Innoviz Technologies Ltd. Files 20-F Annual Report

TL;DR

<b>Innoviz Technologies Ltd. filed its 20-F annual report detailing financial performance, warrant liabilities, and revenue breakdowns for 2023.</b>

AI Summary

Innoviz Technologies Ltd. (INVZW) filed a Foreign Annual Report (20-F) with the SEC on March 12, 2024. Ordinary Shares confer voting rights and participation in surplus asset distribution upon liquidation. Company assumed derivative warrant liability related to private placement warrants from Collective Growth's IPO. Warrants are measured using Black-Scholes model (Level 3 fair value measurement) with changes recognized in financing income. Revenues from Germany were $18,758 in 2023, $3,034 in 2022, and $2,491 in 2021. Filing includes data for fiscal years ending December 31, 2023, 2022, and 2021.

Why It Matters

For investors and stakeholders tracking Innoviz Technologies Ltd., this filing contains several important signals. The company's financial reporting includes the valuation of derivative warrant liabilities, which impacts financing income. Specific revenue figures from Germany are provided, offering insight into geographical sales performance.

Risk Assessment

Risk Level: medium — Innoviz Technologies Ltd. shows moderate risk based on this filing. The company's reliance on Level 3 fair value measurements for derivative warrant liabilities introduces a degree of subjectivity and potential volatility in financial reporting, as indicated by the use of the Black-Scholes model.

Analyst Insight

Monitor the impact of derivative warrant liability valuations on Innoviz's financing income and overall profitability in future filings.

Key Numbers

• 18,758 — Germany Revenue 2023 (Revenues from Germany in the year ended December 31, 2023)
• 3,034 — Germany Revenue 2022 (Revenues from Germany in the year ended December 31, 2022)
• 2,491 — Germany Revenue 2021 (Revenues from Germany in the year ended December 31, 2021)

Key Players & Entities

• Innoviz Technologies Ltd. (company) — Filer name
• Collective Growth (company) — Mentioned in relation to initial public offering
• Black-Scholes (other) — Option pricing model used for warrant valuation
• Germany (location) — Source of reported revenues
• United States (location) — Mentioned for revenue reporting context

FAQ

Industry Context

Innoviz Technologies Ltd. operates in the automotive technology sector, focusing on LiDAR solutions for autonomous driving. This 20-F filing provides insights into its financial structure and operational data.

Regulatory Implications

As a foreign private issuer, Innoviz Technologies Ltd. files annual reports on Form 20-F with the SEC, which are subject to specific disclosure requirements under U.S. securities laws.

What Investors Should Do

1. Analyze the trend of revenues from Germany over the past three fiscal years.
2. Evaluate the impact of changes in the fair value of derivative warrant liabilities on the company's net income.
3. Review any future disclosures regarding the company's strategic partnerships or product development in the autonomous driving sector.

Key Dates

• 2023-12-31: Fiscal Year End — Reporting period for the 20-F filing
• 2024-03-12: Filing Date — Date the 20-F report was submitted to the SEC

Glossary

Ordinary Shares

Shares that confer voting rights and participation in surplus asset distribution upon liquidation. (Key component of shareholder rights detailed in the filing.)

Derivative Warrant Liability

A financial liability arising from warrants that are derivative instruments. (Significant item impacting the company's financial statements and income.)

Black-Scholes option pricing model

A mathematical model used to determine the theoretical price of European-style options. (Method used by Innoviz to estimate the fair value of its warrants.)

Level 3 fair value measurement

Fair value measurements based on unobservable inputs, requiring significant judgment. (Indicates a higher degree of estimation and potential volatility in the valuation of warrants.)

Year-Over-Year Comparison

This filing covers the fiscal year ending December 31, 2023, providing updated financial and operational details compared to previous reporting periods.

Filing Documents

• zk2431063.htm (20-F) — 2876KB
• exhibit_4-16.htm (EX-4.16) — 56KB
• exhibit_8-1.htm (EX-8.1) — 4KB
• exhibit_12-1.htm (EX-12.1) — 13KB
• exhibit_12-2.htm (EX-12.2) — 13KB
• exhibit_13-1.htm (EX-13.1) — 4KB
• exhibit_13-2.htm (EX-13.2) — 4KB
• exhibit_15-1.htm (EX-15.1) — 4KB
• exhibit_15-2.htm (EX-15.2) — 5KB
• exhibit_97.htm (EX-97.CLAWBACKPOLICY) — 49KB
• image0.jpg (GRAPHIC) — 21KB
• image1.jpg (GRAPHIC) — 4KB
• image2.jpg (GRAPHIC) — 232KB
• image00003.jpg (GRAPHIC) — 36KB
• image00004.jpg (GRAPHIC) — 2KB
• image00006.jpg (GRAPHIC) — 2KB
• 0001178913-24-000910.txt (&nbsp;) — 11876KB
• invz-20231231.xsd (EX-101.SCH) — 89KB
• invz-20231231_cal.xml (EX-101.CAL) — 54KB
• invz-20231231_def.xml (EX-101.DEF) — 247KB
• invz-20231231_lab.xml (EX-101.LAB) — 1113KB
• invz-20231231_pre.xml (EX-101.PRE) — 427KB
• zk2431063_htm.xml (XML) — 1971KB

Item 18

Item 17 Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No CONTENTS Page ABOUT THIS ANNUAL REPORT 1 INDUSTRY AND MARKET DATA 1 TRADEMARKS, TRADE NAMES AND SERVICE MARKS 1 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS 3 PART I 3

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 3

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3

KEY INFORMATION

ITEM 3. KEY INFORMATION 3 A. Selected Financial Data 3 B. Capitalization and Indebtedness 3 C. Reasons for the Offer and Use of Proceeds 3 D. Risk Factors 3

INFORMATION ON THE COMPANY

ITEM 4. INFORMATION ON THE COMPANY 30 A. History and Development of the Company 30 B. Business Overview 31 C. Organizational Structure 43 D. Property, Plant and Equipment 43

UNRESOLVED STAFF COMMENTS

ITEM 4A. UNRESOLVED STAFF COMMENTS 44

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 44 A. Results of Operations 47 B. Liquidity and Capital Resources 50 C. Research and Development, Patents and Licenses, etc. 52 D. Trend Information 53 E. Critical Accounting Policies and Use of Estimates 53

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 54 A. Directors and Senior Management 54 B. Compensation of Directors and Executive Officers 57 C. Board Practices 60 D. Employees 68 E. Share Ownership 68 F. Disclosure of a registrant's action to recover erroneously awarded compensation 68

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 69 A. Major Shareholders 69 B. Related Party Transactions 71 C. Interests of Experts and Counsel 72

FINANCIAL INFORMATION

ITEM 8. FINANCIAL INFORMATION 72 A. Consolidated Statements and Other Financial Information 72 B. Significant Changes 72

THE OFFER AND LISTING

ITEM 9. THE OFFER AND LISTING 72 A. Offer and Listing Details 72 B. Plan of Distribution 72 C. Markets 72 D. Selling Shareholders 72 E. Dilution 72 F. Expenses of the Issue 72 - i -

ADDITIONAL INFORMATION

ITEM 10. ADDITIONAL INFORMATION 73 A. Share Capital 73 B. Memorandum and Articles of Association 73 C. Material Contracts 74 D. Exchange Controls 75 E. Taxation 75 F. Dividends and Paying Agents 85 G. Statement by Experts 85 H. Documents on Display 85 I. Subsidiary Information 86 J. Annual Report to Security Holders 86

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 86

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 86 PART II 86

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 86

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 86

CONTROLS AND PROCEDURES

ITEM 15. CONTROLS AND PROCEDURES 87

AUDIT COMMITTEE FINANCIAL EXPERT

ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 87

CODE OF ETHICS

ITEM 16B. CODE OF ETHICS 87

PRINCIPAL ACCOUNTING FEES AND SERVICES

ITEM 16C. PRINCIPAL ACCOUNTING FEES AND SERVICES 87

EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 88

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND

ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 88

CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

ITEM 16F. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 88

CORPORATE GOVERNANCE

ITEM 16G. CORPORATE GOVERNANCE 89

MINE SAFETY DISCLOSURE

ITEM 16H. MINE SAFETY DISCLOSURE 89

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT

ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 89

INSIDER TRADING POLICIES

ITEM 16J. INSIDER TRADING POLICIES 89

CYBERSECURITY

ITEM 16K. CYBERSECURITY 89 PART III 90

FINANCIAL STATEMENTS

ITEM 17. FINANCIAL STATEMENTS 90

FINANCIAL STATEMENTS

ITEM 18. FINANCIAL STATEMENTS 90

EXHIBITS

ITEM 19. EXHIBITS 91

SIGNATURES

SIGNATURES 93 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS F-1 - ii - ABOUT THIS ANNUAL REPORT Except where the context otherwise requires or where otherwise indicated in this annual report (this "Annual Report"), the terms "Innoviz," the "Company," or the "company," "we," "us," "our," "our company" and "our business" refer to Innoviz Technologies Ltd., together with its consolidated subsidiaries as a consolidated entity. All references in this Annual Report to "Israeli currency" and "ILS" refer to Israeli New Shekels, the terms "dollar," "USD" or "$" refer to U.S. dollars and the terms "" or "euro" refer to the currency introduced at the start of the third stage of European economic and monetary union pursuant to the treaty establishing the European Community, as amended. All references in this Annual Report to "Business Combination" refer to the transactions effected under the Business Combination Agreement, dated as of December 10, 2020 (the "Business Combination Agreement"), by and among Collective Growth Corporation, a Delaware corporation ("Collective Growth"), Innoviz, Hatzata Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Innoviz ("Merger Sub"), solely for purposes of Sections 2.2(d), 2.3(a), 2.8, 2.9, 5.2, 5.5, 7.2 and Article VIII thereto, Perception Capital Partners, LLC, a Delaware limited liability company ("Perception"), and solely for purposes of Sections 5.2, 5.5, 5.7 and Article VIII thereto, Antara Capital LP, a Delaware limited partnership and investment manager acting on behalf of certain funds it manages and/or designees ("Antara Capital"). Pursuant to the Business Combination Agreement, Merger Sub merged with and into Collective Growth, with Collective Growth surviving the merger. Upon consummation of the Business Combination and the other transactions contemplated by the Business Combination Agreement on April 5, 2021, Collective Growth became a wholly owned subsidiary of Innoviz. INDUSTRY AND MARKET DATA

Forward-looking statements may be influenced by factors including

Forward-looking statements may be influenced by factors including: our limited operating history and evolving business model makes evaluating our business and future prospects difficult and may increase the risk of your investment; continued pricing pressures, automotive original equipment manufacturers ("OEM") cost reduction initiatives and the ability of automotive OEMs to re-source or cancel vehicle or technology programs may result in lower than anticipated margins, or in incremental losses, which may adversely affect our business; we are creating innovative technologies by designing and developing unique components. The high price of, or low yield in these components, may affect our ability to sell at competitive prices or may lead to losses; there are significant risks to providing our products as a direct supplier to customers, including additional operating costs, increased liabilities, and additional indemnification responsibilities, in each case, that we did not previously face when acting as a Tier-2 supplier; we expect to invest substantially in research and development for the purpose of developing and commercializing new products. These investments could significantly reduce our profitability or increase our losses and may not generate revenue for us; we will likely need to raise additional funds in the future in order to execute our business plan and these funds may not be available to us when we need them. If we cannot raise additional funds when we need them, our business, prospects, financial condition and operating results could be negatively affected; we may experience significant delays in the design, production and launch of our LiDAR products, which could harm our business, prospects, financial condition and operating results; we are substantially dependent on a limited number of customers. The automotive industry is comprised of a relatively small number of players, which makes each design win material for us, and our business could b

forward-looking statements by these cautionary statements

forward-looking statements by these cautionary statements. The estimates and forward-looking statements contained in this Annual Report speak only as of the date of this Annual Report. Except as required by applicable law, we undertake no obligation to publicly update or revise any estimates or forward-looking statements whether as a result of new information, future events or otherwise, or to reflect the occurrence of unanticipated events. 2 PART I Item 1. Identity of Directors, Senior Management and Advisers Not applicable. Item 2. Offer Statistics and Expected Timetable Not applicable. Item 3. Key Information A. Selected Financial Data Reserved. B. Capitalization and Indebtedness Not applicable. C. Reasons for the Offer and Use of Proceeds Not applicable. D. Risk Factors You should carefully consider the risks described below before making an investment decision. Additional risks not presently known to us or that we currently deem immaterial may also impair our business operations. Our business, financial condition or results of operations could be materially and adversely affected by any of these risks. The trading price and value of our ordinary shares could decline due to any of these risks, and you may lose all or part of your investment. This Annual Report also contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors, including the risks faced by us described below and elsewhere in this Annual Report. Summary of Risk Factors The following is a summary of certain, but not all, of the risks that could adversely affect our business, operations and financial results. If any of the risks actually occur, our business could be materially impaired, the trading price of our ordinary shares and warrants could decline, and you could lose all or part of your investment. Our limited operating history

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View this 20-F filing on SEC EDGAR