMkFZCKGiHD+PigGFTK58PE1OEnV1Vk0akChmfDRJdOhRNjDPQSvzS5Xq/+wCOQksA8VdN/ZHsjBv3CIvsPFu9H6rLBcByQi0avgt63dUxFpV45W0geErc4agr1BOhULVcsUjcmnmpVkSZ5TMjMY=~1; Domain=.sec.gov; Path=/; Expires=Tue, 04 Apr 2023 15:48:10 GMT; Max-Age=0; Secure Transfer-Encoding: chunked Proxy-Connection: close Connection: close EX-99.1 2 pressreleaseissuedbythecom.htm EX-99.1 Document
image.jpg
Nikola Corporation Reports Fourth Quarter and Full Year 2022 Results

Reported GAAP net loss per share of $0.46 and non-GAAP net loss per share of $0.37 for Q4 2022
Advancing deployment of zero-emissions trucks in fleets through innovative integrated mobility solutions
Entered into partnership with ChargePoint allowing Nikola and our dealers to resell ChargePoint products
Unveiled the first HYLA hydrogen mobile fueler, providing flexible, capital-efficient fueling infrastructure
On track to be first to market and commercialize fuel cell electric vehicles (FCEVs) with deliveries expected in Q4 2023
Received Tre FCEV orders for up to 75 from Plug Power and 15 from Biagi Brothers
Continued to execute on and build our energy business with partners
Furthered development on Phoenix Hydrogen Hub, invitation to Phase II Department of Energy (DOE) loan process, Final Investment Decision expected Q3 2023
Strategic partnership with Plug Power for nationwide hydrogen supply of up to 125 metric-tons per day
Expected collaboration with Fortescue Future Industries (FFI) for green hydrogen projects across the country

PHOENIX – February 23, 2023 -- Nikola Corporation (Nasdaq: NKLA), a global leader in zero-emissions transportation solutions, today reported financial results for the quarter and full-year ended December 31, 2022.

“During the fourth quarter we strengthened our commercial and sales operations, which is expected to lead to increased sales and accelerated customer deliveries,” said Nikola CEO, Michael Lohscheller. “As a whole, we made significant progress on both the truck and energy infrastructure fronts. The advances we have made on battery charging and hydrogen solutions with strategic partners, and the unveiling of our hydrogen mobile fueler under the HYLA brand, will allow Nikola to provide fully integrated mobility solutions to customers for both the BEV and FCEV.”

Energy Business Progress

In January, we announced the launch of HYLA, our new hydrogen energy brand. HYLA will provide integrated and innovative energy solutions for customers. We also announced the completion of our first hydrogen mobile fueler, capable of refueling trucks at 10,000 psi. The mobile fueler, coupled with the 960 kg capacity hydrogen tube trailer, will provide a flexible fueling solution to fleets by enabling fueling at their depots. Mobile fuelers can also serve as an interim solution as permanent infrastructure is built and FCEV network density develops. Mobile fuelers can be deployed on demand in any environment at a fraction of the cost of permanent refueling infrastructure.

During the quarter we announced our intent to develop access to up to 300 metric-tons per day (TPD) of hydrogen supply and up to 60 dispensing stations by 2026, capable of supporting 7,500 FCEVs in service. Underpinning the 300 metric-TPD are a number of strategic partnerships and offtake agreements. To date we have announced the following projects and partnerships in the U.S. and Canada:

Phoenix Hydrogen Hub – initial production of 30 metric-TPD expanding up to 150 metric-TPD
Acquired 920-acre parcel of land in the City of Buckeye, AZ to develop Phoenix Hydrogen Hub
Invited to participate in Phase II of DOE loan process
Announced expected collaboration with FFI for hydrogen supply and infrastructure across North America
Plug Power Supply Partnership – up to 125 metric-TPD
KeyState Natural Gas Synthesis Supply Partnership – up to 100 metric-TPD
Crossfield, Alberta TC Energy project– up to 60 metric-TPD
Wabash Valley Resources Investment – up to 53 metric-TPD

On February 21 we also announced an additional planned station location in West Sacramento, California, bringing our total number of planned stations to four in California. We believe the introduction of the Nikola mobile fueler as well as other third party mobile fuelers in Nikola’s portfolio will augment permanent refueling infrastructure and accelerate the adoption of FCEVs by providing agile fueling solutions.


1

image.jpg

Nikola Tre FCEV Development

Tre FCEV pilot testing with Walmart and TTSI has been successfully completed. During the pilots the FCEV alphas accumulated over 7,800 and 9,500 miles respectively. As of today, we have completed the build and commissioning of 17 FCEV beta trucks and are now in the process of building 10 gamma trucks, which will be used for additional pilot testing and vehicle validation. We remain on track to begin SOP and expect to deliver the first FCEVs to customers in 2H 2023.

Ahead of SOP, our commercial and sales team is looking to secure binding orders and customer deposits. On December 15 we announced our strategic collaboration with Plug Power, including an order for up to 75 FCEVs, and on January 25, we announced that Biagi Brothers is expected to purchase 15 FCEVs in Q4 of this year. On February 7, we announced the Tre FCEV received HVIP incentive approval, allowing customers to receive an incentive worth up to $288,000 in California.

Nikola Tre BEV Commercialization

During the fourth quarter, we produced 133 Nikola Tre BEVs delivering 20 to dealers. We utilized the fourth quarter to improve our BEV product based on customer and potential customer feedback. We also released our over-the-air software update 2.0, which increased the Tre BEVs usable range and enabled 350kW DC fast charging.

On November 8 we announced our partnership with ChargePoint, allowing Nikola and our dealers to sell ChargePoint charging infrastructure and software to customers. This, along with our Mobile Charging Trailers, allows Nikola to offer customers an integrated mobility solution with trucks and a full suite of charging products.

To accelerate customer deliveries and refine our commercial strategy, Bruce Kurtt was hired as SVP Commercial and Sales. He brings over 30 years of medium and heavy-duty trucking experience and deep relationships in the trucking industry to Nikola. The expanded commercial, sales, and product management teams are leading product improvements and refining our go-to-market approach as we look to accelerate customer deliveries.

PlusDrive in Nikola Trucks

On February 22, we announced the selection of PlusDrive, the next generation safety system developed by Plus, for the Nikola Tre BEV and Nikola Tre FCEV in the U.S. The first factory-installed Nikola Tre BEVs and hydrogen electric vehicles that will incorporate enhanced driver assistance features powered by PlusDrive are expected to be available by the end of 2024.

European JV Updates

In Europe, the joint venture between Nikola and Iveco Group is delivering according to plans and the first serial BEV trucks will be delivered to customers by the end of this year. We anticipate serial BEV production will begin in Q3 and customer deliveries to begin soon after. Development of the EU spec FCEVs continued in the fourth quarter. We plan to begin Tre FCEV SOP in Q3 2024. The JV received its first LOI for 100 Tre FCEVs from GP Joule on January 23, and 20 from Richter Group on February 22. We continue to make progress on our partnership with E.ON. We are finalizing the JV agreement which we expect to execute by the end of Q1

Coolidge, Arizona Manufacturing Facility

In Coolidge, progress continued on the Phase 2 assembly hall expansion, which is expected to be complete by the end of Q2. Once completed, the building hall nameplate capacity is expected to be up to 20,000 trucks per year. We plan to begin installation of the automated battery module and pack line and Bosch fuel cell power module assembly line in Q2. Once complete, we anticipate the automated battery module and pack line will provide up to $105,000 in cost savings per BEV.



2

image.jpg

Fourth Quarter and Full Year Financial Highlights

Three Months Ended December 31,Years Ended December 31,
(In thousands, except share and per share data)
2022202120222021
Loss from operations$(195,421)$(162,713)$(748,678)$(693,526)
Net loss$(222,066)$(158,903)(784,238)$(690,438)
Adjusted EBITDA (1)
$(166,793)$(90,898)$(450,197)$(306,324)
Net loss per share, basic$(0.46)$(0.39)$(1.78)$(1.73)
Net loss per share, diluted$(0.46)$(0.39)$(1.78)$(1.74)
Non-GAAP net loss per share, basic(1)
$(0.37)$(0.23)$(1.11)$(0.79)
Non-GAAP net loss per share, diluted(1)
$(0.37)$(0.23)$(1.11)$(0.79)
Weighted-average shares outstanding, basic487,551,035 407,448,311 441,800,499 398,655,081 
Weighted-average shares outstanding, diluted487,551,035 407,448,311 441,800,499 398,784,392 
(1) A reconciliation of the non-GAAP information is provided below in the financial statement tables in the press release.

Business Outlook

We plan to achieve the following milestones in 2023:

Complete the build of 10 gamma FCEVs by Q2 2023
Realize approximately $105,000 in cost savings in battery modules and packs for each Tre BEV truck by Q4 2023
Achieve Final Investment Decision for the Phoenix Hydrogen Hub by Q3 2023
Announce at least two refueling station partners by June
Deliver 250 – 350 Tre BEVs to dealers for the Full Year 2023
Deliver 125 – 150 Tre FCEVs in Q4 2023

Webcast and Conference Call Information

Nikola will host a webcast to discuss its fourth-quarter results at 7:30 a.m. Pacific Time (10:30 a.m. Eastern Time) on February 23, 2023. To access the webcast, parties in the United States should follow this link: https://www.webcast-eqs.com/register/nikola20230223/en.

The live audio webcast, along with supplemental information, will be accessible on the Company's Investor Relations website at https://nikolamotor.com/investors/news?active=events. A recording of the webcast will also be available following the earnings call.

About Nikola Corporation

Nikola Corporation is globally transforming the transportation industry. As a designer and manufacturer of zero-emission battery-electric and hydrogen-electric vehicles, electric vehicle drivetrains, vehicle components, energy storage systems, and hydrogen station infrastructure, via the HYLA brand, Nikola is driven to revolutionize the economic and environmental impact of commerce as we know it today. Founded in 2015, Nikola Corporation is headquartered in Phoenix, Arizona. For more information visit our website or Twitter @nikolamotor.

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of federal securities laws with respect to Nikola Corporation (the "Company"), including statements relating to the Company's future performance and milestones; expected timing of manufacturing facility expansion, SOP and truck delivery and production capacity; expectations regarding hydrogen dispensing stations and hydrogen capacity; timing of completion of testing, production, as well as other milestones; expected capacities and benefits of HYLA mobile fueler and HYLA mobile tube trailer; expected cost savings of automated battery module and pack line; expectations to provide fully integrated mobility solutions to customers for both BEV and FCEV; expected orders and deliveries of trucks and the timing thereof; the
3

image.jpg
Company’s belief that strengthened commercial and sales operations will lead to increased sales and accelerated customer deliveries; the Company’s belief that the introduction of its mobile fueler as well as other third party mobile fuelers in its portfolio will augment permanent refueling infrastructure and accelerate the adoption of fuel cell electric vehicles by providing agile fueling solutions; the Company’s business outlook; and terms and potential benefits of planned and actual collaborations with strategic partners. These forward-looking statements generally are identified by words such as "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," and similar expressions. Forward-looking statements are predictions, projections, and other statements about future events based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: design and manufacturing changes and delays, including global shortages in parts and materials; general economic, financial, legal, regulatory, political and business conditions and changes in domestic and foreign markets; the effects of inflation and COVID-19; the outcome of legal, regulatory and judicial proceedings to which the Company or Romeo Power, Inc. (“Romeo”) is, or may become a party; demand for and customer acceptance of the Company’s trucks; the results of customer pilot testing; the execution and terms of definitive agreements; the failure to convert LOIs or MOUs into binding orders; the cancellation of orders; risks associated with development and testing of fuel-cell power modules and hydrogen storage systems; risks related to the rollout of the Company’s business and milestones and the timing of expected business milestones; the effects of competition on the Company’s business; the availability of and need for capital; the impact of the Company’s acquisition of Romeo; the Company’s ability to achieve cost reductions for its vehicles; customer demand for the Company’s trucks; and the factors, risks and uncertainties regarding the Company's business described in the "Risk Factors" section of the Company's quarterly report on Form 10-Q for the quarter ended September 30, 2022 filed with the SEC, in addition to the Company's subsequent filings with the SEC. These filings identify and address other important risks and uncertainties that could cause the Company's actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and, except as required by law, the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

Use of Non-GAAP Financial Measures

This press release references Adjusted EBITDA and non-GAAP net loss per share, basic and diluted, all of which are non-GAAP financial measures and are presented as supplemental measures of the Company's performance. The Company defines Adjusted EBITDA as earnings before interest expense, taxes, depreciation and amortization, stock-based compensation expense, and certain other items determined by the Company. Non-GAAP net loss is defined as net loss adjusted for stock-based compensation expense and certain other items determined by the Company. Non-GAAP net loss per share basic and diluted is defined as non-GAAP net loss divided by weighted average basic and diluted shares outstanding. These non-GAAP measures are not substitutes for or superior to measures of financial performance prepared in accordance with generally accepted accounting principles in the United States (GAAP) and should not be considered as an alternative to any other performance measures derived in accordance with GAAP.

The Company believes that presenting these non-GAAP measures provides useful supplemental information to investors about the Company in understanding and evaluating its operating results, enhancing the overall understanding of its past performance and future prospects, and allowing for greater transparency with respect to key financial metrics used by its management in financial and operational-decision making. However, there are a number of limitations related to the use of non-GAAP measures and their nearest GAAP equivalents. For example, other companies may calculate non-GAAP measures differently or may use other measures to calculate their financial performance, and therefore any non-GAAP measures the Company uses may not be directly comparable to similarly titled measures of other companies.





4

image.jpg
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)

Three Months Ended December 31, Years Ended December 31,
2022202120222021
(Unaudited)
Revenues:
Truck sales$4,695 $— $45,931 $— 
Service and other1,868 — 4,894 — 
Total revenues6,563 — 50,825 — 
Cost of revenues:
Truck sales49,343 — 150,204 — 
Service and other2,982 — 5,378 — 
Total cost of revenues52,325 — 155,582 — 
Gross profit (loss)(45,762)— (104,757)— 
Operating expenses:
Research and development69,421 91,166 273,767 292,951 
Selling, general and administrative80,238 71,547 370,154 400,575 
Total operating expenses149,659 162,713 643,921 693,526 
Loss from operations(195,421)(162,713)(748,678)(693,526)
Other income (expense):
Interest income (expense), net(6,986)(262)(17,740)(481)
Revaluation of warrant liability381 144 3,874 3,051 
Other income (expense), net(5,446)3,928 (1,023)4,102 
Loss before income taxes and equity in net loss of affiliates(207,472)(158,903)(763,567)(686,854)
Income tax expense (benefit)— 
Loss before equity in net loss of affiliates$(207,475)$(158,903)$(763,573)$(686,858)
Equity in net loss of affiliates(14,591)(513)(20,665)(3,580)
Net loss$(222,066)$(159,416)$(784,238)$(690,438)
Net loss per share attributable to common stockholders:
Basic$(0.46)$(0.39)$(1.78)$(1.73)
Diluted$(0.46)$(0.39)$(1.78)$(1.74)
Weighted-average shares outstanding:
Basic487,551,035 407,448,311 441,800,499 398,655,081 
Diluted487,551,035 407,448,311 441,800,499 398,784,392 

Includes stock-based compensation as follows:
Three Months Ended December 31,Years Ended December 31,
2022202120222021
Cost of revenues$2,780 $— $2,780 $— 
Research and development7,040 9,182 35,152 36,150 
Selling, general, and administrative34,371 44,546 217,473 169,561 
Total stock-based compensation$44,191 $53,728 $255,405 $205,711 



5

image.jpg
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
December 31,
20222021
Assets
Current assets
Cash and cash equivalents
$233,405 $497,241 
Restricted cash and cash equivalents
10,600 — 
Accounts receivable, net
31,900 — 
Inventory123,197 11,597 
Prepaid expenses and other current assets
37,824 15,891 
Total current assets
436,926 524,729 
Restricted cash and cash equivalents
78,959 25,000 
Long-term deposits
34,279 27,620 
Property, plant and equipment, net
437,006 244,377 
Intangible assets, net
93,094 97,181 
Investment in affiliates72,816 61,778 
Goodwill
6,688 5,238 
Prepayment - long-term supply agreement44,835 — 
Other assets32,055 3,896 
Total assets
$1,236,658 $989,819 
Liabilities and stockholders' equity
Current liabilities
Accounts payable
$117,914 $86,982 
Accrued expenses and other current liabilities
202,562 93,487 
Debt and finance lease liabilities, current (including $50.0 million and zero measured at fair value, respectively)63,114 140 
Total current liabilities
383,590 180,609 
Long-term debt and finance lease liabilities, net of current portion291,627 25,047 
Operating lease liabilities28,223 2,263 
Warrant liability421 4,284 
Other long-term liabilities6,303 84,033 
Deferred tax liabilities, net
15 11 
Total liabilities
710,179 296,247 
Commitments and contingencies (Note 14)
Stockholders' equity
Preferred stock, $0.0001 par value, 150,000,000 shares authorized, no shares issued and outstanding as of December 31, 2022 and 2021— — 
Common stock, $0.0001 par value, 800,000,000 and 600,000,000 shares authorized as of December 31, 2022 and 2021, respectively, 512,935,485 and 413,340,550 shares issued and outstanding as of December 31, 2022 and 2021, respectively51 41 
Additional paid-in capital
2,562,855 1,944,341 
Accumulated deficit
(2,034,850)(1,250,612)
Accumulated other comprehensive income (loss)(1,577)(198)
Total stockholders' equity
526,479 693,572 
Total liabilities and stockholders' equity
$1,236,658 $989,819 





6

image.jpg
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
Years Ended December 31,
20222021
Cash flows from operating activities
Net loss$(784,238)$(690,438)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization23,300 8,231 
Stock-based compensation255,405 205,711 
Non-cash in-kind services— 46,271 
Equity in net loss of affiliates20,665 3,580 
Revaluation of financial instruments(145)(3,051)
Issuance of common stock for commitment shares— 5,564 
Inventory write-downs21,058 4,927 
Non-cash interest expense15,481 — 
Other non-cash activity1,594 1,626 
Changes in operating assets and liabilities:
Accounts receivable, net(31,509)— 
Inventory(120,906)(17,412)
Prepaid expenses and other current assets(8,506)(10,967)
Other assets(809)(1,216)
Accounts payable, accrued expenses and other current liabilities34,235 96,144 
Long-term deposits(4,306)(4,721)
Operating lease liabilities(874)(50)
Other long-term liabilities2,849 48,647 
Net cash used in operating activities(576,706)(307,154)
Cash flows from investing activities
Purchases and deposits for property, plant and equipment(170,726)(179,269)
Investments in affiliates(23,027)(25,000)
Issuance of senior secured note receivable and prepaid acquisition-related consideration(27,791)— 
Settlement of Price Differentials(6,588)(3,412)
Cash and restricted cash acquired in Romeo Acquisition6,865 — 
Proceeds from sale of equipment18 200 
Net cash used in investing activities(221,249)(207,481)
Cash flows from financing activities
Proceeds from the exercise of stock options6,867 4,785 
Proceeds from issuance of shares under the Tumim Purchase Agreement123,672 163,788 
Proceeds from issuance of Convertible Notes, net of discount and issuance costs233,214 — 
Proceeds from issuance of common stock under Equity Distribution Agreement, net of commissions paid165,143 — 
Proceeds from issuance of debt, promissory notes and notes payable, net of issuance costs54,000 24,632 
Proceeds from issuance of financing obligations, net of issuance costs44,823 — 
Proceeds from insurance premium financing6,637 — 
Repayment of debt, promissory notes and notes payable(30,526)(4,100)
Payments on insurance premium financing(4,638)— 
Payments on finance lease liabilities and financing obligation(514)(863)
Other financing activities— (644)
Net cash provided by financing activities598,678 187,598 
Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents(199,277)(327,037)
Cash and cash equivalents, including restricted cash and cash equivalents, beginning of period522,241 849,278 
Cash and cash equivalents, including restricted cash and cash equivalents, end of period$322,964 $522,241 


7

image.jpg
Reconciliation of GAAP Financial Metrics to Non-GAAP
(In thousands, except share and per share data)
(Unaudited)
Reconciliation of Net Loss to EBITDA and Adjusted EBITDA
Three Months Ended December 31,Years Ended December 31,
2022202120222021
Net loss attributable to common stockholders$(222,066)$(159,416)$(784,238)$(690,438)
Interest (income) expense, net6,986 262 17,740 481 
Income tax expense (benefit)— 
Depreciation and amortization6,828 2,272 23,300 8,231 
EBITDA(208,249)(156,882)(743,192)(681,722)
Stock-based compensation44,191 53,728 255,405 205,711 
Revaluation of financial instruments(52)71 (145)(3,155)
Romeo Acquisition transaction costs12,462 — 14,560 — 
Regulatory and legal matters (1)
(15,145)12,185 23,175 47,842 
SEC settlement— — — 125,000 
Adjusted EBITDA$(166,793)$(90,898)$(450,197)$(306,324)
(1 Regulatory and legal matters include legal, advisory and other professional service fees incurred in connection with the short-seller article from September 2020, and investigations and litigation related thereto.
Reconciliation of GAAP to Non-GAAP Net Loss, and GAAP to Non-GAAP Net Loss per Share, basic and diluted
Three Months Ended December 31,Years Ended December 31,
2022202120222021
Net loss attributable to common stockholders$(222,066)$(159,416)$(784,238)$(690,438)
Stock-based compensation44,191 53,728 255,405 205,711 
Revaluation of financial instruments(52)71 (145)(3,155)
Romeo Acquisition transaction costs12,462 — 14,560 — 
Regulatory and legal matters (1)
(15,145)12,185 23,175 47,842 
SEC settlement— — — 125,000 
Non-GAAP net loss$(180,610)$(93,432)$(491,245)$(315,040)
Non-GAAP net loss per share:
Basic$(0.37)$(0.23)$(1.11)$(0.79)
Diluted$(0.37)$(0.23)$(1.11)$(0.79)
Weighted average shares outstanding:
Basic487,551,035 407,448,311 441,800,499 398,655,081 
Diluted487,551,035 407,448,311 441,800,499 398,784,392 
(1) Regulatory and legal matters include legal, advisory and other professional service fees incurred in connection with the short-seller article from September 2020, and investigations and litigation related thereto.


INVESTOR INQUIRIES:
investors@nikolamotor.com
8