Electrovaya Provides Business Update
Toronto, Ontario – November 8, 2016
Electrovaya Inc. (TSX: EFL) (OTCQX:EFLVF) is providing the following update on business developments previously disclosed by Electrovaya Inc. (“Electrovaya”). Some of the items below were described in the press release of Electrovaya dated October 19, 2016 and are being restated for completeness in one document. This press release is being issued by Electrovaya in connection with a disclosure review undertaken by the Ontario Securities Commission in connection with the filing by Electrovaya of a preliminary short form base shelf prospectus dated September 21, 2016.
On May 26, 2016, Electrovaya announced the signing of a Master Service Agreement with a Fortune 1000, NYSE listed company and estimated potential revenues of up to US$80 million over a three-year period under such contract (the “Hyster-Yale Agreement”). On July 26, 2016, Electrovaya issued a press release announcing that it had commenced receiving purchase orders under the Hyster-Yale Agreement. On September 15, 2016, Electrovaya issued a press release which identified the customer as Hyster-Yale, a leading electric forklift manufacturer. The forward-looking estimated revenue and volumes disclosed by Electrovaya in its earlier press releases were based upon the customer’s expectations and forecasts for end customer sales of new lithium-ion forklift products. Electrovaya’s estimated revenue from the customer is dependent on the customer’s ability to generate sales of its lithium-ion based forklifts and to order products from Electrovaya in connection with such sales. The Hyster-Yale Agreement does not provide for a minimum contracted volume nor have firm irrevocable commitments been obtained from the customer. As with any new program, Electrovaya is in the ramp-up and prototyping phase under the Hyster-Yale Agreement and accordingly, the amount of orders placed under the Hyster-Yale Agreement to date are deminimis. However, as previously disclosed by Electrovaya, Electrovaya expects that sales under the Hyster-Yale Agreement will accelerate over CY 2017 once the initial ramp up phase under the Hyster-Yale Agreement is completed.
On June 14, 2016 Electrovaya announced a non-binding Memorandum of Understanding (“MoU”) with a European original equipment manufacturer (“European OEM”), a battery assembler for electric buses which has manufacturing plants in both Europe and China. Electrovaya and the potential customer are engaged in negotiations towards a definitive agreement. The MoU contains certain indicative fundamental terms (price and maximum volume discount) agreed by the parties. The MoU is for a product that is not a standard product of Electrovaya and accordingly, Electrovaya is currently engaged in the production of prototype products for this potential customer in order to be in a position to execute a definitive agreement once terms are agreed. Electrovaya anticipates the definitive agreement will be consistent with the indicative fundamental terms contained in the MoU, however, there is no assurance a binding agreement will be entered into or if entered into will be on the terms contained in the MoU. The forward-looking potential estimated revenues of €11 million for 2017 previously disclosed by Electrovaya were based upon the customer’s expectations regarding end customer sales of the product. Neither the MoU nor any definitive agreement is expected to provide for a minimum contracted volume or firm irrevocable commitment.
On July 6, 2016 Electrovaya/Litarion announced a non-binding MoU, with an international original equipment manufacturer (“International OEM”). The MoU contains certain indicative fundamental terms (price and maximum volume discount) agreed to by the parties. A working group has been set up with key personnel from both organizations to collaborate on specification, development, prototyping and testing. Electrovaya anticipates that the definitive agreement will be consistent with the MoU however, there is no assurance a binding agreement will be entered into, or if entered into will be on the terms contained in the MoU. Development work is being done by both sides and commercialization is expected to start in CY 2017. If a definitive agreement is executed, Electrovaya would be a supplier to the International OEM’s electric vehicle and the actual revenues of Electrovaya will be dependent on the success of the International OEM’s electric vehicle in the market and the International OEM ordering the products of Electrovaya. Neither the MoU nor is it expected that any definitive agreement will provide for a minimum contracted volume or firm irrevocable commitment. The International OEM has a large internal fleet demand for electric vehicles as well as external demands. Based upon the customer’s expectations regarding end customer sales of the product, Electrovaya’s forward-looking potential revenues from this International OEM are estimated to be up to €37 million in 2017, with the actual revenues dependent on the International OEM’s commercialization of the electric vehicle with Electrovaya’s products for both its internal fleet usage and external sales.
On September 20, 2016, Electrovaya announced it signed a Service Agreement with a NYSE Fortune 1000 OEM. This Service Agreement is for the design and development of battery modules for a range of the NYSE Fortune 1000 OEM’s electromobility products. Volume manufacturing and commercial production are subject to Electrovaya and the NYSE Fortune 1000 OEM entering into a definitive Supply Agreement and the customer providing Electorvaya with orders thereunder. Accordingly, there is no assurance that large volume commercial production will start in late 2017.
On October 19, 2016, Electrovaya announced that it entered into a Strategic Supplier Agreement and a Supply Agreement (collectively, the “Agreements”) with a global original equipment manufacturer (the “Global OEM”). The Agreements follow the earlier announced Letter of Intent in June 2016. Electrovaya will supply 48V LITASTORE battery modules to the Global OEM if, as and when the Global OEM delivers purchase orders under the Agreements. Prior to the execution of the Agreements, Electrovaya completed, shipped and billed the Global OEM for prototypes delivered by Electrovaya. The Agreements contain tiered volume and pricing. Should the forward-looking maximum volume anticipated in the volume pricing schedule be achieved, this would result in €199 million being the potential value of the Agreement over a three-year period. There is no assurance, however, that the Global OEM will order nor Electrovaya supply to this extent. On October 31 , 2016 Electrovaya received from the Global OEM a €6.9 million purchase order for delivery of battery modules in the first half of 2017.
With the introduction of Electrovaya’s new battery module, LITACORE1000, as announced by Electrovaya on May 16, 2016 Electrovaya’s focus moved from component sales to battery module and system sales, as indicated in the August 11, 2016 Q3 financial results announcement. This change in focus, accompanied by deferral of deliveries for battery components requested by customers, as noted in the Management Discussion and Analysis of Electrovaya for the quarter ended June 30, 2016, resulted in a decrease in the third quarter June 30, 2016 revenue and also impacted future revenue from two contracts previously announced.
With respect to the Lithium Ion product supply contract announced by Electrovaya on September 1, 2015 (the “Battery Component Contract”), Electrovaya estimated on such date that the value over the life of the contract (being 3 years and 8 months) to be €18.5 million, based on the orders under the Battery Component Contract advised by the customer. From September 1, 2015 to June 30, 2016 Electrovaya recorded €1.7 million of revenue under the Battery Component Contract. However, as noted in the Management Discussion and Analysis of Electrovaya for the quarter ended June 30, 2016 the customer requested a deferral of deliveries under the Battery Component Contract. Following this request for deferral, Electrovaya and the customer amended the Battery Component Contract to include a firm commitment by the customer to order €1.3 million of products prior to September 2017 and providing the customer an option to order additional products above this committed amount. This deferral of the firm orders may have a material and adverse impact on the future optional orders, if any, under the contract. As the customer has not provided a revised forecast of orders to Electrovaya, Electrovaya is not at this time able to provide an updated estimate as to the value of the remaining potential orders under the Battery Component Contract nor is there any assurance Electrovaya will accept such orders if received. Electrovaya’s estimated revenue from the customer is dependent on the customer’s ability to generate sales to its customers.
With respect to the Lithium Ion Cells purchase order announced by Electrovaya on January 1, 2016 (the “Cell Contract”), Electrovaya received a purchase order from a North American distributor for approximately US $16 million with deliveries through to March 2017. From January 1, 2016 to June 30, 2016 Electrovaya recorded US $1.6 million of revenue under the purchase order. However, as noted in the Management Discussion and Analysis of Electrovaya for the quarter ended June 30, 2016 the customer requested a deferral of further deliveries with no time frame specified. This deferral of the Firm Orders may have a material and adverse impact on the future orders, if any, under the contract. There is no assurance further deliveries will be requested nor accepted by Electrovaya if a request is received.
Electrovaya announced on June 2, 2015 that it had received an order for SEPARION from a leading Chinese Battery Company. This order was fulfilled, however, Electrovaya subsequently determined that SEPARION provided it with a key competitive advantage in terms of safety and cycle life. As such no further orders for SEPARION were accepted nor is it likely any will be accepted as Electrovaya pursues a strategy to keep SEPARION proprietary to its own products.
Electrovaya also announces that it filed material change reports today with respect to its press releases dated July 26, 2016 and September 20, 2016.
Electrovaya is also clarifying certain information which was contained in its previously filed Annual Information Form dated December 1, 2015:
The order to supply prototype battery packs for DongFeng Motors in China (announced by Electrovaya on January 15, 2013) was completed and Electrovaya does not expect any future revenues from DongFeng Motors.
Electrovaya had a research and demonstration program with Chrysler which was partially funded by the US Department of Energy (as announced by Electrovaya on March 24, 2010). The program enabled the development of plug in hybrid Ram trucks and Minivans where Electrovaya supplied the complete battery system. Chrysler did not pursue the commercialization of this project and Electrovaya ceased work on this project.
In mid to late November 2016, Electrovaya will be filing an amended and restated Annual Information Form dated December 1, 2015 to among other things, (i) satisfy form requirements, (ii) clarify certain disclosure in the prior Annual Information Form, including removing outdated or unnecessary disclosure, (iii) include appropriate guidance regarding forward-looking statements and (iv) include appropriate risk factors.
See “Forward-Looking Statements”, “Risk Factors” and “Regulatory Review” below.
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About Electrovaya Inc.
Electrovaya Inc. (TSX:EFL) (OTCQX:EFLVF) designs, develops and manufactures proprietary Lithium Ion Super Polymer® batteries, battery systems, and battery-related products for energy storage, clean electric transportation and other specialized applications. Electrovaya, through its fully owned subsidiary, Litarion GmbH, also produces cells, electrodes and SEPARIONTM ceramic separators and has manufacturing capacity of about 500MWh/annum. Electrovaya is a technology focused company with extensive patents and other Intellectual Property. Headquartered in Ontario, Canada, Electrovaya has production facilities in Canada and Germany with customers around the globe
The Hyster-Yale Agreement, the Agreements with the Global OEM, the Battery Component Contract, the Cell Contract and other definitive agreements between Electrovaya and its customers (collectively the “Contracts”) are subject to a number of risks, including: (i) no sales are assured under the Contracts and no firm irrevocable commitments have been obtained by Electrovaya under the Contracts or if firm irrevocable commitments are obtained the customer may not honour such commitments or may seek to re-negotiate or defer such commitments; (ii) the Contracts do not provide for a minimum contracted volume, and therefore, Electrovaya is subject to the requirements of Hyster-Yale and the Global OEM as to if, as and when and in what volume they wish to ultimately purchase; (iii) Electrovaya’s estimation of revenue is calculated based on the expectations and forecasts for orders during the life of the contract provided to Electrovaya by the customers (the “Estimates”) which orders are solely at the discretion of the customers – accordingly the actual revenues of Electrovaya under the Contracts could be materially less than initially estimated as the Contracts are not, unless otherwise disclosed by Electrovaya, “take or pay’ nor do they provided for a minimum contracted volume; (iv) the Estimates constitute forward-looking information and Electrovaya does not have (X) knowledge of the material factors or assumptions used by the customers to develop the Estimates or as to their reliability or (Y) the ability to monitor the performance of the business of the customers in order to confirm that the volumes initially represented by them in the Estimates remain valid; and (v) if the Estimates do not remain valid, or if firm irrevocable orders are not obtained, the potential estimated revenues of Electrovaya could be materially and adversely impacted.
Non-binding MoUs entered into by Electrovaya, including the MoUs discussed above, are subject to a number of risks including: (i) the arrangements are still in the negotiation phase and there is no assurance a definitive agreement will be reached or if reached, such agreement will be on the same terms as disclosed in the MoU, (ii) product specifications have not yet been agreed and thus Electrovaya cannot enter into a definitive agreement nor commence deliveries until the product specifications are agreed and a definitive arrangement is signed; (iii) no sales are assured under the MoUs and no firm irrevocable commitments have been obtained from the potential customer; and (iv) the MoUs and any definitive agreement entered into in furtherance thereof, may be subject to the same risk factors as the Contracts.
This press release contains forward-looking statements, including statements that relate to, among other things, estimated orders and volumes provided to Electrovaya by customers and potential customers revenues, order forecasts, forecasted customer orders and estimated revenues, technology development progress, plans for shipment using Electrovaya’s technology, production plans, Electrovaya’s markets, objectives, goals, strategies, intentions, beliefs, expectations and estimates, and can generally be identified by the use of words such as “forward-looking”, “may”, “will”, “could”, “should”, “would”, “likely”, “possible”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “plan”, “objective” and “continue” (or the negative thereof) and words and expressions of similar import. Although Electrovaya believes that the expectations reflected in such forward-looking statements are reasonable, such statements involve risks and uncertainties, and undue reliance should not be placed on such statements.
Specific forward-looking statements of Electrovaya in this press release include, among other things (i) potential revenues of up to US$80 million under the Hyster-Yale Agreement, (ii) increased purchase orders in CY 2017 under the Hyster-Yale Agreement, (iii) potential revenues of up to €199 million over a three-year period under the Agreements with the Global OEM, (iv) potential estimated revenues of up to €11 million for 2017 if a definitive agreement with the European OEM is entered into on terms similar to the MoU Electrovaya executed with the European OEM, (v) the potential estimated revenues of up to €37 million for 2017 if a definitive agreement with the International OEM is entered into on terms similar to the MoU Electrovaya executed with the International OEM and (vi) the potential estimated value of the Battery Component Contract of €18.5 million and the remaining orders Electrovaya anticipates receiving under the Battery Component Contract.
Readers and investors should note that estimated and forecasted orders and volumes provided by customers and potential customers to Electrovaya constitute forward-looking information and Electrovaya does not have (X) knowledge of the material factors or assumptions used by the customers or potential customers to develop the estimates or forecasts or as to their reliability and (Y) the ability to monitor the performance of the business its customers and potential customers in order to confirm that the forecasts and estimates initially represented by them to Electrovaya remain valid and if such forecasts and estimates do not remain valid, or if firm irrevocable orders are not obtained, the potential estimated revenues of Electrovaya could be materially and adversely impacted.
Certain material factors or assumptions are applied by Electrovaya in making forward-looking statements, and actual results may differ materially from those expressed or implied in such statements. Important factors that could cause actual results to differ materially from expectations include but are not limited to: parties with whom Electrovaya has executed MoUs not entering into a definitive agreement with Electrovaya in a timely manner or at all or on terms different than those contained in the applicable MoU, the purchase orders actually placed by customers of Electrovaya;, the customers of Electrovaya terminating the agreements or not renewing such agreements annually; general business and economic conditions (including but not limited to currency rates and creditworthiness of customers); Electrovaya’s liquidity and capital resources, including the availability of additional capital resources to fund its activities; level of competition; changes in laws and regulations; legal and regulatory proceedings; the ability to adapt products and services to the changing market; the ability to attract and retain key executives; and the ability to execute strategic plans. Additional information about material factors that could cause actual results to differ materially from expectations and about material factors or assumptions applied in making forward-looking statements may be found in Electrovaya’s most recent annual and interim Management’s Discussion and Analysis under “Risk and Uncertainties” as well as in other public disclosure documents filed with Canadian securities regulatory authorities. Electrovaya does not undertake any obligation to update publicly or to revise any of the forward-looking statements contained in this document, whether as a result of new information, future events or otherwise, except as required by law.