Form 6-K Mobileye N.V. For: Nov 03
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2015
Commission File No. 001-36566
Mobileye N.V.
(Translation of registrant’s name into English)
Har Hotzvim
13 Hartom Street
PO Box 45157
Jerusalem 9777513, Israel
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F x Form 40-F ¨
Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes ¨ No x
On November 3, 2015, Mobileye N.V. issued a press release announcing its earnings for the third quarter of 2015 ended September 30, 2015.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The contents of this Report of Foreign Private Issuer on Form 6-K (this “Form 6-K”), including Exhibit 99.1 annexed hereto, are incorporated by reference into the Registrant’s registration statement on Form F-3, SEC file number 333-206573, and shall be a part thereof from the date on which this Form 6-K is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.
| Exhibit No. | Description of Exhibit | |
| 99.1 | Press release dated November 3, 2015 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: November 3, 2015
| MOBILEYE N.V. | ||
| By: | /s/ Ofer Maharshak | |
| Ofer Maharshak | ||
| Chief Financial Officer | ||
Exhibit 99.1

Mobileye Announces Third Quarter 2015 Financial Results
Third Quarter 2015 Highlights:
| · | Total revenue of $70.6 million, up 104% year-over-year |
| · | Non-GAAP net income of $34.9 million |
| · | Non-GAAP fully diluted EPS of $0.15 |
| · | Generated $25.6 million in free cash flow |
JERUSALEM, Israel – November 3, 2015 – (NYSE: MBLY) – Mobileye N.V., the global leader in the development of vision and data analysis for Advanced Driver Assistance Systems and autonomous driving, today announced financial results for the quarter ended September 30, 2015.
“Our third quarter results highlight the growing interest from OEMs, consumers and regulatory agencies to include advanced safety features in vehicles,” stated Ziv Aviram, co-founder, president and chief executive officer of Mobileye. “We launched new programs with autonomous emergency braking, a feature being standardized around the world, and recently released semantic free-space and holistic path prediction, the most innovative vision technologies for road scene interpretation. Our commitment to innovation, ability to add successful program launches and provide best-in-class technologies for autonomous driving further strengthens our leadership in the ADAS and autonomous driving market.”
Third Quarter 2015 Financial Highlights
| · | Revenue: Total revenue for the third quarter of 2015 was $70.6 million, an increase of 104% compared to $34.7 million in the prior-year period. Within total revenue, original equipment manufacturing (OEM) revenue was $60.8 million, compared to $28.8 million in the prior-year period. After market (AM) revenue contributed the remaining $9.8 million of total revenue for the third quarter of 2015 compared to $5.9 million in the prior-year period. |
| · | Net Income (loss) and Earnings (loss) per Share: GAAP net income for the third quarter of 2015 was $24.2 million, or $0.10 per diluted share. This compares to GAAP net loss of $(13.1) million or $(0.09) on a per share basis for the third quarter of 2014. GAAP results included share-based compensation expense of $10.7 million for the third quarter of 2015 and $22.8 million for the third quarter of 2014. |
Non-GAAP net income for the third quarter of 2015 was $34.9 million, or $0.15 per share, based on 238.5 million weighted average diluted shares outstanding. This compares to non-GAAP net income of $9.7 million, or $0.04 per share, based on 232.9 million weighted average diluted shares outstanding during the third quarter of 2014. Non-GAAP net income excludes share-based compensation expense.
| · | Cash, restricted bank deposits, marketable securities and cash flow: At September 30, 2015, Mobileye had cash and cash equivalents, restricted bank deposits, and marketable securities of $448.3 million, compared to $422.2 million at June 30, 2015. |
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The company generated $26.2 million in net cash from operating activities for the third quarter of 2015 compared to $10.9 million for the third quarter of 2014. The company generated $25.6 million in free cash flow for the 2015 third quarter compared to $10.4 million for the comparable 2014 quarter. Free cash flow represents net cash provided by operating activities minus capital expenditures.
A reconciliation of the non-GAAP financial measures to GAAP measures has been provided in the financial tables included in this press release. An explanation of the non-GAAP financial measures and how they are calculated is included below under the heading “Non-GAAP Financial Measures.”
Quarterly Conference Call
Mobileye will host a conference call at 8:00 a.m. Eastern Standard Time (U.S. time) today (Tuesday, November 3, 2015) to review the company’s financial results for the third quarter ended September 30, 2015 and to provide guidance for the remainder of fiscal 2015. A live Webcast of the conference call will be accessible from the Investor Relations section of Mobileye’s website at http://ir.mobileye.com. An archive of the Webcast will be available through February 1, 2016.
About Mobileye
Mobileye N.V. is the global leader in the development of vision and data analysis for Advanced Driver Assistance Systems and autonomous driving. Our technology keeps passengers safer on the roads, reduces the risks of traffic accidents, saves lives and has the potential to revolutionize the driving experience by enabling autonomous driving. Our proprietary software algorithms and EyeQ® chips perform detailed interpretations of the visual field in order to anticipate possible collisions with other vehicles, pedestrians, cyclists, animals, debris and other obstacles. Our products are also able to detect roadway markings such as lanes, road boundaries, barriers and similar items, as well as to identify and read traffic signs and traffic lights. Our products are integrated into car models from 23 global automakers including BMW, Ford, General Motors, Nissan, Volvo, Audi and Hyundai. Our products are also available in the aftermarket.
Forward-Looking Statements
This press release contains certain forward-looking statements. Words such as “believes,” “intends,” “expects,” “projects,” “anticipates,” and “future” or similar expressions are intended to identify forward-looking statements. These statements are only predictions based on our current expectations and projections about future events. You should not place undue reliance on these statements. Many factors may cause our actual results to differ materially from any forward-looking statement, including the risk factors and other matters set forth in Mobileye’s filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 20-F. Mobileye undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by law.
Non-GAAP Financial Measures
We have provided in this release financial information that has not been prepared in accordance with GAAP. We use these non-GAAP financial measures internally in analyzing our financial results and believe they are useful to investors as a supplement to GAAP measures. We believe that these non-GAAP financial measures also provide additional tools for investors to use in
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evaluating our ongoing operating results and trends and in comparing our financial results with those of other companies in our industry, many of which present similar non-GAAP financial measures to investors.
Non-GAAP financial measures should not be considered in isolation from, or considered as an alternative to, operating income (loss), net income (loss), earnings (losses) per share or any other measure of financial performance calculated and presented in accordance with GAAP. Our non-GAAP measure may not be comparable to similarly titled measures of other organizations because other organizations may not calculate non-GAAP measures in the same manner. You are encouraged to evaluate these adjustments and the reason we consider them appropriate. A reconciliation of our non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release.
Non-GAAP net income. To arrive at our non-GAAP net income, we exclude share-based compensation expense from our GAAP net income (loss). We believe that this non-GAAP measure is useful to investors in evaluating our operating performance for the following reasons:
| • | We believe that elimination of share-based compensation expense is appropriate because treatment of this item may vary for reasons unrelated to our overall operating performance; |
| • | We use this non-GAAP measure in conjunction with our GAAP financial measure for planning purposes, including the preparation of our annual operating budget, as a measure of operating performance and the effectiveness of our business strategies and in communications with our board of directors concerning our financial performance; and |
| • | We believe that this non-GAAP measure provides better comparability with our past financial performance, facilitates better period-to-period comparisons of operating results and may facilitate comparisons with similar companies, many of which may also use similar non-GAAP financial measures to supplement their GAAP reporting. |
Non-GAAP EPS. To arrive at our non-GAAP EPS, we divided the non-GAAP net income by the sum of the number of our outstanding ordinary shares during the relevant period and the number of ordinary shares resulting from the conversion of all of our outstanding class shares into ordinary shares with no liquidation preference on a one-to-one basis as set forth in our articles of association. Immediately prior to our IPO on August 1, 2014, all outstanding class shares were converted into ordinary shares.
Free cash flow. We define free cash flow as net cash provided by operating activities minus capital expenditures. Free cash flow is important to reflect the cash that can allow us to pursue business strategies and opportunities and fulfill our goals. A limitation of using free cash flow versus the GAAP measure of net cash provided by operating activities as a means of evaluating our company is that free cash flow does not represent the total increase or decrease in the cash balance from operations for the period because it excludes cash used for capital expenditures during the period. Management compensates for this limitation by providing information about our capital expenditures on the face of the cash flow statement.
From time to time, we may also provide guidance regarding projected non-GAAP net income (loss) on an aggregate and per share basis. We cannot provide a reconciliation of our projected non-GAAP net income (loss) to projected GAAP net income (loss) for any future period due to
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the fluctuations of our stock price, which impact share-based compensation. Therefore, the information necessary for a quantitative reconciliation is not available to us without unreasonable efforts.
Company Contact:
Yonah Lloyd
CCO / SVP
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MOBILEYE N.V.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(in thousands, except per share data)
| For the nine months ended | For the three months ended | |||||||||||||||
| September 30, | September 30, | |||||||||||||||
| 2015 | 2014 | 2015 | 2014 | |||||||||||||
| Revenue | $ | 169,053 | $ | 103,979 | $ | 70,645 | $ | 34,677 | ||||||||
| Cost of revenue | 43,763 | 26,392 | 18,158 | 9,017 | ||||||||||||
| Gross profit | 125,290 | 77,587 | 52,487 | 25,660 | ||||||||||||
| Operating costs and expenses | ||||||||||||||||
| Research and development, net | 31,758 | 26,925 | 11,526 | 10,140 | ||||||||||||
| Sales and marketing | 9,791 | 11,910 | 2,812 | 6,448 | ||||||||||||
| General and administrative | 26,667 | 59,685 | 10,780 | 18,160 | ||||||||||||
| Total operating expenses | 68,216 | 98,520 | 25,118 | 34,748 | ||||||||||||
| Operating profit (loss) | 57,074 | (20,933 | ) | 27,369 | (9,088 | ) | ||||||||||
| Interest income | 1,718 | 1,097 | 1,030 | 379 | ||||||||||||
| Financial loss, net | (592 | ) | (2,973 | ) | (158 | ) | (3,006 | ) | ||||||||
| Profit (loss) before taxes on income | 58,200 | (22,809 | ) | 28,241 | (11,715 | ) | ||||||||||
| Taxes on income | (8,574 | ) | (9,674 | ) | (4,028 | ) | (1,398 | ) | ||||||||
| Net income (loss) for the period | $ | 49,626 | $ | (32,483 | ) | $ | 24,213 | $ | (13,113 | ) | ||||||
| Basic and diluted income (loss) per share: | ||||||||||||||||
| Basic | $ | 0.23 | $ | (0.45 | ) | $ | 0.11 | $ | (0.09 | ) | ||||||
| Diluted | $ | 0.21 | $ | (0.45 | ) | $ | 0.10 | $ | (0.09 | ) | ||||||
| Weighted average number of ordinary shares (in thousands) | ||||||||||||||||
| Basic | 216,927 | 71,884 | 218,180 | 149,779 | ||||||||||||
| Diluted | 237,795 | 71,884 | 238,522 | 149,779 | ||||||||||||
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MOBILEYE N.V.
RECONCILIATION OF GAAP TO NON-GAAP NET INCOME
(UNAUDITED)
(in thousands, except per share data)
| For the nine months ended | For the three months ended | |||||||||||||||
| September 30, | September 30, | |||||||||||||||
| 2015 | 2014 | 2015 | 2014 | |||||||||||||
| GAAP net income (loss) as reported | $ | 49,626 | (32,483 | ) | $ | 24,213 | (13,113 | ) | ||||||||
| Non-GAAP adjustment | ||||||||||||||||
| Expenses recorded for stock-based compensation | ||||||||||||||||
| Cost of revenues | 18 | 21 | 8 | 6 | ||||||||||||
| Research and development | 5,871 | 4,347 | 2,000 | 1,988 | ||||||||||||
| Sales and marketing | 1,384 | 5,994 | 353 | 4,191 | ||||||||||||
| General and administrative | 19,918 | 55,558 | 8,355 | 16,589 | ||||||||||||
| Total adjustment | 27,191 | 65,920 | 10,716 | 22,774 | ||||||||||||
| Non-GAAP net income | 76,817 | 33,437 | 34,929 | 9,661 | ||||||||||||
| Non-GAAP net income per share | ||||||||||||||||
| Basic | $ | 0.35 | $ | 0.16 | $ | 0.16 | $ | 0.05 | ||||||||
| Diluted | $ | 0.32 | $ | 0.15 | $ | 0.15 | $ | 0.04 | ||||||||
| Weighted average number of shares (in thousands) | ||||||||||||||||
| Basic | 216,927 | 204,734 | 218,180 | 209,079 | ||||||||||||
| Diluted | 237,795 | 220,247 | 238,522 | 232,859 | ||||||||||||
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MOBILEYE N.V.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands)
| September 30, | December 31, | |||||||
| 2015 | 2014 | |||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 126,476 | $ | 339,881 | ||||
| Restricted bank deposits | 3,052 | 2,315 | ||||||
| Marketable securities | 52,972 | 32,895 | ||||||
| Trade account receivables, net | 26,212 | 15,806 | ||||||
| Inventories | 35,458 | 17,626 | ||||||
| Other current assets | 9,135 | 9,820 | ||||||
| Total current assets | 253,305 | 418,343 | ||||||
| Long-term assets | ||||||||
| Marketable securities | 265,839 | - | ||||||
| Property, plant and equipment, net | 10,921 | 8,787 | ||||||
| Funds in respect of employee rights upon retirement | 9,144 | 7,969 | ||||||
| Other assets | 2,079 | 1,307 | ||||||
| Total long-term assets | 287,983 | 18,063 | ||||||
| Total assets | $ | 541,288 | $ | 436,406 | ||||
| Liabilities and shareholders’ equity | ||||||||
| Current liabilities | ||||||||
| Accounts payable and accrued expenses | $ | 29,140 | $ | 17,870 | ||||
| Employee related accrued expenses | 4,690 | 3,961 | ||||||
| Other current liabilities | 12,506 | 5,739 | ||||||
| Total current liabilities | 46,336 | 27,570 | ||||||
| Long-term liabilities | ||||||||
| Liability in respect of employee rights upon retirement | 10,958 | 9,350 | ||||||
| Long-term liabilities | 5,082 | 4,812 | ||||||
| Total long-term liabilities | 16,040 | 14,162 | ||||||
| Total liabilities | 62,376 | 41,732 | ||||||
| Shareholders’ equity | ||||||||
| Share capital | 2,554 | 2,511 | ||||||
| Additional paid-in capital | 558,574 | 523,315 | ||||||
| Accumulated other comprehensive loss | (871 | ) | (181 | ) | ||||
| Accumulated deficit | (81,345 | ) | (130,971 | ) | ||||
| Total shareholders’ equity | 478,912 | 394,674 | ||||||
| Total liabilities and shareholders’ equity | $ | 541,288 | $ | 436,406 | ||||
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MOBILEYE N.V.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)
| For the nine months ended | For the three months ended | |||||||||||||||
| September 30, | September 30, | |||||||||||||||
| 2015 | 2014 | 2015 | 2014 | |||||||||||||
| Cash flows from operating activities | ||||||||||||||||
| Net income (loss) for the period | $ | 49,626 | $ | (32,483 | ) | $ | 24,213 | $ | (13,113 | ) | ||||||
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||||||||||||||
| Depreciation | 2,464 | 1,856 | 846 | 677 | ||||||||||||
| Exchange rate differences | (21 | ) | 1,396 | 556 | 1,262 | |||||||||||
| Liability in respect of employee rights upon retirement | 1,608 | 842 | 80 | (191 | ) | |||||||||||
| Loss from marketable securities | 173 | 1,482 | 5 | 1,441 | ||||||||||||
| Share-based compensation | 27,191 | 65,920 | 10,716 | 22,774 | ||||||||||||
| Changes in asset and liabilities: | ||||||||||||||||
| Trade accounts receivables, net | (10,406 | ) | (7,280 | ) | (2,797 | ) | 1,201 | |||||||||
| Other current assets | 694 | (1,884 | ) | (1,145 | ) | (2,959 | ) | |||||||||
| Inventories | (17,832 | ) | (6,935 | ) | (8,167 | ) | (2,697 | ) | ||||||||
| Other long-term assets | (772 | ) | (890 | ) | (66 | ) | (674 | ) | ||||||||
| Account payables and accrued expenses | 10,813 | 9,761 | 1,737 | 2,097 | ||||||||||||
| Employee-related accrued expenses | 729 | 607 | (114 | ) | 21 | |||||||||||
| Other current-liabilities | 6,767 | 2,941 | 368 | 1,173 | ||||||||||||
| Long-term liabilities | 270 | 3,924 | (12 | ) | (150 | ) | ||||||||||
| Net cash provided by operating activities | 71,304 | 39,257 | 26,220 | 10,862 | ||||||||||||
| Cash flows from investing activities | ||||||||||||||||
| Change in restricted and short-term deposits | (692 | ) | 2,651 | (717 | ) | 176 | ||||||||||
| Proceeds from maturities / sales of marketable securities | 144,659 | 15,985 | 14,984 | 4,010 | ||||||||||||
| Purchase of marketable securities | (431,438 | ) | (18,985 | ) | (73,708 | ) | (329 | ) | ||||||||
| Short term loan granted | - | (6,392 | ) | - | (6,392 | ) | ||||||||||
| Funds in respect of employee right upon retirement | (1,243 | ) | (707 | ) | (406 | ) | 106 | |||||||||
| Purchase of property and equipment | (4,141 | ) | (3,937 | ) | (620 | ) | (481 | ) | ||||||||
| Net cash used in investing activities | (292,855 | ) | (11,385 | ) | (60,467 | ) | (2,910 | ) | ||||||||
| Cash flows from financing activities | ||||||||||||||||
| Issuance of shares, net | - | 196,538 | - | 196,841 | ||||||||||||
| Exercise of options | 8,102 | 2,479 | 1,236 | 1,838 | ||||||||||||
| Net cash provided by financing activities | 8,102 | 199,017 | 1,236 | 198,679 | ||||||||||||
| Increase (decrease) in cash and cash equivalents | (213,449 | ) | 226,889 | (33,011 | ) | 206,631 | ||||||||||
| Balance of cash and cash equivalents at the beginning of the period | 339,881 | 72,560 | 159,647 | 92,684 | ||||||||||||
| Exchange rate differences on cash and cash equivalents | 44 | (1,240 | ) | (160 | ) | (1,106 | ) | |||||||||
| Balance of cash and cash equivalents at the end of the period | $ | 126,476 | $ | 298,209 | $ | 126,476 | $ | 298,209 | ||||||||
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MOBILEYE N.V.
RECONCILIATION OF GAAP NET CASH FROM OPERATING ACTIVITIES TO FREE CASH FLOWS
(UNAUDITED)
(in thousands)
| For the nine months ended | For the three months ended | |||||||||||||||
| September 30, | September 30, | |||||||||||||||
| 2015 | 2014 | 2015 | 2014 | |||||||||||||
| GAAP net cash from operating activities as reported | $ | 71,304 | $ | 39,257 | $ | 26,220 | $ | 10,862 | ||||||||
| Capital Expenditures | (4,141 | ) | (3,937 | ) | (620 | ) | (481 | ) | ||||||||
| Free Cash Flow | 67,163 | 35,320 | 25,600 | 10,381 | ||||||||||||
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