Nathan Kroeker
Analyst · Johnson Rice & Company
Thanks, Joe, and good morning, everyone. As many of you already know, on August 31, we announced that we had received a $399 million conditional commitment for a loan guarantee from the Department of Energy. Since that announcement, we have been working through the steps required to get to loan closing and ensuring that all necessary conditions are met. Today, we want to spend a little bit of time discussing the DOE conditional commitment in the context of Project AMAZE. Project AMAZE or Project American-made zinc Energy is a $500 million expansion program with an initiative to scale production of our Z3 storage systems to eight gigawatt hours of storage annually by 2026. This DOE guaranteed loan would fund 80% of eligible project costs, which is the maximum amount available for the statute. Draw-downs on the loan would be based on reimbursement of CapEx and OpEx eligible costs incurred over time as we build and scale up our capacity. Given how we've been progressing on Line 1, we believe overall capital costs may come in below our initial expectations. Furthermore, the recent performance metrics we are seeing on the semi-automated line suggests that less material will be required to dial in the new line than originally anticipated. As we have been running the semi-automated line, we are seeing yield rates that indicate initial yields on the automated line could be much higher than originally modeled, resulting in lower start-up and shakedown costs. While the scope of the project remains the same, we believe the overall project has the potential to cost us less than initially forecasted. The conditional commitment is structured as a senior secured financing and carries an attractive cost of capital for a Company like EOS. The interest rate is a small margin above U.S. treasury rates of a similar tenor and the credit subsidy is being covered by DOE appropriated funds. As mentioned previously, closing and funding of the loan is contingent upon meeting a number of conditions precedent, and we expect this would occur sometime in the second quarter of next year. While we are working through designing and building out the first state-of-the-art line, we are also working through the capital plan required to get us to first advance. This conditional commitment was a critical milestone for the business and has the potential to further support our scaling of Z3 as well as our broader growth plans. As seen on the bottom of the page, we have been in the DOE application process for well over two years, which included a thorough and rigorous due diligence process surrounding our technical, market, financial and legal standards and expectations. At the same time, while all of that was going on, we were simultaneously executing a transition from our Gen 2.3 product and implementing an entirely new manufacturing process as we work toward the launch of Z3. We are very proud of all of the hard work that the team has done to get us to this point, and this commitment is a significant endorsement of both the V3 technology as well as the role that EOS will play in the broader energy storage and transition landscape. Now moving to Page 12, I want to give a little bit more color on the expansion program and some of the questions that we have received. The capacity expansion consists of four state-of-the-art manufacturing lines that would be added over time as supported by customer demand, financial and production forecasts as well as construction costs. As Joe mentioned, we are currently building out the first line, which we expect to come online in the second quarter of 2024 with additional lines to follow thereafter. Each of the lines are capable and expected to produce over 2 gigawatt hours of storage annually when run at capacity, but we plan to run the first line at 1.25 gigawatt hours annually, which is less than the anticipated nameplate capacity until we implement subassembly automation in the future. I would like to point out that as with any industrial manufacturing process, there will be a natural ramp in production and the 1.25 gigawatt hours of capacity will not be online on day one. As you see on this slide, and as consistent with what we said last quarter, the cost of a line that should produce over 2 gigawatt hours annually is estimated to be between $40 million and $50 million. But to get our initial lineup to 1.25 gigawatt hours, we expect to spend closer to $30 million. The total cost of a line consists of direct costs paid to our automation partner, ACRO, but it also includes CapEx costs related to our injection mold en suppliers. We believe the manufacturing process is capital efficient when comparing to other technologies in the marketplace. And if you look at the bottom right-hand side of the page, once we begin to scale production, we expect a significant source of cash to be the production tax credits, which are expected to return up to 125% of the capital investment within one year of full production. Getting into the next few pages, I want to focus on what we're seeing in the market and provide an update on our commercial pipeline and backlog. We are seeing strong and growing interest in deploying energy storage for greater than 4 hours of capacity in several regions of the United States, specifically in the Southeast and ERCO are starting to see a shift to winter net peaks. To really understand what's going on here, you need to understand the fundamentals and the human behavior that is causing this shift. Let's take a look at ERCOT, for example. In the summertime, system peak load has historically been driven by air conditioning during the hottest hours in the late afternoon. These two to four hour peaks in electricity demand in late afternoon are often referred to as the super peak in wholesale power markets. This super peak corresponds with maximum solar output. And so the summer peak, net of increasing solar generation has not kept pace with the overall increase in electricity usage during other times of the year. Winter peaks on the other hand, are at night and tend to be longer, i.e., eight-to-ten hours with small double peaks at the start and end of the overnight period as people warm up the house before going to bed and again, when they get up and get ready for the day. These winter net peaks are driven by population growth, poorly insulated homes and relatively inefficient electric heating, along with decommissioned legacy base-load generation being replaced with more intermittent renewable resources. Because electric heating increases at night, winter peaks do not coincide with solar generation, and so the increase of solar in the overall generation stack has the effect of shifting the net peak from summer to winter. So what does all of this mean for EOS? To keep it simple, two to four hour duration storage may address the summer super peak and help a little with the small winter double peaks. But as these macro trends continue in the market, we expect to see a growing demand for longer duration, say, eight-to-ten hours storage solutions to address the longer overnight winter net peaks. We believe EOS has a competitive advantage as this trend continues as our systems were uniquely designed with the flexibility to operate as low as three hours and up to 12 hours in duration. Furthermore, our energy storage systems get more efficient as we move beyond four hours, effectively getting more energy from the same energy cube. So our footprint and CapEx goes down as duration increases, giving us a growing competitive advantage as solar penetration increases in these markets. Flipping to Page 15, we've talked previously about how our pipeline and backlog is a portfolio of different customers and projects. Before getting into our commercial pipeline update, I wanted to provide a little more color on this portfolio effect by looking at how some of our typical customers tend to operate in the industry. This page highlights two indicative customer types, what you will find is that every customer can behave a little bit differently. The portfolio of projects and customers in our pipeline is comprised of a mix of utilities, IPPs, developers and industrial customers. Today, I'm going to focus on what we generally see with independent developers and utility-backed projects and how they fit in with our order book. Taking a look at independent developers depicted here on the left side of the page, you should think of the project life cycle in three key areas: project development where a project is identified, technology is selected and permits are obtained; project execution where the project will be constructed and built out; and in project operations where someone will come in and operate the project. At each stage of this process, new investors may come in or the entire project can be sold off to an independent investor or an investment fund. The final project once fully operational, could be owned by the developer, an independent investor or the end user. You may recall, we highlighted IEP last quarter. IEP has two projects in our backlog, and it's a good example of an independent developer. We are currently shipping energy cubes to the Orchard project in Texas, in which IEP was the developer who found the lines and obtained the permits but then sold the equity interest in the project to a large North American Infrastructure Fund, who is now well into the execution phase on this project. This type of ownership change is common in the industry, and many times, developers hold the rights to the project and obtain the permits, but are out looking for financing to come in for project execution. These independent developers may sign larger, longer-term master supply agreements with us to lock in a technology and a price for a predetermined amount of storage to assist them building out their economic models as they seek financing for their projects. A developer or owner may choose to keep the project merchant to take advantage of price arbitrage opportunities in the market or they may contract some or all of the storage capacity to a third-party off-taker in order to lock in future cash flows and assist in securing project financing. Similarly, ongoing operations and maintenance of the project once completed can be done by the owner or contracted out to a third party. As you can see, there are a number of ways that a project may move through the development life cycle when initiated by an independent developer. Now, moving to utility-backed projects, which generally have different objectives and priorities, with the utility, it's often going to take longer to qualify a new technology. There's an extensive due diligence period, and it can take years from initial discussions to full-scale order approvals. As Joe mentioned earlier, we are focused on delivering a few critical customer orders in early 2024. One of these orders is a utility-backed project that is in the initial pilot phase as seen on the right-hand side of the page. This 47 megawatt hour pilot order is a critical one for us and allows us to showcase our technology to one of the largest U.S. utilities, which we expect to translate into significant future opportunities once it's fully commissioned and in operation. In addition, we have been working with several different utilities over the last couple of years, and we are seeing a lot more traction as many of these customers in the pipeline were in a holding pattern and are reengaging in in-depth due diligence due to Z3 coming operational and the recent conditional commitment from the LPO. Now, moving into our commercial pipeline and orders backlog, I'm going to walk you through our classic pipeline page that I'm sure many of you are familiar with. This page is broken out into three key buckets: lead generation; current pipeline; and backlog. We keep this page in the same format every quarter, so you all can just focus on the numbers in which you will see both growing market demand and average sales prices increasing from prior quarter. Starting on the left side of the page is lead generation, which at the end of the quarter was $13 billion, representing 44 gigawatt hours of storage, up $2.2 billion from the prior quarter. As a reminder, we do not count lead generation in our current pipeline. And generally, there is a lot of churn in this bucket as things move in, drop out or progress into our pipeline. Now moving to the middle of the page, we get to our pipeline, which is now at $11.6 billion, up $1.9 billion from the prior quarter. The pipeline represents over 43 gigawatt hours with $10 billion in active proposals and $1.5 billion in signed letters of intent. During the quarter, we had one order moved from LOI into booked orders. And shortly after the quarter ended, we signed a 1 gigawatt hour letter of intent with a developer in Texas, which you can see represented in the parenthetical eight gigawatt hours in LOIs/firm commitments here on the page. As mentioned on previous calls, an opportunity can progress into an order from any stage in the pipeline. And while LOIs can be an important metric for us, we look at the pipeline holistically and in a portfolio of projects. In fact, some large utility names do not sign letters of intent, and you will see their projects move directly from active proposal into backlog upon receipt of a booked order. We continue to see an improvement in the overall quality of our customer pipeline with the average price of new proposals in 2023 being up nearly 30% from 2022 and up over 40% from 2021. With the continued movement to longer duration storage applications, we are seeing customers focus on the economic benefits, combined with the safety aspects of the EOS Z3 systems relative to some of the other options in the market. We are very encouraged by the trends that we are seeing in this regard. Now, moving to the far right, the backlog stands at $539 million, representing over 2 gigawatt hours as of September 30. During Q3, we booked two new orders, one with Dominion Energy and then a small behind-the-meter project with a repeat customer. We continue to see traction with utility names in our pipeline, and this recent order is an important milestone as we have been working with Dominion for over three years to get to this point. This order enables us to showcase our technology to a top-tier utility and has also provided increased exposure to developers knowing that our systems are being selected by highly regarded utility names like Dominion. Moving into our third quarter financial results; lots to be proud about in the third quarter with receiving the DOE conditional commitment in August and shipping the first Z3 customer cubes in September and being selected by Dominion for an important pilot project, but there is still a lot of work to be done, and the focus of the business is on successful implementation of the state-of-the-art manufacturing line and the path to profitability. Revenue for the quarter was $0.7 million as we shipped the first Z3 cubes at the end of September. Cost of goods sold for the quarter was $21.3 million, of which $11.2 million is noncash-related items, a decrease of $28.8 million compared to $5.0 million in the third quarter of 2022, primarily driven by lower shipments and corresponding revenue recognition as we began to deliver our first Z3 customer systems. Approximately 40% of COGS was attributed to onetime noncash accounting reserve adjustments for project commissioning, warranty and inventory valuations. R&D investment was $3.2 million, a 28% decrease compared to $4.5 million in the third quarter of 2022, driven by a reduction in outside services spend. $1.0 million or 31% of total R&D was noncash stock compensation and depreciation. While some may expect R&D costs to decline now that Z3 is in production, we expect R&D to stay relatively flat or even increase slightly over time as the R&D team continues to assist with the implementation of the state-of-the-art automated line and is leading a number of product cost out initiatives, including increased system performance and the development of our homegrown battery management systems. SG&A for the quarter was $13.1 million, including $3.7 million of non-cash items, which is $1.6 million lower than $14.7 million in the third quarter of the prior year, driven by decreases in outside consulting and professional fees. SG&A is primarily made up of personnel costs as well as external expenses related to being a public Company. During the quarter, approximately 34% of SG&A was personnel costs, 28% was noncash items such as stock comp and depreciation and 24% was related to outside services, which includes accounting and fees supporting public Company operations. Net interest expense was $9.4 million for the quarter, of which $3.7 million was cash and $5.7 million was noncash. The resulting operating loss was $37.8 million with a positive net income of $14.9 million. Lastly, I will give you an update on where we are with our full year Company objectives. As mentioned earlier, a lot to be proud about in the third quarter with both receiving the DOE conditional commitment in late August and shipping the first initial Z3 customer cubes in late September, but clarity on timing around our financing has affected overall 2023 timing and original expectations that were set at the beginning of the year. For our booked order target, we expect to come in below the previously announced outlook. As we have stated, we believe there are three things that customers are waiting on before committing to a booked order; One, certainty around our financing; two Z3 cycling data from the field and three, formal and final guidance from the IRAs 10% domestic content bonus credit. Since receiving the DOE conditional commitment, we have seen an increased level of engagement from customers, and we are continuing to progress these conversations and customer diligence and expect to see an increase in booked orders as we move forward. We understand that some of these opportunities are being pushed out to the right a bit due to various reasons, including timing of DOE grants or securing other sources of project financing, but that should simply be a matter of timing as the interest and the demand for long-duration storage is there. Our pipeline remains healthy, and we're confident that continued progress against the three items I mentioned earlier, will continue to move these discussions forward. Compared to the end of last quarter, we increased our opportunity pipeline by $1.9 billion, and we continue to see the projects in our pipeline getting larger for longer discharge durations and oftentimes are coming from repeat customers. We are very focused on streamlining the manufacturing process, producing batteries and delivering several critical projects in order to begin accumulating customer discharge data from the field. While we are now shipping initial Z3 orders, timing on the corresponding Z3 cycle data is dependent on customer installation and commissioning time lines. And lastly, for the IRA domestic content bonus credit, it should no longer be a matter of if EOS customers will qualify, but it's a matter of understanding the total cost savings and the impact to overall customer project economics. In working through the domestic content review and the validation process with the third party, we believe we will far exceed the domestic content threshold for our customers, which could translate into expanded financial benefits for many of these projects. Now, moving on to revenue guidance, you may recall from our last earnings call that we expected revenue for 2023 to be back-end weighted in Q4. We've previously shared that due to most of our revenue recognition occurring at the time of delivery as well as specific guidance in ASC 606, there could be risks of revenue shifting to the right and into next year. Our revenue recognition cadence varies depending on certain performance obligations unique to each contract. As we have gained more visibility into the last quarter of the year, we made the strategic decision to focus on stabilizing the manufacturing line, partially delivering a key customer commitment and then reducing the Q4 production plan in anticipation of the cut-in of a number of product cost out modifications in Q1, which should result in lower unit costs. This decision will result in some revenue being recognized in early 2024 rather than the fourth quarter. As Joe discussed earlier, the primary purpose of the semi-automated line was to optimize the manufacturing process while delivering on critical customer commitments. As a result of balancing these priorities, we expect our 2023 revenue to come in below our previous $30 million to $50 million guidance. I would like to highlight that this change in our production schedule should not negatively impact any customer commitments as they continue to work through permitting, construction time lines and non EOS supply chain delays on critical components such as transformers and inverters. We will continue to be diligent in running the semi-automated line as we build out the new state-of-the-art line in order to ensure we are making the most capital-efficient decisions for the business. Lastly, one of our top initiatives continues to be taking cost out of the product and progressing on the path to profitability. We are on track, and we expect to end the year above target as we have locked in cost out projects that will result in more than 15% cost reduction from Z3 launch. These projects include savings derived from design enhancements, density improvements and procurement initiatives, several of which are scheduled to cut over in February of 2024. Before I wrap up and turn the call over for questions, I want to spend a few minutes discussing our various financing options and how we are thinking about a comprehensive solution to our funding needs. While we are very encouraged to have received conditional approval for the DOE loan, we expect the first reimbursements of eligible costs from the Department of Energy to occur in 2024. With that, we will need to raise capital between now and then in order to continue to meet critical customer deliveries and fund ongoing business operations, including the build-out of our first state-of-the-art manufacturing line. In addition, and as previously stated on the Jane call in September, we expected to end the third quarter with a strong cash position. And while financing is something that we continue to work on, it wasn't something that needed to be done right away. We had several sources of capital available to us in the third quarter, but as you know, we're experiencing a very challenging capital market at the moment, and the primary source that we've been using recently is the ATM, which we believe we have been utilizing very responsibly. While it was not practical to have detailed discussions to address our longer-term capital needs without knowing the details contained within the DOE's conditional commitment, now that we have the detailed DOE term sheet, we have been having much more substantive discussions to explore the various options available to us. We are in detailed discussions with several different counterparties on potential capital solutions, and we're pleased thus far with the nature of these conversations. We look forward to updating the market as appropriate. However, based on feedback from these discussions, we believe that our capital needs will be met with a combination of debt and equity. While we move towards the broader capital solution, we will focus on balancing customer output, managing our cash position and building out our state-of-the-art manufacturing line. With that, I want to thank everybody for their time and for listening today, and I'll turn the call over to the operator for questions. Operator, please open the line for questions.