joby-20230930

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

_____________________________________________

FORM 10-Q

_____________________________________________

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2023


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to ____________

Commission File Number: 001-39524

_____________________________________________

Joby Aviation, Inc.

(Exact Name of Registrant as Specified in its Charter)

_____________________________________________


Delaware			98-1548118
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
333 Encinal Street, Santa Cruz, CA			95060
(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code: (831) 201-6700

_____________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001

JOBY

New York Stock Exchange

Warrants to purchase common stock

JOBY WS

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.(Check one):


Large accelerated filer	x	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	o
Emerging growth company	o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

The registrant had 696,319,445 shares of Common Stock outstanding as of October 31, 2023.

Table of Contents


		Page
	Special Note Regarding Forward-Looking Statements	2

PART I.	FINANCIAL INFORMATION	3

Item 1.	Condensed Consolidated Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets (Unaudited)	3
	Condensed Consolidated Statements of Operations (Unaudited)	4
	Condensed Consolidated Statements of Comprehensive Loss (Unaudited)	5
	Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)	6
	Condensed Consolidated Statements of Cash Flows (Unaudited)	8
	Notes to Condensed Consolidated Financial Statements (Unaudited)	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32
Item 4.	Controls and Procedures	32

PART II.	OTHER INFORMATION	33

Item 1.	Legal Proceedings	33
Item 1A.	Risk Factors	33
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	33
Item 3.	Defaults Upon Senior Securities	33
Item 4.	Mine Safety Disclosures	33
Item 5.	Other Information	33
Item 6.	Exhibits	34
	Signatures	35

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

Statements contained in this Quarterly Report on Form 10-Q which are not historical facts are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Forward-looking statements include, without limitation, statements regarding the future financial position, business strategy and plans and objectives of management of Joby Aviation, Inc. (the “Company,” “Joby,” “we,” “us” or “our”). These statements constitute projections and forecasts and are not guarantees of performance. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. When used in this Quarterly Report, words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “strive,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

These forward-looking statements are based on information available as of the date of this Quarterly Report and current expectations, forecasts and assumptions, and involve a number of judgments, risks and uncertainties. While we believe these expectations, forecasts, assumptions and judgments are reasonable, our forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control. Our business, prospects, financial condition, operating results and the price of our common stock may be affected by a number of factors, whether currently known or unknown, including but not limited to those discussed in this Quarterly Report in Part I, Item 2 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the section titled “Risk Factors” in our annual report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 1, 2023. Any one or more of these factors could, directly or indirectly, cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

As a result of known and unknown risks and uncertainties, our actual results or performance may be materially different from those expressed or implied by these forward-looking statements. You should not place undue reliance on these forward-looking statements.

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PART 1. FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements (Unaudited)

JOBY AVIATION, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

(In thousands, except share and per share amounts)


	September 30, 2023		December 31, 2022
Assets
Current assets:
Cash and cash equivalents	$	480,371	$	146,101
Short-term investments	632,144		910,692
Total cash, cash equivalents and short-term investments	1,112,515		1,056,793
Restricted cash	—		3,204
Other receivables	6,935		4,021
Prepaid expenses and other current assets	18,733		20,160
Total current assets	1,138,183		1,084,178
Property and equipment, net	100,415		92,103
Operating lease right-of-use assets	27,683		25,149
Restricted cash	762		762
Intangible assets	7,992		12,581
Goodwill	14,011		14,011
Other non-current assets	60,560		64,200
Total assets	$	1,349,606	$	1,292,984
Liabilities and stockholders’ equity
Current liabilities
Accounts payable	$	4,787	$	7,710
Operating lease liabilities, current portion	4,026		3,710
Accrued and other current liabilities	41,154		18,783
Total current liabilities	49,967		30,203
Operating lease liabilities, net of current portion	25,965		23,613
Warrant liability	64,650		28,783
Earnout shares liability	94,602		44,055
Other non-current liabilities	5,088		1,589
Total liabilities	240,272		128,243
Commitments and contingencies (Note 6)
Stockholders’ equity:
Preferred stock: $0.0001 par value - 100,000,000 shares authorized. No shares issued and outstanding.	—		—
Common stock: $0.0001 par value - 1,400,000,000 shares authorized; 694,692,591 and 622,602,815 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively.	69		61
Additional paid-in capital	2,244,617		1,908,179
Accumulated deficit	(1,132,600)		(734,653)
Accumulated other comprehensive loss	(2,752)		(8,846)
Total stockholders’ equity	1,109,334		1,164,741
Total liabilities and stockholders’ equity	$	1,349,606	$	1,292,984

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

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JOBY AVIATION, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

(In thousands, except share and per share data)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Operating expenses:
Research and development (including related party purchases of $421 and $243 for the three months ended September 30, 2023 and 2022, respectively, $1,335 and $1,470 for the nine months ended September 30, 2023 and 2022, respectively.)	$	100,559	$	73,870	$	264,926	$	220,146
Selling, general and administrative (including related party purchases of $69 and $46 for the three months ended September 30, 2023 and 2022, respectively, $232 and $335 for the nine months ended September 30, 2023 and 2022, respectively.)	27,608		23,251		78,926		70,700
Total operating expenses	128,167		97,121		343,852		290,846
Loss from operations	(128,167)		(97,121)		(343,852)		(290,846)
Interest and other income, net	13,611		5,360		32,694		8,671
Income from equity method investment	—		—		—		19,039
Gain (Loss) from change in fair value of warrants and earnout shares	116,109		12,560		(86,671)		72,072
Total other income (loss), net	129,720		17,920		(53,977)		99,782
Income (Loss) before income taxes	1,553		(79,201)		(397,829)		(191,064)
Income tax expense	28		5		118		35
Net income (loss)	$	1,525	$	(79,206)	$	(397,947)	$	(191,099)
Net Income (loss) per share, basic and diluted	$	0.00	$	(0.14)	$	(0.62)	$	(0.33)
Weighted-average common stock outstanding:
Basic	672,559,810		583,970,409		638,388,011		581,458,391
Diluted	691,455,162		583,970,409		638,388,011		581,458,391

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

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JOBY AVIATION, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(unaudited)

(In thousands)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Net Income (loss)	$	1,525	$	(79,206)	$	(397,947)	$	(191,099)
Other comprehensive income (loss):
Unrealized gain (loss) on available-for-sale securities	1,799		(4,427)		6,447		(9,313)
Foreign currency translation gain (loss)	(112)		29		(353)		(93)
Total other comprehensive income (loss)	1,687		(4,398)		6,094		(9,406)
Comprehensive income (loss)	$	3,212	$	(83,604)	$	(391,853)	$	(200,505)

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

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JOBY AVIATION, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(unaudited)

(In thousands, except share data)


	Common Stock			Additional Paid-In Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity
	Shares	Amount
Balance at January 1, 2023	622,602,815	$	61	$	1,908,179	$	(734,653)	$	(8,846)	$	1,164,741
Net loss	—	—		—		(113,393)		—		(113,393)
Stock-based compensation	—	—		14,157		—		—		14,157
Issuance of common stock upon exercise of stock options	945,803	—		614		—		—

SEC Form 10-Q filed by Joby Aviation Inc.