Document and Entity Information
Document and Entity Information | 9 Months Ended |
Oct. 01, 2022 shares | |
Document and Entity Information | |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Transition Report | false |
Document Period End Date | Oct. 01, 2022 |
Entity File Number | 001-41541 |
Entity Registrant Name | Mobileye Global Inc. |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 88-0666433 |
Entity Address, Country | IL |
Entity Address, Address Line One | Har Hotzvim, 13 Hartom Street |
Entity Address, Address Line Two | P.O. Box 45157 |
Entity Address, City or Town | Jerusalem |
Entity Address, Postal Zip Code | 9777513 |
City Area Code | 972 |
Local Phone Number | 2-541-7333 |
Title of 12(b) Security | Class A common stock, par value $0.01 |
Trading Symbol | MBLY |
Security Exchange Name | NASDAQ |
Entity Current Reporting Status | No |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 51,911,905 |
Entity Central Index Key | 0001910139 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q3 |
Amendment Flag | false |
CONDENSED COMBINED BALANCE SHEE
CONDENSED COMBINED BALANCE SHEETS - USD ($) $ in Millions | Oct. 01, 2022 | Dec. 25, 2021 |
Current assets | ||
Cash and cash equivalents | $ 871 | $ 616 |
Trade account receivables, net | 222 | 155 |
Inventories | 105 | 97 |
Related party loan | 901 | 1,326 |
Other current assets | 63 | 76 |
Total current assets | 2,162 | 2,270 |
Non-current assets | ||
Property and equipment, net | 354 | 304 |
Intangible assets, net | 2,658 | 3,071 |
Goodwill | 10,895 | 10,895 |
Other long-term assets | 95 | 115 |
Total non-current assets | 14,002 | 14,385 |
TOTAL ASSETS | 16,164 | 16,655 |
Current liabilities | ||
Accounts payable and accrued expenses | 160 | 160 |
Employee related accrued expenses | 75 | 102 |
Related party payable | 966 | 163 |
Dividend Note with related party | 3,520 | |
Other current liabilities | 59 | 49 |
Total current liabilities | 4,780 | 474 |
Non-current liabilities | ||
Long-term employee benefits | 54 | 94 |
Deferred tax liabilities | 162 | 181 |
Other long-term liabilities | 8 | 17 |
Total non-current liabilities | 224 | 292 |
TOTAL LIABILITIES | 5,004 | 766 |
Equity | ||
Parent net investment | 11,178 | 15,884 |
Accumulated other comprehensive income (loss) | (18) | 5 |
TOTAL EQUITY | 11,160 | 15,889 |
TOTAL LIABILITIES AND EQUITY | $ 16,164 | $ 16,655 |
CONDENSED COMBINED STATEMENTS O
CONDENSED COMBINED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2022 | Sep. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | |
CONDENSED COMBINED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) | ||||
Revenue | $ 450 | $ 326 | $ 1,304 | $ 1,030 |
Cost of revenue | 233 | 173 | 682 | 529 |
Gross profit | 217 | 153 | 622 | 501 |
Research and development, net | 206 | 132 | 565 | 390 |
Sales and marketing | 27 | 33 | 91 | 98 |
General and administrative | 9 | 8 | 27 | 26 |
Total operating expenses | 242 | 173 | 683 | 514 |
Operating income (loss) | (25) | (20) | (61) | (13) |
Interest income with related party | 5 | 0.6 | 9 | 2 |
Interest expense with related party | (11) | (20) | ||
Other income (expense), net | 1 | 6 | ||
Income (loss) before income taxes | (30) | (20) | (66) | (11) |
Benefit (provision) for income taxes | (15) | (6) | (46) | (11) |
Net income (loss) | $ (45) | $ (26) | $ (112) | $ (22) |
Earnings (loss) per share: | ||||
Basic | $ (0.06) | $ (0.03) | $ (0.15) | $ (0.03) |
Diluted | $ (0.06) | $ (0.03) | $ (0.15) | $ (0.03) |
Weighted-average number of shares used in computation of earnings (loss) per share (in millions): | ||||
Basic | 750 | 750 | 750 | 750 |
Diluted | 750 | 750 | 750 | 750 |
Other comprehensive income (loss), net of tax | $ 6 | $ 2 | $ (23) | $ 4 |
TOTAL COMPREHENSIVE INCOME (LOSS) | $ (39) | $ (24) | $ (135) | $ (18) |
CONDENSED COMBINED STATEMENTS_2
CONDENSED COMBINED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Millions | Parent Net Investment | Accumulated other comprehensive income (loss) | Total |
Beginning Balance at Dec. 26, 2020 | $ 15,842 | $ 15,842 | |
Other comprehensive income (loss), net | $ 4 | 4 | |
Net income (loss) | (22) | (22) | |
Net transfer from (to) Parent | 37 | 37 | |
Ending Balance at Sep. 25, 2021 | 15,857 | 4 | 15,861 |
Beginning Balance at Jun. 26, 2021 | 15,845 | 2 | 15,847 |
Other comprehensive income (loss), net | 2 | 2 | |
Net income (loss) | (26) | (26) | |
Net transfer from (to) Parent | 38 | 38 | |
Ending Balance at Sep. 25, 2021 | 15,857 | 4 | 15,861 |
Beginning Balance at Dec. 25, 2021 | 15,884 | 5 | 15,889 |
Other comprehensive income (loss), net | (23) | (23) | |
Net income (loss) | (112) | (112) | |
Tax sharing agreement with Parent | (16) | (16) | |
Net transfer from (to) Parent | 158 | 158 | |
Equity transaction in connection with the legal purchase of Moovit entities | (900) | (900) | |
Dividend Note with related party | (3,500) | (3,500) | |
Dividend distribution | (336) | (336) | |
Ending Balance at Oct. 01, 2022 | 11,178 | (18) | 11,160 |
Beginning Balance at Jul. 02, 2022 | 11,223 | (24) | 11,199 |
Other comprehensive income (loss), net | 6 | 6 | |
Net income (loss) | (45) | (45) | |
Tax sharing agreement with Parent | (9) | (9) | |
Net transfer from (to) Parent | 9 | 9 | |
Ending Balance at Oct. 01, 2022 | $ 11,178 | $ (18) | $ 11,160 |
CONDENSED COMBINED STATEMENTS_3
CONDENSED COMBINED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Oct. 01, 2022 | Sep. 25, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income (loss) | $ (112) | $ (22) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation of property and equipment | 17 | 12 |
Share-based compensation | 112 | 73 |
Amortization of intangible assets | 413 | 368 |
Exchange rate differences on cash and cash equivalents | 6 | |
Deferred income taxes | (8) | (24) |
Interest on Dividend Note | 20 | |
Interest with related party, net | 20 | (2) |
Other | (3) | (1) |
Changes in operating assets and liabilities: | ||
Decrease (increase) in trade accounts receivables | (67) | (57) |
Decrease (increase) in other current assets | 28 | (4) |
Decrease (increase) in inventories | (8) | 30 |
Increase (decrease) in account payables and accrued expenses | 22 | 31 |
Increase (decrease) in employee-related accrued expenses and long term benefits | (67) | 20 |
Increase (decrease) in other current-liabilities | 10 | 15 |
Decrease (increase) in other long term assets | 15 | (1) |
Increase (decrease) in long-term liabilities | (3) | |
Net cash provided by operating activities | 395 | 438 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of property and equipment | (79) | (98) |
Repayments of loan due from related party | 734 | |
Issuance of loan to related party | (336) | (390) |
Net cash provided by (used in) investing activities | 319 | (488) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Net transfers from Parent | 99 | 69 |
Dividend paid | (336) | |
Share-based compensation recharge | (200) | |
Deferred offering costs | (14) | |
Changes in withholding tax related to employee stock plans | (2) | |
Net cash provided by (used in) financing activities | (451) | 67 |
Effect of foreign exchange rate changes on cash and cash equivalents | (6) | |
Increase in cash, cash equivalents and restricted cash | 257 | 17 |
Balance of cash, cash equivalents and restricted cash, at beginning of year | 625 | 93 |
Balance of cash, cash equivalents and restricted cash, at end of period | 882 | 110 |
Supplementary non-cash investing and financing activities: | ||
Non cash purchase of property and equipment | 9 | 28 |
Non-cash share based compensation recharge | 9 | 105 |
Equity transaction in connection with the legal purchase of Moovit entities | 900 | |
Dividend Note with related party | 3,500 | |
Non cash deferred offering costs | 1 | |
Tax sharing agreement with Parent | 16 | |
Supplemental cash flow information: | ||
Cash (paid) for income taxes, net of refunds | (40) | $ (35) |
Interest received from related party | $ 29 |
GENERAL
GENERAL | 9 Months Ended |
Oct. 01, 2022 | |
GENERAL | |
GENERAL | NOTE 1 - GENERAL Background Mobileye Group is a leader in the development and deployment of advanced driver assistance systems (“ADAS”) and autonomous driving technologies and solutions. Mobileye Group combines the operations of Cyclops Holdings LLC (“Cyclops”), Mobileye B.V. and its subsidiaries (“Mobileye”) GG Acquisition Ltd. and the Moovit App Global Ltd. and its subsidiaries (“Moovit”) and certain Intel employees mainly in research and development (the “Intel Aligned Groups”) (collectively, unless the context otherwise requires, the “Company”, “we”, and “our”). Mobileye operates as a component of Intel, which acquired a majority stake in Mobileye in August 2017 (the “Mobileye Acquisition”). The remaining issued and outstanding shares of Mobileye were acquired by Intel during 2018. The Company is building a robust portfolio of end-to-end ADAS and autonomous driving solutions to provide the capabilities required for the future of autonomous driving, leveraging a comprehensive suite of purpose-built software and hardware technologies. Moovit, a leading urban mobility app and mobility-as-a-service (“MaaS”) solutions provider also operates as a component of Intel upon acquisition of the issued and outstanding equity interests of Moovit in May 2020 (the “Moovit Acquisition”). On May 31, 2022, we legally purchased from Intel 100% of the issued and outstanding equity interests of the Moovit entities. For further detail see Note 6. In December 2021, Intel announced plans to pursue an initial public offering (“IPO”) of Mobileye Group. In January 2022, Intel incorporated a new legal entity, Mobileye Global Inc., with the intent to contribute the Company to Mobileye Global Inc. and be able to offer newly issued shares of common stock of Mobileye Global Inc. in an IPO. In October 2022, the initial public offering of Mobileye (the “Mobileye IPO”) was completed. The registration statement related to the Mobileye IPO was declared effective on October 25, 2022, and our Class A common stock began trading on the Nasdaq Global Select Market under the ticker symbol “MBLY” on October 26, 2022. Prior to the completion of the Mobileye IPO, we were a wholly-owned business of Intel Corporation (“Intel” or the “Parent”). Upon the closing of the Mobileye IPO (after giving effect to the exercise of the underwriters’ over-allotment option), Intel continues to directly or indirectly hold all of the Class B common stock of Mobileye, which represents approximately 99.3% of the voting power of our common stock. Upon completion of the IPO, we completed the legal entity reorganization of our operations comprising the Mobileye Group business so that they are all under the single parent entity, Mobileye Global Inc., and the filing and effectiveness of our amended and restated certificate of incorporation. Refer to Note 9, Subsequent Events, for details relating to the Company’s IPO and related transactions. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Oct. 01, 2022 | |
SIGNIFICANT ACCOUNTING POLICIES | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These condensed combined financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial reporting. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These condensed combined financial statements have been prepared on the same basis as the Company’s annual audited combined financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of the Company’s financial information. The results of operations for the three and nine months ended October 1, 2022 shown in this report are not necessarily indicative of the results to be expected for the full year ending 2022. The condensed combined financial statements should be read in conjunction with the audited combined financial statements for the fiscal year ended December 25, 2021. The condensed combined financial statements and accompanying notes have been derived from the consolidated financial statements and accounting records of Intel and are presented as if the Company had been operating as a stand-alone company for all periods presented. The assets, liabilities, revenue, and expenses directly attributable to the Company’s operations, including the acquired goodwill and intangible assets, have been reflected in these condensed combined financial statements on a historical cost basis, as included in the consolidated financial statements of Intel. The Company utilized the Intel Aligned Groups mainly in research and development activities. The associated costs of the Intel Aligned Groups are reflected on a specific attribution basis in the condensed combined statements of operations and comprehensive income (loss). Intel Aligned Groups also participated in various Intel compensation and benefit plans. Portions of those plans’ costs were based on actual headcount and included in these condensed combined financial statements. These costs are not necessarily indicative of costs that would have been incurred had the Company operated on a stand-alone basis. The condensed combined statements of operations and comprehensive income (loss) also include allocations of general corporate expenses from Intel. These expenses have been allocated to the Company on the basis of direct usage when identifiable or allocated on the basis of headcount. Management of the Company and Parent considered the basis on which the expenses have been allocated to be a reasonable reflection of the utilization of the services provided to or the benefit received by the Company during the periods presented. Mobileye largely continued to operate as a standalone operation and had not been fully integrated into Intel, with limited use of corporate overhead functions. The allocated costs for the periods presented in the statement of operations and comprehensive income (loss) were not material. The allocations may not be reflective of the expenses that would have incurred had the Company operated as a stand-alone company for the periods presented. These costs also may not be indicative of the expenses that the Company will incur in the future or would have incurred if the Company had obtained these services from a third party. Actual costs that may have been incurred if the Company had operated as a stand-alone company would depend on a number of factors, including the chosen organizational structure, the outsourcing of certain functions, and other strategic decisions. As Mobileye Group was not historically held by a single legal entity, total parent net investment is shown in lieu of equity in the condensed combined financial statements and represents Intel’s total interest in the recorded net assets of Mobileye Group. All intercompany transactions within the combined businesses of the Company have been eliminated. Transactions between the Company and Intel, arising from arrangements with Intel and other similar related-party transactions, were considered to be effectively settled in the condensed combined financial statements at the time the transactions were recorded, unless otherwise noted. The total net effect of the settlement of these transactions was reflected within parent net investment as a component of equity in the condensed combined balance sheets and within net transfers from Parent as a financing activity in the condensed combined statements of cash flows, unless otherwise noted. There have been no material changes in our significant accounting policies as described in our combined financial statements for the fiscal year ended December 25, 2021, other than described below regarding deferred offering costs and income tax and regarding earnings per share as described in Note 4. For further detail, see Note 2 in the audited combined financial statements for the fiscal year ended December 25, 2021. Deferred Offering Costs Deferred offering costs consisting of legal, accounting and other fees and costs incurred that are directly related to the IPO, are capitalized and recorded on the condensed combined balance sheet. These deferred costs will be reclassified to shareholders’ equity upon the consummation of the IPO, which was completed in October 2022, and recorded against the proceeds received. If the IPO would have been aborted, all the deferred offering costs would have been expensed. The Company capitalized $15 million and $0 million of deferred offering costs within other long-term assets, in the condensed combined balance sheet as of October 1, 2022, and December 25, 2021, respectively. Transaction costs which are not directly related to the IPO, are expensed as incurred within general and administrative expenses. The Company recognized $1 million and $4 million of offering costs as an expense in the three and nine months ended October 1, 2022, respectively. Cash, cash equivalents, and restricted cash The following is a reconciliation of the cash, cash equivalents and restricted cash as of each period end: U.S. dollars In millions October 1, 2022 December 25, 2021 Cash and cash equivalents $ 871 $ 616 Restricted cash (within other long-term assets) 11 9 Cash, cash equivalents and restricted cash $ 882 $ 625 Fair value measurement The carrying amounts of the related party loan, trade accounts receivable, Dividend Note with related party, accounts payable and investments in short term deposits classified as cash equivalents, approximate their respective fair value because of their generally short maturities. Short term deposits included in cash and cash equivalents were $770 million and $209 million as of October 1, 2022 and December 25, 2021, respectively. The Company also has goodwill and acquisition-related in-process research and development assets that are required to be recorded at fair value only if an impairment is recognized in the current period. Research and development, net Research and development expenses are expensed as incurred, and consist primarily of personnel, facilities, equipment, and supplies for research and development activities. The Company occasionally enters into best-efforts nonrefundable, non-recurring engineering (“NRE”) arrangements pursuant to which the Company is reimbursed for a portion of the research and development expenses attributable to specific development programs. The Company does not receive any additional compensation or royalties upon completion of such projects and the potential customer does not commit to purchase the resulting product in the future. The participation reimbursement received by the Company does not depend on whether there are future benefits from the project. All intellectual property generated from these arrangements is exclusively owned by the Company. Participation in expenses for research and development projects are recognized on the basis of the costs incurred and are netted against research and development expenses in the condensed combined statements of operations and comprehensive income (loss). Research and development reimbursements of $15 million, and $17 million were offset against research and development costs in the three months ended October 1, 2022 and September 25, 2021, respectively; and $40 million and $39 million were offset in the nine months ended October 1, 2022 and September 25, 2021, respectively. Derivatives and hedging Beginning in 2021, as part of Intel’s corporate hedging program, Intel is hedging forecast cash flows denominated in Israel Shekels (“ILS”) related to the Company. ILS is the largest operating expense currency of the Company. Intel combines all of its ILS exposures, and as part of Intel’s hedging program enters into hedging contracts to hedge Intel’s combined ILS exposure. Derivative gains and losses attributed to these condensed combined financial statements are recorded under accumulated other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. The notional amount and fair value of derivatives outstanding at Intel on behalf of Mobileye were: October 1, 2022 December 25, 2021 U.S. dollars in millions Notional amount of derivatives $ 192 $ 230 Fair value of derivatives receivable from (payable to) Intel $ (19) $ 5 The change in accumulated other comprehensive income (loss) relating to gains (losses) on derivatives used for hedging was as follows: Three Months Ended Nine Months Ended October 1, 2022 October 1, 2022 U.S. dollars in millions Other comprehensive income (loss) before reclassifications $ 1 $ (30) Amounts reclassified out of accumulated other comprehensive income (loss) 6 6 Tax effects (1) 1 Other comprehensive income (loss), net $ 6 $ (23) Income Tax The provision for income tax consists of income taxes in the various jurisdictions where the Company is subject to taxation, primarily the United States and Israel. For interim periods, the Company recognizes an income tax benefit (provision) based on the estimated annual effective tax rate, calculated on a worldwide consolidated basis, expected for the entire year. The Company applies this rate to the year-to-date pre-tax income. The overall effective tax rate is influenced by valuation allowances on tax assets for which no benefit can be recognized due to the Company’s recent history of pretax losses sustained. Tax jurisdictions with forecasted pretax losses for the year for which no benefit can be recognized are excluded from the calculation of the worldwide estimated annual effective tax rate, and any associated tax expense for those jurisdiction is recorded separately. Certain legal entities of Mobileye file tax returns on a consolidated basis with our parent Intel Corporation. We have entered into a tax sharing agreement with Intel Corporation that establishes the amount of cash we will pay to our parent for our share of the tax liability owed on these consolidated filings. The income tax provision included in these combined financial statements has been calculated using the separate return method, as if the Company had filed its own tax returns. This method can limit our ability to benefit losses that may have been used by Intel in the consolidated tax returns. To the extent the tax sharing agreement and the separate return method differ, an adjustment to our net parent investment balance is recorded. Use of estimates The preparation of condensed combined financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts and events reported and disclosed in the combined financial statements and accompanying notes. We base our estimates on historical experience and on various other assumptions and factors, including the current economic environment, that we believe to be reasonable under the circumstances. Actual results could differ from those estimates. On an on-going basis, management evaluates its estimates, judgments, and assumptions. The most significant estimates and assumptions relate to recognition and useful lives of intangible assets, impairment assessment of intangible assets and goodwill, and income taxes. Loss contingencies Management believes that there are no current matters that would have a material effect on the Company’s condensed combined balance sheets, statement of operations or cash flows. Legal fees are expensed as incurred. Concentration of credit risk Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents, which include short-term deposits, and trade accounts receivable. The majority of the Company’s cash and cash equivalents are invested in banks domiciled in the U.S., as well as in Israel. Generally, these cash equivalents may be redeemed upon demand. Short term bank deposits, included in cash and cash equivalents, are held in the aforementioned banks. Accordingly, management believes that these bank deposits have minimal credit risk. The Company’s accounts receivables are derived primarily from sales to Tier 1 suppliers to the automotive manufacturing industry located mainly in the U.S., Europe, and China. Concentration of credit risk with respect to accounts receivables is mitigated by credit limits, ongoing credit evaluation, and account monitoring procedures. Credit is granted based on an evaluation of a customer’s financial condition and, generally, collateral is not required. Trade accounts receivable are typically due from customers within 30 to 60 days. The Company performs ongoing credit evaluations of its customers and has not experienced any material losses in the periods presented. The Company establishes credit losses accounts receivable by considering a number of factors, including the length of time accounts receivable are past due, the Company’s previous loss history from such customers, and the customers’ current ability to pay its obligation to the Company. As of October 1, 2022 and December 25, 2021, the credit losses in respect of accounts receivable, which are determined with respect to specific debts that are doubtful of collection and netted against accounts receivable, were not material. The Company writes off accounts receivable when they are deemed uncollectible. For the three and nine months ended October 1, 2022 and September 25, 2021, the charge-offs and recoveries in relation to the credit losses accounts were not material. Customer concentration risk The Company’s business, results of operations, and financial condition for the foreseeable future will likely continue to depend on sales to a relatively small number of customers. In the future, these customers may decide not to purchase the Company’s products, may purchase fewer products than in previous years, or may alter their purchasing patterns. Further, the amount of revenue attributable to any single customer or customer concentration generally may fluctuate in any given period. In addition, a decline in the production levels of one or more of the Company’s major customers, particularly with respect to vehicle models for which the Company is a significant supplier, could reduce revenue. The loss of one or more key customers, a reduction in sales to any key customer or the Company’s inability to attract new significant customers could negatively impact revenue and adversely affect the Company’s business, results of operations, and financial condition. See Note 8 related to customers that accounted for more than 10% of the Company’s total revenue and accounts receivable for each of the periods presented in these condensed combined financial statements. Dependence on a single supplier risk The Company purchases all its System on Chip (“EyeQ® SoC”) from a single supplier. Any issues that occur and persist in connection with the manufacture, delivery, quality, or cost of the assembly and testing of inventory could have a material adverse effect on the Company’s business, results of operations and financial condition. See below regarding a shortage in EyeQ® SoC that the Company has been experiencing during 2021 and through the nine months ended October 1, 2022. COVID-19 The COVID-19 pandemic has adversely affected significant portions of the Company’s business and could have a continued adverse effect on the Company’s business, results of operations, and financial condition. There is a significant constraint in the global supply of semiconductors. The COVID-19 pandemic led to an increase in the demand for consumer electronics and global semiconductor manufacturers allocated significant capacity to meet such demand. As global automakers resumed production in 2020 following shutdowns resulting from the COVID-19 pandemic, semiconductor supply became further strained, and these factors, combined with the long lead times associated with the Company, have contributed to a shortage of semiconductors. During the fiscal year ended December 25, 2021, and through nine months ended October 1, 2022, the Company’s sole supplier was not able to meet demand of the Company for the EyeQ® SoC, causing a significant reduction in the Company’s inventory levels. We expect to continue to experience a shortfall of EyeQ® SoC which has already caused certain delays and may continue to cause further delays in our ability to fulfil customers’ orders. Since the EyeQ® SoC is the core of the ADAS and AV products, continued shortages in the supply of sufficient EyeQ® SoC to meet production needs may impair the Company’s ability to meet its customers’ requirements in a timely manner and may adversely affect the Company’s business, results of operations and financial condition. Moreover, to the extent that the global semiconductor shortage results in reduced production or production delays by automakers, those delays could result in reduced or delayed demand for the Company products. In addition, issues relating to the COVID-19 pandemic have led to port congestion and intermittent supplier shutdowns and delays in the delivery of critical components, resulting in additional expenses to expedite delivery of critical parts. Sustaining the Company’s production trajectory will require the readiness and solvency of its suppliers and vendors, a stable and motivated production workforce and ongoing government cooperation, including for travel and visa allowances, which many governments have restricted in connection with efforts to address the COVID-19 pandemic. Although we cannot fully predict the length and the severity of the impact these pressures will have on a long-term basis, we do not anticipate that our current supply chain constraints would materially adversely affect our results of operations, capital resources, sales, profits, and liquidity. New Accounting pronouncements: Recently Adopted Accounting Pronouncements In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities About Government Assistance, which requires entities to provide disclosures on material government assistance transactions for annual reporting periods. The disclosures include information around the nature of the assistance, the related accounting policies used to account for government assistance, the effect of government assistance on the entity’s condensed combined financial statements, and any significant terms and conditions of the agreements, including commitments and contingencies. The new standard which can be applied prospectively or retrospectively, was adopted by the Company, and only impacts annual financial statement footnote disclosures. The impact of adoption of this standard is immaterial. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides practical expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this ASU apply only to contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued due to reference rate reform. ASU No. 2020-04 is effective and can be applied prospectively through December 31, 2022. The Company has completed its evaluation of significant contracts. The Company has adopted the ASU in these unaudited condensed combined financial statements. There was no material impact on these unaudited condensed combined financial statements. For further information, see Note 6 regarding related party transactions. |
OTHER FINANCIAL STATEMENT DETAI
OTHER FINANCIAL STATEMENT DETAILS | 9 Months Ended |
Oct. 01, 2022 | |
OTHER FINANCIAL STATEMENT DETAILS | |
OTHER FINANCIAL STATEMENT DETAILS | NOTE 3 - OTHER FINANCIAL STATEMENT DETAILS Inventories: October 1, December 25, 2022 2021 U.S. dollars in millions Raw materials $ 39 $ 24 Work in process 1 — Finished goods 65 73 $ 105 $ 97 Inventory write-downs and write-offs were not material for the periods presented in these condensed combined financial statements. Property and equipment, net: October 1, December 25, 2022 2021 U.S. dollars in millions Computers, electronic equipment and software $ 110 $ 85 Vehicles 11 11 Office furniture and equipment 4 2 Leasehold improvements 20 15 Construction on process 284 249 Total property, plant and equipment, gross 429 362 Less: accumulated depreciation (75) (58) Total property, plant and equipment, net $ 354 $ 304 Depreciation expenses totaled $7 million and $5 million for the three months ended October 1, 2022 and September 25, 2021, respectively; and $17 million and $12 million for the nine months ended October 1, 2022 and September 25, 2021, respectively. |
EQUITY
EQUITY | 9 Months Ended |
Oct. 01, 2022 | |
EQUITY | |
EQUITY | NOTE 4 - EQUITY A. The Company’s equity incentive plans are broad-based, long-term programs intended to attract and retain talented employees. The Company’s employees participate in Intel’s equity incentive plan. All references to share and per share data in the tables below refer to Intel’s common stock. Options Outstanding and exercisable options for Intel’s common stock under Intel’s plan as of October 1, 2022 were as follows: Outstanding Exercisable Weighted average Number of remaining Weighted average Number of Weighted average Exercise price options contractual life exercise price options exercise price (U.S. dollars) In thousands In years U.S. dollars In thousands U.S. dollars $ 4.01 - 21.59 69 3 7.8 32 6.5 $ 22.41 - 26.89 2,143 0.9 26.8 2,140 26.8 $55.17 68 6.5 55.2 45 55.2 Total 2,280 1.1 27.1 2,217 27.1 The option activity for the nine months ended October 1, 2022 for options granted to the Company’s employees for Intel’s common stock was as follows: Weighted average Weighted remaining average contractual Aggregated Number exercise price Life intrinsic value(1) In thousands U.S. dollars In Years U.S. dollars in millions Options outstanding at December 25, 2021 3,578 $ 29.2 1.5 $ 79 Granted — — Exercised (1,298) $ 32.9 Forfeited — — Options outstanding at October 1, 2022 2,280 $ 27.1 1.1 $ 1 Options exercisable as of October 1, 2022 2,217 $ 27.1 1 $ 1 The option activity for the three months ended October 1, 2022 for options granted to the Company’s employees for Intel’s common stock was as follows: Weighted average Weighted remaining average contractual Aggregated Number exercise price Life intrinsic value(1) In thousands U.S. dollars In Years U.S. dollars in millions Options outstanding at July 2, 2022 2,290 $ 27.1 1.4 $ 21 Granted — $ — Exercised (10) $ 24.1 Forfeited — $ — Options outstanding at October 1, 2022 2,280 $ 27.1 1.1 $ 1 Options exercisable at October 1, 2022 2,217 $ 27.1 1 $ 1 (1) (2) RSUs The RSU activity for the nine months ended October 1, 2022 for RSUs granted to Company’s employees for Intel’s common stock was as follows: Weighted average Number grant fair value In thousands U.S. dollars Outstanding at December 25, 2021 5,278 46.49 Granted 3,752 43.65 Vested (620) 49.58 Forfeited (350) 48.53 Outstanding at October 1, 2022 8,060 44.84 The RSU activity for the three months ended October 1, 2022 for RSUs granted to Company’s employees for Intel’s common stock was as follows: Weighted average Number grant fair value In thousands U.S. dollars Outstanding at July 2, 2022 7,967 45.34 Granted 294 33.33 Vested (127) 49.22 Forfeited (74) 45.02 Outstanding at October 1, 2022 8,060 44.84 Share-based compensation expense summary Share-based compensation expenses included in the condensed combined statements of operations and comprehensive income (loss) was as follows: Three Months Ended Nine Months Ended October 1, 2022 September 25, 2021 October 1, 2022 September 25, 2021 U.S. dollars in millions Cost of revenue $ — $ — $ — $ — Research and development, net 32 20 101 57 Sales and marketing 1 1 3 3 General and administrative 3 3 8 13 Total share-based compensation $ 36 $ 24 $ 112 $ 73 A. On May 12, 2022, Mobileye Group declared and paid a dividend in an aggregate amount of $336 million to Intel, net of $14 million of cash paid to tax authorities to settle related tax obligations. B. Before the Mobileye IPO, Intel held directly or indirectly the 100 shares of common stock of Mobileye Global Inc. with a par value of $0.01 per share, that were issued and outstanding per share for all periods presented. Basic and diluted net income (loss) per share is computed by dividing net income (loss) for the period by the weighted average number of common shares outstanding during the period. In connection with the IPO, we issued 41,000,000 shares of our Class A common stock to the public at a public offering price of $21.00 per share and an additional 4,761,905 Class A shares at a private placement. The IPO closed on October 28, 2022. On November 1, 2022, we closed the sale of an additional 6,150,000 shares pursuant to the exercise of the underwriters’ option. In accordance with ASC 260, the Class A shares issued in connection with the IPO will be included in earnings per share calculations for periods subsequent to the closing of the IPO and are not included in the earning per share calculations for periods prior to the closing of the IPO. In October 2022, our board of directors approved the issuance of restricted stock units in connection with the IPO. These restricted stock units were not included in the computation of diluted earnings per share for the three and nine months ended October 1, 2022. The following table summarizes the calculation of basic net income (loss) per share for the periods presented: Three Months Ended Nine Months Ended October 1 September 25, October 1 September 25, 2022 2021 2022 2021 in millions, except per share amounts Numerator: Net income (loss) (45) (26) (112) (22) Denominator: Weighted average common shares - basic and diluted 750 750 750 750 Net income (loss) per share: Basic and diluted $ (0.06) $ (0.03) $ (0.15) $ (0.03) |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Oct. 01, 2022 | |
INCOME TAXES | |
INCOME TAXES | NOTE 5 - INCOME TAXES The Company’s quarterly benefit (provision) for income taxes and the estimates of its annual effective tax rate, are subject to fluctuation due to several factors, principally including variability in overall pre-tax income and the mix of paying for certain components to which such income relates. The income tax provision included in these condensed combined financial statements has been calculated using the separate return method, as if the Company had filed its own tax returns. This method can limit the Company’s ability to benefit from losses that may have been used by Intel in its consolidated tax returns. The Company has entered into a tax sharing agreement with Intel, which establishes the amount of cash payable to Intel for our share of the tax liability owed on a consolidated tax filing basis with Intel. To the extent the tax sharing agreement and the separate return method differ, and the liability to Intel is higher or lower than the amount that would have been payable if the Company had filed its own tax returns, an adjustment to the net parent investment balance is recorded within equity. The adjustment to the net parent investment for the nine months ended October 1, 2022 was an aggregate decrease in net parent investment of $16 million because amounts payable under the tax sharing agreement in respect of the nine-month period exceeded amounts calculated under the separate return method. The tax expense for the nine months ended October 1, 2022, was unfavorably impacted by an accrued withholding tax expense and valuation allowances for certain jurisdictions. A withholding tax expense of $14 million related to a dividend distribution between entities within the Mobileye Group (see Note 4 regarding a dividend distribution to Intel) was recorded in the nine months ended October 1, 2022. As the Company has jurisdictions that have sustained recent losses based on the separate return method, a valuation allowance is required for deferred tax assets for which no benefit can be currently realized. The Company also estimates cash taxes for these jurisdictions this year due to unfavorable timing adjustments based upon tax law. |
RELATED PARTIES TRANSACTIONS
RELATED PARTIES TRANSACTIONS | 9 Months Ended |
Oct. 01, 2022 | |
RELATED PARTIES TRANSACTIONS | |
RELATED PARTIES TRANSACTIONS | NOTE 6 - RELATED PARTIES TRANSACTIONS The Company has entered into a series of related party arrangements with Intel. The arrangements were as follows: Loan arrangements The Company entered into a series of bilateral lending/borrowing arrangements with Intel. The purposes of the facilities are to enable bilateral cash movements between the parties. The arrangements are denominated in U.S dollars. In 2017, Intel along with the Company, entered into a bilateral lending/borrowing arrangement (“Arrangement 1”) to make available to either party up to an aggregate principal amount of $1.5 billion. Arrangement 1 has a mechanism of automatic renewal for additional periods of one year. In 2021, Arrangement 1 was amended to increase the capacity from $1.5 billion to $1.8 billion, and was automatically renewed to December 2022. In 2017, Intel along with the Company, entered into a bilateral lending/borrowing arrangement (“Arrangement 2”) to make cash available to either party up to an aggregate principal amount of $750 million. Arrangement 2 has a mechanism for automatic renewal for additional periods of one year each. In March 2022, Arrangement 2 was amended to increase the aggregate principal amount from $750 million to $1.0 billion and the maturity date was extended to March 2023. In 2021, the Company and Intel entered into a bilateral lending/borrowing arrangement (“Arrangement 3” and together with Arrangement 1 and Arrangement 2, the “Bilateral Loan Arrangements”) to make cash available to either party up to an aggregate principal amount of $100 million. Arrangement 3 has a maturity date of July 2022 with a mechanism of automatic renewal for additional periods of one year. In March 2022, Arrangement 3 was amended to increase the aggregate principal amount available to draw from $100 million to $500 million. The interest rate is based on an applicable margin of 0.0% with an option for Intel to elect to increase or decrease the applicable margin on or after the first day of the 2022 fiscal year. If the election to increase the applicable margin is applied, the spread adjustment would be reflective of the difference between three-month LIBOR and the term Secured Overnight Financing Rate (“SOFR”). In March 2022, due to reference rate reform, Arrangement 1 and Arrangement 2 were amended to change the interest rate from LIBOR based to SOFR based. The modification was accounted for as if it is not substantial in accordance with the expedient for ASC 470 and an updated effective interest rate was calculated to reflect the change in terms. There was no gain or loss recognized for the nine months ended October 1, 2022. The total outstanding balance under the Bilateral Loan Arrangements was approximately $901 million and $1.3 billion as of October 1, 2022 and December 25, 2021 respectively, and is reflected in current assets as a related party loan based on the maturity date as of each balance sheet period (accumulated interest is presented within other current assets). Interest income recognized by the Company totaled $5 million, and $0.6 million for the three months ended October 1, 2022 and September 25, 2021, respectively; and $9 million and $2 million for the nine months ended October 1, 2022 and September 25, 2021, respectively. Stock Compensation Recharge Agreement The Company entered into a stock compensation recharge agreement with Intel, which requires the Company to reimburse Intel for certain amounts relating to the value of share-based compensation provided to the Company’s employees for RSUs or stock options exercisable in Intel stock. The liability associated with the stock compensation recharge agreement that is reflected on the condensed combined balance sheets, under related party payable was approximately $14 million and $162 million as of October 1, 2022 and December 25, 2021, respectively. As for the inclusion of the Company’s employees in Intel’s equity incentive plan, see Note 4. Hedging services Intel centrally hedges its exposure to changes in foreign exchange rates. At the beginning of 2021, the Company entered into a hedging services agreement with Intel, pursuant to which the Company is entitled to a certain allocation of the gains and obligated to a certain allocation of the losses arising from the execution of the hedging contracts. For further information, see Note 2, Derivatives and hedging. Development Services and Lease Intel entered into agreements with the Company to provide certain development services, including research, technical work on technology, products and solutions, construction and ancillary administrative services and use of space in Intel’s building in Israel. The Company paid for these services on a quarterly basis. These costs are included in the condensed combined statements of operations and comprehensive income (loss) primarily on a specific and direct attribution basis. Other services to a related party The Company reimbursed its Chief Executive Officer for reasonable travel related expenses incurred while conducting business on behalf of the Company. Travel expenses totaled $0.8 million and $0.6 million for nine months ended October 1, 2022 and September 25, 2021, respectively. Dividend Note On April 21, 2022, Intel and Mobileye Group signed a loan agreement whereby Mobileye Group agreed to issue a promissory note to Intel in an aggregate principal amount of $3.5 billion (the “Dividend Note”). The Dividend Note is scheduled to mature on April 21, 2025 and accrues interest at a rate equal to 1.26% per annum, such interest to accrue quarterly. Prior to June 30, 2024, such interest will be paid by being automatically added to the outstanding principal amount of the loan and will thereafter be payable quarterly in cash in arrears and shall also be payable upon any prepayment, whether in whole or in part, to the extent accrued on the amount being prepaid and upon maturity. Under the Dividend Note, Mobileye Group has the right, at its option, on any business day, to prepay the loan, including principal and any accrued interest thereon, in whole or in part without premium or penalty. As of October 1, 2022, accrued interest expense was $20 million. The aggregate principal amount plus related accrued interest is presented as Dividend Note with related party. Refer to Note 9 for the settlement of the Dividend Note. Equity transaction in connection with the legal purchase of Moovit entities On May 31, 2022, we entered into an agreement with Intel pursuant to which we legally purchased from Intel 100% of the issued and outstanding equity interests of the Moovit entities for an aggregate amount of $900 million that is payable in cash to Intel and presented within related party payable. Moovit’s operations are already reflected as part of the Mobileye Group in these condensed combined financial statements as further detailed in Note 1 and therefore the transaction is treated within equity. |
IDENTIFIED INTANGIBLE ASSETS
IDENTIFIED INTANGIBLE ASSETS | 9 Months Ended |
Oct. 01, 2022 | |
IDENTIFIED INTANGIBLE ASSETS | |
IDENTIFIED INTANGIBLE ASSETS | NOTE 7 - October 1, 2022 December 25, 2021 U.S. dollars in millions Accumulated Accumulated Gross Assets Amortization Net Gross Assets Amortization Net Developed technology $ 3,973 $ 1,756 $ 2,217 $ 3,991 $ 1,419 $ 2,572 Customer relationships & brands 786 345 441 831 332 499 Total $ 4,759 $ 2,101 $ 2,658 $ 4,822 $ 1,751 $ 3,071 The following table presents the amortization expenses recorded for these identified intangible assets and their weighted average useful lives: Three Months Ended Nine Months Ended Weighted October 1, September 25, October 1, September 25, Average 2022 2021 2022 2021 Useful Life U.S. Dollars in millions Developed technology $ 115 $ 100 $ 355 $ 300 10 Customer relationships & brands 16 23 58 68 12 Total amortization expenses $ 131 $ 123 $ 413 $ 368 The Company expects future amortization expenses for the next five years and thereafter to be as follows: Remainder of 2022 2023 2024 2025 2026 Thereafter Total U.S. dollars in millions Future Amortization Expenses $ 131 $ 474 $ 445 $ 443 $ 332 $ 833 $ 2,658 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Oct. 01, 2022 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | NOTE 8 - SEGMENT INFORMATION An operating segment is defined as a component of an enterprise for which discrete financial information is available and is reviewed regularly by the Chief Operating Decision Maker (“CODM”), or decision- making group, to evaluate performance and make operating decisions. The Company has identified its CODM as the Chief Executive Officer (“CEO”). The Company’s organizational structure and management reporting supports two operating segments: Mobileye and Moovit. The CODM evaluates performance, makes operating decisions and allocates resources based on the financial data of these operating segments. Operating segments do not record inter-segment revenue. Mobileye is the Company’s only reportable operating segment and Moovit is presented within “Other” as per ASC 280, Segment Reporting. Segment performance is the operating income reported excluding the amortization of acquisition-related intangible assets and IPO related expense. The measure of assets has not been disclosed for each segment as it is not regularly reviewed by the CODM. The accounting policies of the individual segments are the same as those described in the summary of significant accounting policies in Note 2 to the audited combined financial statements for the fiscal year ended December 25, 2021. The following are segment results for each period as follows: Three Months Ended October 1, 2022 Amounts not allocated to Mobileye Other segments Combined U.S. dollars in millions Revenues $ 443 $ 7 $ — $ 450 Cost of revenues 117 1 115 233 Research and development, net 196 10 — 206 Sales and Marketing 8 3 16 27 General and administrative 5 3 1 9 Segment performance $ 117 $ (10) $ (132) $ (25) Interest (expense) with a related party (6) Other income 1 Loss before taxes on income (30) Share-based compensation 32 4 — 36 Depreciation of property and equipment 7 — — 7 Three Months Ended September 25, 2021 Amounts not allocated to Mobileye Other segments Combined U.S. dollars in millions Revenues $ 321 $ 5 $ — $ 326 Cost of revenues 72 1 100 173 Research and development, net 122 10 — 132 Sales and Marketing 7 3 23 33 General and administrative 5 3 — 8 Segment performance $ 115 $ (12) $ (123) $ (20) Interest income with a related party — Other expense — Loss before taxes on income (20) Share-based compensation 20 4 — 24 Depreciation of property and equipment 5 — — 5 Nine Months Ended October 1, 2022 Amounts not allocated to Mobileye Other segments Combined U.S. dollars in millions Revenues $ 1,286 $ 18 $ — $ 1,304 Cost of revenues 324 3 355 682 Research and development, net 534 31 — 565 Sales and Marketing 24 9 58 91 General and administrative 14 9 4 27 Segment performance $ 390 $ (34) $ (417) $ (61) Interest (expenses) with a related party (11) Other income 6 Loss before taxes on income (66) Share-based compensation 101 11 — 112 Depreciation of property and equipment 17 — — 17 Nine Months Ended September 25, 2021 Amounts not allocated to Mobileye Other segments Combined U.S. dollars in millions Revenues $ 1,015 $ 15 $ — $ 1,030 Cost of revenues 226 3 300 529 Research and development, net 361 29 — 390 Sales and Marketing 19 11 68 98 General and administrative 17 9 — 26 Segment performance $ 392 $ (37) $ (368) $ (13) Interest income with a related party 2 Other expense — Loss before taxes on income (11) Share-based compensation 63 10 — 73 Depreciation of property and equipment 12 — — 12 Total revenues based on the country that the product was shipped to were as follows: Three Months Ended Nine Months Ended October 1, September 25, October 1, September 25, 2022 2021 2022 2021 U.S. dollars in millions U.S. dollars in millions USA $ 113 $ 94 $ 342 $ 276 China 126 61 360 180 Germany 72 54 174 190 United Kingdom 52 36 165 150 South Korea 31 28 86 83 Poland 14 6 58 14 Hungary 25 21 62 59 Singapore 4 14 19 37 Rest of World 13 12 38 41 Total $ 450 $ 326 $ 1,304 $ 1,030 The Company generates the majority of its revenue from the sale of the EyeQ® SoCs to OEM customers through Tier 1 suppliers. Revenue generated by other product types was deemed to be not material. Major Customers Revenue from major customers that amount to 10% or more of total revenue: Three Months Ended Nine Months Ended October 1, September 25, October 1, September 25, 2022 2021 2022 2021 U.S. dollars in millions U.S. dollars in millions Percent of total revenues Customer A 31 % 32 % 39 % 34 % Customer B 19 % 18 % 17 % 20 % Customer C 16 % 18 % 15 % 17 % Accounts receivable balances of major customers that amount to 10% or more of total accounts receivable balance: October 1, 2022 December 25, 2021 Percent of total accounts receivables balance Customer A 41 % 32 % Customer B 11 % 30 % Customer C 24 % 16 % |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Oct. 01, 2022 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 9 - SUBSEQUENT EVENTS The condensed combined financial statements of the Company are derived from the consolidated financial statements of Intel, which were previously issued for the three and nine months ended October 1, 2022 on October 28, 2022. Accordingly, the Company has evaluated transactions or other events for consideration as recognized subsequent events in these condensed combined financial statements through October 28, 2022. Additionally, the Company has evaluated transactions and other events that occurred through December 7, 2022, the date these condensed combined financial statements were available to be issued, for purposes of disclosure of unrecognized subsequent events. Initial Public Offering On October 28, 2022, upon completion of Mobileye IPO, we issued 41,000,000 shares of our Class A common stock, at $21.00 per share, before underwriting discounts and commissions. On November 1, 2022, the underwriters exercised their option to purchase an additional 6,150,000 shares. The offer and sale was pursuant to the registration statement on Form S-1 (File No. 333-267685), as amended, which was declared effective by the SEC on October 25, 2022. Mobileye’s Class A common stock began trading on the Nasdaq Global Select Market on October 26, 2022 under the ticker symbol “MBLY”. Concurrently with the closing of the Mobileye IPO, we issued an additional 4,761,905 shares of our Class A common stock to General Atlantic (ME), L.P., a Delaware limited partnership, at $21.00 per share, pursuant to a private placement exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended, for gross proceeds of $100 million (the “Concurrent Private Placement”). In connection with the IPO, we have entered into certain agreements with Intel, including the Master Transaction Agreement, which provides that immediately after completion of the IPO, Intel agrees to ensure that we will have $1.0 billion in cash, cash equivalents, or marketable securities. The Mobileye IPO generated proceeds to the Company of approximately $1.0 billion, including the proceeds from the underwriters exercise of their option and the Concurrent Private Placement, net of underwriting discounts and commissions. In November 2022, we used approximately $0.9 billion out of the net proceeds to repay a portion of the indebtedness under the Dividend Note and Intel has contributed to Mobileye the remaining portion of the Dividend Note such that no amounts under the Dividend Note remain owed by us to Intel. The portion of the net proceeds used to repay part of the Dividend note was such that we retain the $1.0 billion cash, cash equivalents, or marketable securities as stipulated by the Master Transaction Agreement. Equity Incentive Plan In October 2022, our board of directors approved issuance of restricted stock units to be issued under our equity incentive plan in an aggregate value of $264.5 million issuable upon the vesting of such restricted stock units. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Oct. 01, 2022 | |
SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | Basis of Presentation These condensed combined financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial reporting. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These condensed combined financial statements have been prepared on the same basis as the Company’s annual audited combined financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for the fair statement of the Company’s financial information. The results of operations for the three and nine months ended October 1, 2022 shown in this report are not necessarily indicative of the results to be expected for the full year ending 2022. The condensed combined financial statements should be read in conjunction with the audited combined financial statements for the fiscal year ended December 25, 2021. The condensed combined financial statements and accompanying notes have been derived from the consolidated financial statements and accounting records of Intel and are presented as if the Company had been operating as a stand-alone company for all periods presented. The assets, liabilities, revenue, and expenses directly attributable to the Company’s operations, including the acquired goodwill and intangible assets, have been reflected in these condensed combined financial statements on a historical cost basis, as included in the consolidated financial statements of Intel. The Company utilized the Intel Aligned Groups mainly in research and development activities. The associated costs of the Intel Aligned Groups are reflected on a specific attribution basis in the condensed combined statements of operations and comprehensive income (loss). Intel Aligned Groups also participated in various Intel compensation and benefit plans. Portions of those plans’ costs were based on actual headcount and included in these condensed combined financial statements. These costs are not necessarily indicative of costs that would have been incurred had the Company operated on a stand-alone basis. The condensed combined statements of operations and comprehensive income (loss) also include allocations of general corporate expenses from Intel. These expenses have been allocated to the Company on the basis of direct usage when identifiable or allocated on the basis of headcount. Management of the Company and Parent considered the basis on which the expenses have been allocated to be a reasonable reflection of the utilization of the services provided to or the benefit received by the Company during the periods presented. Mobileye largely continued to operate as a standalone operation and had not been fully integrated into Intel, with limited use of corporate overhead functions. The allocated costs for the periods presented in the statement of operations and comprehensive income (loss) were not material. The allocations may not be reflective of the expenses that would have incurred had the Company operated as a stand-alone company for the periods presented. These costs also may not be indicative of the expenses that the Company will incur in the future or would have incurred if the Company had obtained these services from a third party. Actual costs that may have been incurred if the Company had operated as a stand-alone company would depend on a number of factors, including the chosen organizational structure, the outsourcing of certain functions, and other strategic decisions. As Mobileye Group was not historically held by a single legal entity, total parent net investment is shown in lieu of equity in the condensed combined financial statements and represents Intel’s total interest in the recorded net assets of Mobileye Group. All intercompany transactions within the combined businesses of the Company have been eliminated. Transactions between the Company and Intel, arising from arrangements with Intel and other similar related-party transactions, were considered to be effectively settled in the condensed combined financial statements at the time the transactions were recorded, unless otherwise noted. The total net effect of the settlement of these transactions was reflected within parent net investment as a component of equity in the condensed combined balance sheets and within net transfers from Parent as a financing activity in the condensed combined statements of cash flows, unless otherwise noted. There have been no material changes in our significant accounting policies as described in our combined financial statements for the fiscal year ended December 25, 2021, other than described below regarding deferred offering costs and income tax and regarding earnings per share as described in Note 4. For further detail, see Note 2 in the audited combined financial statements for the fiscal year ended December 25, 2021. |
Deferred Offering Costs | Deferred Offering Costs Deferred offering costs consisting of legal, accounting and other fees and costs incurred that are directly related to the IPO, are capitalized and recorded on the condensed combined balance sheet. These deferred costs will be reclassified to shareholders’ equity upon the consummation of the IPO, which was completed in October 2022, and recorded against the proceeds received. If the IPO would have been aborted, all the deferred offering costs would have been expensed. The Company capitalized $15 million and $0 million of deferred offering costs within other long-term assets, in the condensed combined balance sheet as of October 1, 2022, and December 25, 2021, respectively. Transaction costs which are not directly related to the IPO, are expensed as incurred within general and administrative expenses. The Company recognized $1 million and $4 million of offering costs as an expense in the three and nine months ended October 1, 2022, respectively. |
Cash, cash equivalents, and restricted cash | Cash, cash equivalents, and restricted cash The following is a reconciliation of the cash, cash equivalents and restricted cash as of each period end: U.S. dollars In millions October 1, 2022 December 25, 2021 Cash and cash equivalents $ 871 $ 616 Restricted cash (within other long-term assets) 11 9 Cash, cash equivalents and restricted cash $ 882 $ 625 |
Fair value measurement | Fair value measurement The carrying amounts of the related party loan, trade accounts receivable, Dividend Note with related party, accounts payable and investments in short term deposits classified as cash equivalents, approximate their respective fair value because of their generally short maturities. Short term deposits included in cash and cash equivalents were $770 million and $209 million as of October 1, 2022 and December 25, 2021, respectively. The Company also has goodwill and acquisition-related in-process research and development assets that are required to be recorded at fair value only if an impairment is recognized in the current period. |
Research and development, net | Research and development, net Research and development expenses are expensed as incurred, and consist primarily of personnel, facilities, equipment, and supplies for research and development activities. The Company occasionally enters into best-efforts nonrefundable, non-recurring engineering (“NRE”) arrangements pursuant to which the Company is reimbursed for a portion of the research and development expenses attributable to specific development programs. The Company does not receive any additional compensation or royalties upon completion of such projects and the potential customer does not commit to purchase the resulting product in the future. The participation reimbursement received by the Company does not depend on whether there are future benefits from the project. All intellectual property generated from these arrangements is exclusively owned by the Company. Participation in expenses for research and development projects are recognized on the basis of the costs incurred and are netted against research and development expenses in the condensed combined statements of operations and comprehensive income (loss). Research and development reimbursements of $15 million, and $17 million were offset against research and development costs in the three months ended October 1, 2022 and September 25, 2021, respectively; and $40 million and $39 million were offset in the nine months ended October 1, 2022 and September 25, 2021, respectively. |
Derivatives and hedging | Derivatives and hedging Beginning in 2021, as part of Intel’s corporate hedging program, Intel is hedging forecast cash flows denominated in Israel Shekels (“ILS”) related to the Company. ILS is the largest operating expense currency of the Company. Intel combines all of its ILS exposures, and as part of Intel’s hedging program enters into hedging contracts to hedge Intel’s combined ILS exposure. Derivative gains and losses attributed to these condensed combined financial statements are recorded under accumulated other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. The notional amount and fair value of derivatives outstanding at Intel on behalf of Mobileye were: October 1, 2022 December 25, 2021 U.S. dollars in millions Notional amount of derivatives $ 192 $ 230 Fair value of derivatives receivable from (payable to) Intel $ (19) $ 5 The change in accumulated other comprehensive income (loss) relating to gains (losses) on derivatives used for hedging was as follows: Three Months Ended Nine Months Ended October 1, 2022 October 1, 2022 U.S. dollars in millions Other comprehensive income (loss) before reclassifications $ 1 $ (30) Amounts reclassified out of accumulated other comprehensive income (loss) 6 6 Tax effects (1) 1 Other comprehensive income (loss), net $ 6 $ (23) |
Income Tax | Income Tax The provision for income tax consists of income taxes in the various jurisdictions where the Company is subject to taxation, primarily the United States and Israel. For interim periods, the Company recognizes an income tax benefit (provision) based on the estimated annual effective tax rate, calculated on a worldwide consolidated basis, expected for the entire year. The Company applies this rate to the year-to-date pre-tax income. The overall effective tax rate is influenced by valuation allowances on tax assets for which no benefit can be recognized due to the Company’s recent history of pretax losses sustained. Tax jurisdictions with forecasted pretax losses for the year for which no benefit can be recognized are excluded from the calculation of the worldwide estimated annual effective tax rate, and any associated tax expense for those jurisdiction is recorded separately. Certain legal entities of Mobileye file tax returns on a consolidated basis with our parent Intel Corporation. We have entered into a tax sharing agreement with Intel Corporation that establishes the amount of cash we will pay to our parent for our share of the tax liability owed on these consolidated filings. The income tax provision included in these combined financial statements has been calculated using the separate return method, as if the Company had filed its own tax returns. This method can limit our ability to benefit losses that may have been used by Intel in the consolidated tax returns. To the extent the tax sharing agreement and the separate return method differ, an adjustment to our net parent investment balance is recorded. |
Use of estimates | Use of estimates The preparation of condensed combined financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts and events reported and disclosed in the combined financial statements and accompanying notes. We base our estimates on historical experience and on various other assumptions and factors, including the current economic environment, that we believe to be reasonable under the circumstances. Actual results could differ from those estimates. On an on-going basis, management evaluates its estimates, judgments, and assumptions. The most significant estimates and assumptions relate to recognition and useful lives of intangible assets, impairment assessment of intangible assets and goodwill, and income taxes. |
Loss contingencies | Loss contingencies Management believes that there are no current matters that would have a material effect on the Company’s condensed combined balance sheets, statement of operations or cash flows. Legal fees are expensed as incurred. |
Concentration of credit risk | Concentration of credit risk Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents, which include short-term deposits, and trade accounts receivable. The majority of the Company’s cash and cash equivalents are invested in banks domiciled in the U.S., as well as in Israel. Generally, these cash equivalents may be redeemed upon demand. Short term bank deposits, included in cash and cash equivalents, are held in the aforementioned banks. Accordingly, management believes that these bank deposits have minimal credit risk. The Company’s accounts receivables are derived primarily from sales to Tier 1 suppliers to the automotive manufacturing industry located mainly in the U.S., Europe, and China. Concentration of credit risk with respect to accounts receivables is mitigated by credit limits, ongoing credit evaluation, and account monitoring procedures. Credit is granted based on an evaluation of a customer’s financial condition and, generally, collateral is not required. Trade accounts receivable are typically due from customers within 30 to 60 days. The Company performs ongoing credit evaluations of its customers and has not experienced any material losses in the periods presented. The Company establishes credit losses accounts receivable by considering a number of factors, including the length of time accounts receivable are past due, the Company’s previous loss history from such customers, and the customers’ current ability to pay its obligation to the Company. As of October 1, 2022 and December 25, 2021, the credit losses in respect of accounts receivable, which are determined with respect to specific debts that are doubtful of collection and netted against accounts receivable, were not material. The Company writes off accounts receivable when they are deemed uncollectible. For the three and nine months ended October 1, 2022 and September 25, 2021, the charge-offs and recoveries in relation to the credit losses accounts were not material. |
Customer concentration risk | Customer concentration risk The Company’s business, results of operations, and financial condition for the foreseeable future will likely continue to depend on sales to a relatively small number of customers. In the future, these customers may decide not to purchase the Company’s products, may purchase fewer products than in previous years, or may alter their purchasing patterns. Further, the amount of revenue attributable to any single customer or customer concentration generally may fluctuate in any given period. In addition, a decline in the production levels of one or more of the Company’s major customers, particularly with respect to vehicle models for which the Company is a significant supplier, could reduce revenue. The loss of one or more key customers, a reduction in sales to any key customer or the Company’s inability to attract new significant customers could negatively impact revenue and adversely affect the Company’s business, results of operations, and financial condition. See Note 8 related to customers that accounted for more than 10% of the Company’s total revenue and accounts receivable for each of the periods presented in these condensed combined financial statements. |
Dependence on a single supplier risk | Dependence on a single supplier risk The Company purchases all its System on Chip (“EyeQ® SoC”) from a single supplier. Any issues that occur and persist in connection with the manufacture, delivery, quality, or cost of the assembly and testing of inventory could have a material adverse effect on the Company’s business, results of operations and financial condition. See below regarding a shortage in EyeQ® SoC that the Company has been experiencing during 2021 and through the nine months ended October 1, 2022. |
COVID19 | COVID-19 The COVID-19 pandemic has adversely affected significant portions of the Company’s business and could have a continued adverse effect on the Company’s business, results of operations, and financial condition. There is a significant constraint in the global supply of semiconductors. The COVID-19 pandemic led to an increase in the demand for consumer electronics and global semiconductor manufacturers allocated significant capacity to meet such demand. As global automakers resumed production in 2020 following shutdowns resulting from the COVID-19 pandemic, semiconductor supply became further strained, and these factors, combined with the long lead times associated with the Company, have contributed to a shortage of semiconductors. During the fiscal year ended December 25, 2021, and through nine months ended October 1, 2022, the Company’s sole supplier was not able to meet demand of the Company for the EyeQ® SoC, causing a significant reduction in the Company’s inventory levels. We expect to continue to experience a shortfall of EyeQ® SoC which has already caused certain delays and may continue to cause further delays in our ability to fulfil customers’ orders. Since the EyeQ® SoC is the core of the ADAS and AV products, continued shortages in the supply of sufficient EyeQ® SoC to meet production needs may impair the Company’s ability to meet its customers’ requirements in a timely manner and may adversely affect the Company’s business, results of operations and financial condition. Moreover, to the extent that the global semiconductor shortage results in reduced production or production delays by automakers, those delays could result in reduced or delayed demand for the Company products. In addition, issues relating to the COVID-19 pandemic have led to port congestion and intermittent supplier shutdowns and delays in the delivery of critical components, resulting in additional expenses to expedite delivery of critical parts. Sustaining the Company’s production trajectory will require the readiness and solvency of its suppliers and vendors, a stable and motivated production workforce and ongoing government cooperation, including for travel and visa allowances, which many governments have restricted in connection with efforts to address the COVID-19 pandemic. Although we cannot fully predict the length and the severity of the impact these pressures will have on a long-term basis, we do not anticipate that our current supply chain constraints would materially adversely affect our results of operations, capital resources, sales, profits, and liquidity. |
New Accounting pronouncements | New Accounting pronouncements: Recently Adopted Accounting Pronouncements In November 2021, the FASB issued ASU 2021-10, Government Assistance (Topic 832): Disclosures by Business Entities About Government Assistance, which requires entities to provide disclosures on material government assistance transactions for annual reporting periods. The disclosures include information around the nature of the assistance, the related accounting policies used to account for government assistance, the effect of government assistance on the entity’s condensed combined financial statements, and any significant terms and conditions of the agreements, including commitments and contingencies. The new standard which can be applied prospectively or retrospectively, was adopted by the Company, and only impacts annual financial statement footnote disclosures. The impact of adoption of this standard is immaterial. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides practical expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this ASU apply only to contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued due to reference rate reform. ASU No. 2020-04 is effective and can be applied prospectively through December 31, 2022. The Company has completed its evaluation of significant contracts. The Company has adopted the ASU in these unaudited condensed combined financial statements. There was no material impact on these unaudited condensed combined financial statements. For further information, see Note 6 regarding related party transactions. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Oct. 01, 2022 | |
SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of reconciliation of cash, cash equivalents and restricted cash | U.S. dollars In millions October 1, 2022 December 25, 2021 Cash and cash equivalents $ 871 $ 616 Restricted cash (within other long-term assets) 11 9 Cash, cash equivalents and restricted cash $ 882 $ 625 |
Schedule of notional amount and fair value of derivatives outstanding at Intel on behalf of Mobileye | October 1, 2022 December 25, 2021 U.S. dollars in millions Notional amount of derivatives $ 192 $ 230 Fair value of derivatives receivable from (payable to) Intel $ (19) $ 5 |
Schedule of change in accumulated other comprehensive income (loss) relating to gains (losses) on derivatives used for hedging | Three Months Ended Nine Months Ended October 1, 2022 October 1, 2022 U.S. dollars in millions Other comprehensive income (loss) before reclassifications $ 1 $ (30) Amounts reclassified out of accumulated other comprehensive income (loss) 6 6 Tax effects (1) 1 Other comprehensive income (loss), net $ 6 $ (23) |
OTHER FINANCIAL STATEMENT DET_2
OTHER FINANCIAL STATEMENT DETAILS (Tables) | 9 Months Ended |
Oct. 01, 2022 | |
OTHER FINANCIAL STATEMENT DETAILS | |
Schedule of inventories | October 1, December 25, 2022 2021 U.S. dollars in millions Raw materials $ 39 $ 24 Work in process 1 — Finished goods 65 73 $ 105 $ 97 |
Schedule of property and equipment, net | October 1, December 25, 2022 2021 U.S. dollars in millions Computers, electronic equipment and software $ 110 $ 85 Vehicles 11 11 Office furniture and equipment 4 2 Leasehold improvements 20 15 Construction on process 284 249 Total property, plant and equipment, gross 429 362 Less: accumulated depreciation (75) (58) Total property, plant and equipment, net $ 354 $ 304 |
EQUITY (Tables)
EQUITY (Tables) | 9 Months Ended |
Oct. 01, 2022 | |
EQUITY | |
Schedule of outstanding and exercisable options | Outstanding Exercisable Weighted average Number of remaining Weighted average Number of Weighted average Exercise price options contractual life exercise price options exercise price (U.S. dollars) In thousands In years U.S. dollars In thousands U.S. dollars $ 4.01 - 21.59 69 3 7.8 32 6.5 $ 22.41 - 26.89 2,143 0.9 26.8 2,140 26.8 $55.17 68 6.5 55.2 45 55.2 Total 2,280 1.1 27.1 2,217 27.1 |
Schedule of option activity | The option activity for the nine months ended October 1, 2022 for options granted to the Company’s employees for Intel’s common stock was as follows: Weighted average Weighted remaining average contractual Aggregated Number exercise price Life intrinsic value(1) In thousands U.S. dollars In Years U.S. dollars in millions Options outstanding at December 25, 2021 3,578 $ 29.2 1.5 $ 79 Granted — — Exercised (1,298) $ 32.9 Forfeited — — Options outstanding at October 1, 2022 2,280 $ 27.1 1.1 $ 1 Options exercisable as of October 1, 2022 2,217 $ 27.1 1 $ 1 The option activity for the three months ended October 1, 2022 for options granted to the Company’s employees for Intel’s common stock was as follows: Weighted average Weighted remaining average contractual Aggregated Number exercise price Life intrinsic value(1) In thousands U.S. dollars In Years U.S. dollars in millions Options outstanding at July 2, 2022 2,290 $ 27.1 1.4 $ 21 Granted — $ — Exercised (10) $ 24.1 Forfeited — $ — Options outstanding at October 1, 2022 2,280 $ 27.1 1.1 $ 1 Options exercisable at October 1, 2022 2,217 $ 27.1 1 $ 1 (1) (2) |
Schedule of RSU activity | The RSU activity for the nine months ended October 1, 2022 for RSUs granted to Company’s employees for Intel’s common stock was as follows: Weighted average Number grant fair value In thousands U.S. dollars Outstanding at December 25, 2021 5,278 46.49 Granted 3,752 43.65 Vested (620) 49.58 Forfeited (350) 48.53 Outstanding at October 1, 2022 8,060 44.84 The RSU activity for the three months ended October 1, 2022 for RSUs granted to Company’s employees for Intel’s common stock was as follows: Weighted average Number grant fair value In thousands U.S. dollars Outstanding at July 2, 2022 7,967 45.34 Granted 294 33.33 Vested (127) 49.22 Forfeited (74) 45.02 Outstanding at October 1, 2022 8,060 44.84 |
Schedule of share-based compensation expenses | Three Months Ended Nine Months Ended October 1, 2022 September 25, 2021 October 1, 2022 September 25, 2021 U.S. dollars in millions Cost of revenue $ — $ — $ — $ — Research and development, net 32 20 101 57 Sales and marketing 1 1 3 3 General and administrative 3 3 8 13 Total share-based compensation $ 36 $ 24 $ 112 $ 73 |
Schedule of calculation of basic net income (loss) per share | Three Months Ended Nine Months Ended October 1 September 25, October 1 September 25, 2022 2021 2022 2021 in millions, except per share amounts Numerator: Net income (loss) (45) (26) (112) (22) Denominator: Weighted average common shares - basic and diluted 750 750 750 750 Net income (loss) per share: Basic and diluted $ (0.06) $ (0.03) $ (0.15) $ (0.03) |
IDENTIFIED INTANGIBLE ASSETS (T
IDENTIFIED INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Oct. 01, 2022 | |
IDENTIFIED INTANGIBLE ASSETS | |
Schedule of components of identified intangible assets | October 1, 2022 December 25, 2021 U.S. dollars in millions Accumulated Accumulated Gross Assets Amortization Net Gross Assets Amortization Net Developed technology $ 3,973 $ 1,756 $ 2,217 $ 3,991 $ 1,419 $ 2,572 Customer relationships & brands 786 345 441 831 332 499 Total $ 4,759 $ 2,101 $ 2,658 $ 4,822 $ 1,751 $ 3,071 |
Schedule of amortization expenses recorded for these identified intangible assets and their weighted average useful lives | Three Months Ended Nine Months Ended Weighted October 1, September 25, October 1, September 25, Average 2022 2021 2022 2021 Useful Life U.S. Dollars in millions Developed technology $ 115 $ 100 $ 355 $ 300 10 Customer relationships & brands 16 23 58 68 12 Total amortization expenses $ 131 $ 123 $ 413 $ 368 |
Schedule of expected future amortization expenses for the next five years | Remainder of 2022 2023 2024 2025 2026 Thereafter Total U.S. dollars in millions Future Amortization Expenses $ 131 $ 474 $ 445 $ 443 $ 332 $ 833 $ 2,658 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Oct. 01, 2022 | |
SEGMENT INFORMATION | |
Summary of segment results | Three Months Ended October 1, 2022 Amounts not allocated to Mobileye Other segments Combined U.S. dollars in millions Revenues $ 443 $ 7 $ — $ 450 Cost of revenues 117 1 115 233 Research and development, net 196 10 — 206 Sales and Marketing 8 3 16 27 General and administrative 5 3 1 9 Segment performance $ 117 $ (10) $ (132) $ (25) Interest (expense) with a related party (6) Other income 1 Loss before taxes on income (30) Share-based compensation 32 4 — 36 Depreciation of property and equipment 7 — — 7 Three Months Ended September 25, 2021 Amounts not allocated to Mobileye Other segments Combined U.S. dollars in millions Revenues $ 321 $ 5 $ — $ 326 Cost of revenues 72 1 100 173 Research and development, net 122 10 — 132 Sales and Marketing 7 3 23 33 General and administrative 5 3 — 8 Segment performance $ 115 $ (12) $ (123) $ (20) Interest income with a related party — Other expense — Loss before taxes on income (20) Share-based compensation 20 4 — 24 Depreciation of property and equipment 5 — — 5 Nine Months Ended October 1, 2022 Amounts not allocated to Mobileye Other segments Combined U.S. dollars in millions Revenues $ 1,286 $ 18 $ — $ 1,304 Cost of revenues 324 3 355 682 Research and development, net 534 31 — 565 Sales and Marketing 24 9 58 91 General and administrative 14 9 4 27 Segment performance $ 390 $ (34) $ (417) $ (61) Interest (expenses) with a related party (11) Other income 6 Loss before taxes on income (66) Share-based compensation 101 11 — 112 Depreciation of property and equipment 17 — — 17 Nine Months Ended September 25, 2021 Amounts not allocated to Mobileye Other segments Combined U.S. dollars in millions Revenues $ 1,015 $ 15 $ — $ 1,030 Cost of revenues 226 3 300 529 Research and development, net 361 29 — 390 Sales and Marketing 19 11 68 98 General and administrative 17 9 — 26 Segment performance $ 392 $ (37) $ (368) $ (13) Interest income with a related party 2 Other expense — Loss before taxes on income (11) Share-based compensation 63 10 — 73 Depreciation of property and equipment 12 — — 12 |
Summary of total revenues based on country | Three Months Ended Nine Months Ended October 1, September 25, October 1, September 25, 2022 2021 2022 2021 U.S. dollars in millions U.S. dollars in millions USA $ 113 $ 94 $ 342 $ 276 China 126 61 360 180 Germany 72 54 174 190 United Kingdom 52 36 165 150 South Korea 31 28 86 83 Poland 14 6 58 14 Hungary 25 21 62 59 Singapore 4 14 19 37 Rest of World 13 12 38 41 Total $ 450 $ 326 $ 1,304 $ 1,030 |
Summary of concentration of risk | Three Months Ended Nine Months Ended October 1, September 25, October 1, September 25, 2022 2021 2022 2021 U.S. dollars in millions U.S. dollars in millions Percent of total revenues Customer A 31 % 32 % 39 % 34 % Customer B 19 % 18 % 17 % 20 % Customer C 16 % 18 % 15 % 17 % October 1, 2022 December 25, 2021 Percent of total accounts receivables balance Customer A 41 % 32 % Customer B 11 % 30 % Customer C 24 % 16 % |
GENERAL (Details)
GENERAL (Details) | 9 Months Ended | |
Oct. 01, 2022 | May 31, 2022 | |
Moovit | ||
GENERAL | ||
Equity interests percentage | 100% | |
Intel | ||
GENERAL | ||
Percentage of voting power of common stock | 99.30% |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2022 | Sep. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | Dec. 25, 2021 | |
SIGNIFICANT ACCOUNTING POLICIES | |||||
Deferred offering costs capitalized within other long-term assets | $ 15 | $ 15 | $ 0 | ||
Offering costs | 1 | 4 | |||
Short term deposits included in cash and cash equivalents | 770 | 770 | $ 209 | ||
Research and development reimbursements | $ 15 | $ 17 | $ 40 | $ 39 | |
Minimum | |||||
SIGNIFICANT ACCOUNTING POLICIES | |||||
Trade accounts receivable term | 30 days | ||||
Maximum | |||||
SIGNIFICANT ACCOUNTING POLICIES | |||||
Trade accounts receivable term | 60 days |
SIGNIFICANT ACCOUNTING POLICI_5
SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of cash, cash equivalents and restricted cash (Details) - USD ($) $ in Millions | Oct. 01, 2022 | Dec. 25, 2021 | Sep. 25, 2021 | Dec. 26, 2020 |
SIGNIFICANT ACCOUNTING POLICIES | ||||
Cash and cash equivalents | $ 871 | $ 616 | ||
Restricted cash (within other long-term assets) | 11 | 9 | ||
Cash, cash equivalents and restricted cash | $ 882 | $ 625 | $ 110 | $ 93 |
SIGNIFICANT ACCOUNTING POLICI_6
SIGNIFICANT ACCOUNTING POLICIES - Notional amount and fair value of derivatives outstanding at Intel on behalf of Mobileye (Details) - USD ($) $ in Millions | Oct. 01, 2022 | Dec. 25, 2021 |
SIGNIFICANT ACCOUNTING POLICIES | ||
Notional amount of derivatives | $ 192 | $ 230 |
Fair value of derivatives receivable from (payable to) Intel | $ (19) | $ 5 |
SIGNIFICANT ACCOUNTING POLICI_7
SIGNIFICANT ACCOUNTING POLICIES - Change in accumulated other comprehensive income (loss) relating to gains (losses) on derivatives used for hedging (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2022 | Sep. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | |
SIGNIFICANT ACCOUNTING POLICIES | ||||
Other comprehensive income (loss) before reclassifications | $ 1 | $ (30) | ||
Amounts reclassified out of accumulated other comprehensive income (loss) | 6 | 6 | ||
Tax effects | (1) | 1 | ||
Other comprehensive income (loss), net | $ 6 | $ 2 | $ (23) | $ 4 |
OTHER FINANCIAL STATEMENT DET_3
OTHER FINANCIAL STATEMENT DETAILS - Inventories (Details) - USD ($) $ in Millions | Oct. 01, 2022 | Dec. 25, 2021 |
OTHER FINANCIAL STATEMENT DETAILS | ||
Raw materials | $ 39 | $ 24 |
Work in process | 1 | |
Finished goods | 65 | 73 |
Total | $ 105 | $ 97 |
OTHER FINANCIAL STATEMENT DET_4
OTHER FINANCIAL STATEMENT DETAILS - Property and equipment, net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2022 | Sep. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | Dec. 25, 2021 | |
Property and equipment, net | |||||
Total property, plant and equipment, gross | $ 429 | $ 429 | $ 362 | ||
Less: accumulated depreciation | (75) | (75) | (58) | ||
Total property, plant and equipment, net | 354 | 354 | 304 | ||
Depreciation expenses | 7 | $ 5 | 17 | $ 12 | |
Computers, electronic equipment and software | |||||
Property and equipment, net | |||||
Total property, plant and equipment, gross | 110 | 110 | 85 | ||
Vehicles | |||||
Property and equipment, net | |||||
Total property, plant and equipment, gross | 11 | 11 | 11 | ||
Office furniture and equipment | |||||
Property and equipment, net | |||||
Total property, plant and equipment, gross | 4 | 4 | 2 | ||
Leasehold improvements | |||||
Property and equipment, net | |||||
Total property, plant and equipment, gross | 20 | 20 | 15 | ||
Construction on process | |||||
Property and equipment, net | |||||
Total property, plant and equipment, gross | $ 284 | $ 284 | $ 249 |
EQUITY - Outstanding and exerci
EQUITY - Outstanding and exercisable options (Details) - $ / shares shares in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Oct. 01, 2022 | Jul. 02, 2022 | Oct. 01, 2022 | Dec. 25, 2021 | |
Outstanding and exercisable options | ||||
Outstanding, Number of options | 2,280 | 2,290 | 2,280 | 3,578 |
Outstanding, Weighted average remaining contractual life (In years) | 1 year 1 month 6 days | 1 year 4 months 24 days | 1 year 1 month 6 days | 1 year 6 months |
Outstanding, Weighted average exercise price | $ 27.1 | $ 27.1 | $ 27.1 | $ 29.2 |
Exercisable, Number of options | 2,217 | 2,217 | ||
Exercisable, Weighted average exercise price | $ 27.1 | $ 27.1 | ||
$ 4.01 - 21.59 | ||||
Outstanding and exercisable options | ||||
Exercise price, minimum | 4.01 | |||
Exercise price, maximum | $ 21.59 | |||
Outstanding, Number of options | 69 | 69 | ||
Outstanding, Weighted average remaining contractual life (In years) | 3 years | |||
Outstanding, Weighted average exercise price | $ 7.8 | $ 7.8 | ||
Exercisable, Number of options | 32 | 32 | ||
Exercisable, Weighted average exercise price | $ 6.5 | $ 6.5 | ||
$ 22.41 - 26.89 | ||||
Outstanding and exercisable options | ||||
Exercise price, minimum | 22.41 | |||
Exercise price, maximum | $ 26.89 | |||
Outstanding, Number of options | 2,143 | 2,143 | ||
Outstanding, Weighted average remaining contractual life (In years) | 10 months 24 days | |||
Outstanding, Weighted average exercise price | $ 26.8 | $ 26.8 | ||
Exercisable, Number of options | 2,140 | 2,140 | ||
Exercisable, Weighted average exercise price | $ 26.8 | $ 26.8 | ||
$55.17 | ||||
Outstanding and exercisable options | ||||
Exercise price | $ 55.17 | |||
Outstanding, Number of options | 68 | 68 | ||
Outstanding, Weighted average remaining contractual life (In years) | 6 years 6 months | |||
Outstanding, Weighted average exercise price | $ 55.2 | $ 55.2 | ||
Exercisable, Number of options | 45 | 45 | ||
Exercisable, Weighted average exercise price | $ 55.2 | $ 55.2 |
EQUITY - Option activity (Detai
EQUITY - Option activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Oct. 01, 2022 | Jul. 02, 2022 | Oct. 01, 2022 | Dec. 25, 2021 | |
Number | ||||
Options outstanding at beginning | 2,290 | 3,578 | ||
Exercised | (10) | (1,298) | ||
Options outstanding at ending | 2,280 | 2,290 | 2,280 | 3,578 |
Exercisable, Number of options | 2,217 | 2,217 | ||
Weighted average exercise price | ||||
Options outstanding at beginning | $ 27.1 | $ 29.2 | ||
Exercised | 24.1 | 32.9 | ||
Options outstanding at ending | 27.1 | $ 27.1 | 27.1 | $ 29.2 |
Exercisable, Weighted average exercise price | $ 27.1 | $ 27.1 | ||
Weighted average remaining contractual Life | ||||
Outstanding, Weighted average remaining contractual life (In years) | 1 year 1 month 6 days | 1 year 4 months 24 days | 1 year 1 month 6 days | 1 year 6 months |
Options exercisable | 1 year | 1 year | ||
Aggregated intrinsic value | ||||
Options outstanding | $ 1 | $ 21 | $ 1 | $ 79 |
Options exercisable | $ 1 | $ 1 | ||
Share price | $ 25.77 | $ 25.77 | $ 51.31 | |
Number of options expected to vest | 63 | 63 | ||
Average weighted exercise price of options expected to vest | $ 26.49 | $ 26.49 |
EQUITY - RSU activity (Details)
EQUITY - RSU activity (Details) - $ / shares shares in Thousands | 3 Months Ended | 9 Months Ended |
Oct. 01, 2022 | Oct. 01, 2022 | |
Number | ||
Outstanding at beginning | 7,967 | 5,278 |
Granted | 294 | 3,752 |
Vested | (127) | (620) |
Forfeited | (74) | (350) |
Outstanding at ending | 8,060 | 8,060 |
Weighted average grant fair value | ||
Outstanding at beginning | $ 45.34 | $ 46.49 |
Granted | 33.33 | 43.65 |
Vested | 49.22 | 49.58 |
Forfeited | 45.02 | 48.53 |
Outstanding at ending | $ 44.84 | $ 44.84 |
EQUITY - Share-based compensati
EQUITY - Share-based compensation expense summary (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2022 | Sep. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | |
Share-based compensation expense summary | ||||
Total share-based compensation | $ 36 | $ 24 | $ 112 | $ 73 |
Research and development, net | ||||
Share-based compensation expense summary | ||||
Total share-based compensation | 32 | 20 | 101 | 57 |
Sales and marketing | ||||
Share-based compensation expense summary | ||||
Total share-based compensation | 1 | 1 | 3 | 3 |
General and administrative | ||||
Share-based compensation expense summary | ||||
Total share-based compensation | $ 3 | $ 3 | $ 8 | $ 13 |
EQUITY - Dividends (Details)
EQUITY - Dividends (Details) - USD ($) $ in Millions | 9 Months Ended | |
May 12, 2022 | Oct. 01, 2022 | |
EQUITY | ||
Dividend paid | $ 336 | $ 336 |
Cash paid to tax authorities to settle related tax obligations | $ 14 | $ 14 |
EQUITY - Earnings Per Share (De
EQUITY - Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||||||||
Nov. 01, 2022 | Oct. 28, 2022 | Dec. 31, 2022 | Oct. 01, 2022 | Sep. 25, 2021 | Sep. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | Oct. 25, 2022 | Sep. 30, 2022 | |
EQUITY | ||||||||||
Number of shares issued | 100 | |||||||||
Number of shares outstanding | 100 | |||||||||
Par value (in dollars per share) | $ 0.01 | |||||||||
Offering price per share | $ 21 | |||||||||
Numerator: | ||||||||||
Net income (loss) | $ (45) | $ (26) | $ (26) | $ (112) | $ (22) | |||||
Denominator: | ||||||||||
Weighted average common shares - basic | 750,000,000 | 750,000,000 | 750,000,000 | 750,000,000 | ||||||
Weighted average common shares - diluted | 750,000,000 | 750,000,000 | 750,000,000 | 750,000,000 | ||||||
Net income (loss) per share: | ||||||||||
Basic | $ (0.06) | $ (0.03) | $ (0.15) | $ (0.03) | ||||||
Diluted | $ (0.06) | $ (0.03) | $ (0.15) | $ (0.03) | ||||||
Class B common stock | ||||||||||
EQUITY | ||||||||||
Number of shares issued | 100 | |||||||||
Par value (in dollars per share) | $ 0.01 | |||||||||
Private Placement | Class A common stock | ||||||||||
EQUITY | ||||||||||
Number of shares issued during the period | 4,761,905 | |||||||||
Subsequent Events | Class B common stock | Cyclops Holdings Corporation | ||||||||||
EQUITY | ||||||||||
Number of shares outstanding | 750,000,000 | |||||||||
Number of shares issued during the period | 749,999,900 | |||||||||
Subsequent Events | IPO | Class A common stock | ||||||||||
EQUITY | ||||||||||
Number of shares issued during the period | 41,000,000 | |||||||||
Offering price per share | $ 21 | |||||||||
Subsequent Events | Private Placement | Class A common stock | ||||||||||
EQUITY | ||||||||||
Number of shares issued during the period | 4,761,905 | |||||||||
Offering price per share | $ 21 | |||||||||
Subsequent Events | Over Allotment Option | Class A common stock | ||||||||||
EQUITY | ||||||||||
Number of shares issued during the period | 6,150,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Millions | 9 Months Ended | |
May 12, 2022 | Oct. 01, 2022 | |
INCOME TAXES | ||
Amount payable under tax sharing agreement | $ 16 | |
Cash paid to tax authorities to settle related tax obligations | $ 14 | $ 14 |
RELATED PARTIES TRANSACTIONS (D
RELATED PARTIES TRANSACTIONS (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Apr. 21, 2022 | Oct. 01, 2022 | Sep. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | Dec. 31, 2021 | Dec. 31, 2017 | May 31, 2022 | Mar. 31, 2022 | Dec. 25, 2021 | |
RELATED PARTIES TRANSACTIONS | ||||||||||
Gain or loss recognized for change in interest rate | $ 0 | |||||||||
Related party loan | $ 901 | 901 | $ 1,326 | |||||||
Interest income with related party | 5 | $ 0.6 | 9 | $ 2 | ||||||
Accrued interest expense | 11 | 20 | ||||||||
Moovit | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Percentage of equity interest acquired | 100% | |||||||||
Stock Compensation Recharge Agreement | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Related party payable | $ 14 | 14 | $ 162 | |||||||
Dividend Note | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Aggregate principal amount | $ 3,500 | |||||||||
Interest rate percentage | 1.26% | |||||||||
Accrued interest expense | 20 | |||||||||
Equity transaction | Moovit | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Aggregate principal amount | $ 900 | |||||||||
Percentage of equity interest acquired | 100% | |||||||||
Intel | Arrangement 1 | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Aggregate principal amount | $ 1,800 | $ 1,500 | ||||||||
Renewal period | 1 year | |||||||||
Intel | Arrangement 1 | Maximum | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Aggregate principal amount | $ 1,500 | |||||||||
Intel | Arrangement 2 | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Aggregate principal amount | $ 750 | $ 1,000 | ||||||||
Renewal period | 1 year | |||||||||
Intel | Arrangement 2 | Maximum | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Aggregate principal amount | $ 750 | |||||||||
Intel | Arrangement 3 | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Aggregate principal amount | $ 100 | $ 500 | ||||||||
Renewal period | 1 year | |||||||||
Applicable margin | 0% | |||||||||
Intel | Arrangement 3 | Maximum | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Aggregate principal amount | $ 100 | |||||||||
Chief Executive Officer | ||||||||||
RELATED PARTIES TRANSACTIONS | ||||||||||
Travel expenses | $ 0.8 | $ 0.6 |
IDENTIFIED INTANGIBLE ASSETS -
IDENTIFIED INTANGIBLE ASSETS - Components (Details) - USD ($) $ in Millions | Oct. 01, 2022 | Dec. 25, 2021 |
IDENTIFIED INTANGIBLE ASSETS | ||
Gross Assets | $ 4,759 | $ 4,822 |
Accumulated Amortization | 2,101 | 1,751 |
Net | 2,658 | 3,071 |
Developed technology | ||
IDENTIFIED INTANGIBLE ASSETS | ||
Gross Assets | 3,973 | 3,991 |
Accumulated Amortization | 1,756 | 1,419 |
Net | 2,217 | 2,572 |
Customer relationships & brands | ||
IDENTIFIED INTANGIBLE ASSETS | ||
Gross Assets | 786 | 831 |
Accumulated Amortization | 345 | 332 |
Net | $ 441 | $ 499 |
IDENTIFIED INTANGIBLE ASSETS _2
IDENTIFIED INTANGIBLE ASSETS - Amortization expenses and weighted average useful lives (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2022 | Dec. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | |
IDENTIFIED INTANGIBLE ASSETS | ||||
Amortization of intangible assets | $ 131 | $ 123 | $ 413 | $ 368 |
Developed technology | ||||
IDENTIFIED INTANGIBLE ASSETS | ||||
Amortization of intangible assets | 115 | 100 | 355 | 300 |
Developed technology | Weighted Average Useful Life | ||||
IDENTIFIED INTANGIBLE ASSETS | ||||
Amortization of intangible assets | 10 | |||
Customer relationships & brands | ||||
IDENTIFIED INTANGIBLE ASSETS | ||||
Amortization of intangible assets | $ 16 | $ 23 | 58 | $ 68 |
Customer relationships & brands | Weighted Average Useful Life | ||||
IDENTIFIED INTANGIBLE ASSETS | ||||
Amortization of intangible assets | $ 12 |
IDENTIFIED INTANGIBLE ASSETS _3
IDENTIFIED INTANGIBLE ASSETS - Future Amortization Expenses (Details) - USD ($) $ in Millions | Oct. 01, 2022 | Dec. 25, 2021 |
IDENTIFIED INTANGIBLE ASSETS | ||
Remainder of 2022 | $ 131 | |
2023 | 474 | |
2024 | 445 | |
2025 | 443 | |
2026 | 332 | |
Thereafter | 833 | |
Total | $ 2,658 | $ 3,071 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) | 9 Months Ended |
Oct. 01, 2022 segment | |
SEGMENT INFORMATION | |
Number of operating segments | 2 |
SEGMENT INFORMATION - Segment r
SEGMENT INFORMATION - Segment results (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2022 | Sep. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | |
Segment Information | ||||
Revenues | $ 450 | $ 326 | $ 1,304 | $ 1,030 |
Cost of revenues | 233 | 173 | 682 | 529 |
Research and development, net | 206 | 132 | 565 | 390 |
Sales and Marketing | 27 | 33 | 91 | 98 |
General and administrative | 9 | 8 | 27 | 26 |
Operating income (loss) | (25) | (20) | (61) | (13) |
Interest income (expense) with a related party | (6) | (11) | 2 | |
Other income (expense) | 1 | 6 | ||
Income (loss) before income taxes | (30) | (20) | (66) | (11) |
Share-based compensation | 36 | 24 | 112 | 73 |
Depreciation of property and equipment | 7 | 5 | 17 | 12 |
Operating Segments | Mobileye | ||||
Segment Information | ||||
Revenues | 443 | 321 | 1,286 | 1,015 |
Cost of revenues | 117 | 72 | 324 | 226 |
Research and development, net | 196 | 122 | 534 | 361 |
Sales and Marketing | 8 | 7 | 24 | 19 |
General and administrative | 5 | 5 | 14 | 17 |
Operating income (loss) | 117 | 115 | 390 | 392 |
Share-based compensation | 32 | 20 | 101 | 63 |
Depreciation of property and equipment | 7 | 5 | 17 | 12 |
Operating Segments | Other | ||||
Segment Information | ||||
Revenues | 7 | 5 | 18 | 15 |
Cost of revenues | 1 | 1 | 3 | 3 |
Research and development, net | 10 | 10 | 31 | 29 |
Sales and Marketing | 3 | 3 | 9 | 11 |
General and administrative | 3 | 3 | 9 | 9 |
Operating income (loss) | (10) | (12) | (34) | (37) |
Share-based compensation | 4 | 4 | 11 | 10 |
Amounts not allocated to segments | ||||
Segment Information | ||||
Cost of revenues | 115 | 100 | 355 | 300 |
Sales and Marketing | 16 | 23 | 58 | 68 |
General and administrative | 1 | 4 | ||
Operating income (loss) | $ (132) | $ (123) | $ (417) | $ (368) |
SEGMENT INFORMATION - Total rev
SEGMENT INFORMATION - Total revenues based on the country (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2022 | Sep. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | |
Revenues based on the country | ||||
Revenue | $ 450 | $ 326 | $ 1,304 | $ 1,030 |
USA | ||||
Revenues based on the country | ||||
Revenue | 113 | 94 | 342 | 276 |
China | ||||
Revenues based on the country | ||||
Revenue | 126 | 61 | 360 | 180 |
Germany | ||||
Revenues based on the country | ||||
Revenue | 72 | 54 | 174 | 190 |
United Kingdom | ||||
Revenues based on the country | ||||
Revenue | 52 | 36 | 165 | 150 |
South Korea | ||||
Revenues based on the country | ||||
Revenue | 31 | 28 | 86 | 83 |
Poland | ||||
Revenues based on the country | ||||
Revenue | 14 | 6 | 58 | 14 |
Hungary | ||||
Revenues based on the country | ||||
Revenue | 25 | 21 | 62 | 59 |
Singapore | ||||
Revenues based on the country | ||||
Revenue | 4 | 14 | 19 | 37 |
Rest of World | ||||
Revenues based on the country | ||||
Revenue | $ 13 | $ 12 | $ 38 | $ 41 |
SEGMENT INFORMATION - Revenue f
SEGMENT INFORMATION - Revenue from major customers (Details) - Revenue - Customer Concentration | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2022 | Sep. 25, 2021 | Oct. 01, 2022 | Sep. 25, 2021 | |
Customer A | ||||
Percent of total revenues | ||||
Concentration risk percentage | 31% | 32% | 39% | 34% |
Customer B | ||||
Percent of total revenues | ||||
Concentration risk percentage | 19% | 18% | 17% | 20% |
Customer C | ||||
Percent of total revenues | ||||
Concentration risk percentage | 16% | 18% | 15% | 17% |
SEGMENT INFORMATION - Accounts
SEGMENT INFORMATION - Accounts receivable balances of major customers (Details) - Accounts Receivable - Credit Concentration Risk | 9 Months Ended | 12 Months Ended |
Oct. 01, 2022 | Dec. 25, 2021 | |
Customer A | ||
Percent of total accounts receivables balance | ||
Concentration risk percentage | 41% | 32% |
Customer B | ||
Percent of total accounts receivables balance | ||
Concentration risk percentage | 11% | 30% |
Customer C | ||
Percent of total accounts receivables balance | ||
Concentration risk percentage | 24% | 16% |
SUBSEQUENT EVENTS - Initial Pub
SUBSEQUENT EVENTS - Initial Public Offering (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Nov. 01, 2022 | Oct. 28, 2022 | Dec. 31, 2022 | Oct. 01, 2022 | Oct. 25, 2022 | |
SUBSEQUENT EVENTS | |||||
Offering price per share | $ 21 | ||||
Balance in cash, cash equivalents or marketable securities | $ 1,000 | ||||
Net proceeds from IPO | 1,000 | ||||
Repayments of related party notes payable from proceeds of IPO | 900 | ||||
IPO | Master Transaction Agreement | |||||
SUBSEQUENT EVENTS | |||||
Balance in cash, cash equivalents or marketable securities | $ 1,000 | ||||
Private Placement | Common Class A | |||||
SUBSEQUENT EVENTS | |||||
Number of shares issued during the period | 4,761,905 | ||||
Gross proceeds from private placement | $ 100 | ||||
Subsequent Events | IPO | Common Class A | |||||
SUBSEQUENT EVENTS | |||||
Number of shares issued during the period | 41,000,000 | ||||
Offering price per share | $ 21 | ||||
Subsequent Events | Over Allotment Option | Common Class A | |||||
SUBSEQUENT EVENTS | |||||
Number of shares issued during the period | 6,150,000 | ||||
Subsequent Events | Private Placement | Common Class A | |||||
SUBSEQUENT EVENTS | |||||
Number of shares issued during the period | 4,761,905 | ||||
Offering price per share | $ 21 | ||||
Subsequent Events | Restricted Stock Units (RSUs) | |||||
SUBSEQUENT EVENTS | |||||
Aggregate value of shares issuable upon vesting of restricted stock units | $ 264.5 |