NovoCure Ltd 10-Q

Item 1. Financial Statements NOVOCURE LIMITED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS U.S. dollars in thousands (except share data) March 31, 2021 December 31, 2020 Unaudited Audited ASSETS CURRENT ASSETS: Cash and cash equivalents $ 314,547 $ 234,674 Short-term investments 549,855 607,902 Restricted cash 11,430 11,499 Trade receivables, net 92,514 96,699 Receivables and prepaid expenses 18,922 21,245 Inventories 27,968 27,422 Total current assets 1,015,236 999,441 LONG-TERM ASSETS: Property and equipment, net 11,733 11,395 Field equipment, net 12,132 11,230 Right-of-use assets 17,741 19,009 Other long-term assets 10,788 10,908 Total long-term assets 52,394 52,542 TOTAL ASSETS $ 1,067,630 $ 1,051,983 The accompanying notes are an integral part of these unaudited consolidated financial statements. 2 Table of Contents NOVOCURE LIMITED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS U.S. dollars in thousands (except share data) March 31, 2021 December 31, 2020 Unaudited Audited LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Trade payables $ 52,703 $ 53,647 Other payables, lease liabilities and accrued expenses 57,784 59,965 Total current liabilities 110,487 113,612 LONG-TERM LIABILITIES: Long-term debt, net 559,584 429,905 Deferred revenue 9,577 12,139 Long-term leases 12,708 14,293 Employee benefits 2,963 5,171 Other long-term liabilities 177 337 Total long-term liabilities 585,009 461,845 TOTAL LIABILITIES 695,496 575,457 COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY: Share capital - Ordinary shares no par value, unlimited shares authorized; issued and outstanding: 103,187,460 shares and 102,334,276 shares at March 31, 2021 (unaudited) and December 31, 2020, respectively — — Additional paid-in capital 1,005,785 1,111,435 Accumulated other comprehensive income (loss) ( 1,948 ) ( 3,832 ) Retained earnings (accumulated deficit) ( 631,703 ) ( 631,077 ) TOTAL SHAREHOLDERS' EQUITY 372,134 476,526 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,067,630 $ 1,051,983 The accompanying notes are an integral part of these unaudited consolidated financial statements. 3 Table of Contents NOVOCURE LIMITED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS U.S. dollars in thousands (except share and per share data) Three months ended March 31, Year ended December 31, 2021 2020 2020 Unaudited Audited Net revenues $ 134,695 $ 101,828 $ 494,366 Cost of revenues 26,385 24,496 106,501 Gross profit 108,310 77,332 387,865 Operating costs and expenses: Research, development and clinical trials 45,916 25,271 132,010 Sales and marketing 31,357 28,834 118,017 General and administrative 31,125 26,608 107,437 Total operating costs and expenses 108,398 80,713 357,464 Operating income (loss) ( 88 ) ( 3,381 ) 30,401 Financial expenses (income), net 2,646 2,432 12,299 Income (loss) before income tax ( 2,734 ) ( 5,813 ) 18,102 Income tax 1,394 ( 9,765 ) ( 1,706 ) Net income (loss) $ ( 4,128 ) $ 3,952 $ 19,808 Basic net income (loss) per ordinary share $ ( 0.04 ) $ 0.04 $ 0.20 Weighted average number of ordinary shares used in computing basic net income (loss) per share 102,633,545 99,877,567 100,930,866 Diluted net income (loss) per ordinary share $ ( 0.04 ) $ 0.04 $ 0.18 Weighted average number of ordinary shares used in computing diluted net income (loss) per share 102,633,545 108,100,623 108,877,648 The accompanying notes are an integral part of these unaudited consolidated financial statements. 4 Table of Contents CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) U.S. dollars in thousands Three months ended March 31, Year ended December 31, 2021 2020 2020 Unaudited Audited Net income (loss) $ ( 4,128 ) $ 3,952 $ 19,808 Other comprehensive income (loss), net of tax: Change in foreign currency translation adjustments ( 268 ) ( 200 ) ( 85 ) Pension benefit plan 2,152 ( 662 ) ( 980 ) Total comprehensive income (loss) $ ( 2,244 ) $ 3,090 $ 18,743 NOVOCURE LIMITED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY U.S. dollars in thousands (except share data) Ordinary shares Additional paid-in capital Accumulated other comprehensive loss Retained earnings (accumulated deficit) Total shareholders' equity Balance as of December 31, 2020 (audited) 102,334,276 $ 1,111,435 $ ( 3,832 ) $ ( 631,077 ) $ 476,526 Share-based compensation to employees — 18,863 — — 18,863 Exercise of options and vested RSUs 853,184 7,961 — — 7,961 Cumulative effect adjustment resulting from ASU 2020-06 early adoption (see Note 5) — ( 132,474 ) — 3,502 ( 128,972 ) Other comprehensive income (loss), net of tax benefit of $ 0 — — 1,884 — 1,884 Net income (loss) — — — ( 4,128 ) ( 4,128 ) Balance as of March 31, 2021(Unaudited) 103,187,460 $ 1,005,785 $ ( 1,948 ) $ ( 631,703 ) $ 372,134 Ordinary shares Additional paid-in capital Accumulated other comprehensive loss Retained earnings (accumulated deficit) Total shareholders' equity Balance as of December 31, 2019 (audited) 99,528,435 $ 871,442 $ ( 2,767 ) $ ( 650,885 ) $ 217,790 Share-based compensation to employees — 16,557 — — 16,557 Exercise of options and vested RSUs 834,538 4,511 — — 4,511 Other comprehensive income (loss), net of tax benefit of $ 0 — — ( 862 ) — ( 862 ) Net income (loss) — — — 3,952 3,952 Balance as of March 31, 2020 (Unaudited) 100,362,973 $ 892,510 $ ( 3,629 ) $ ( 646,933 ) $ 241,948 The accompanying notes are an integral part of these unaudited consolidated financial statements. 5 Table of Contents NOVOCURE LIMITED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS U.S. dollars in thousands Three months ended March 31, Year ended December 31, 2021 2020 2020 Unaudited Audited Cash flows from operating activities: Net income (loss) $ ( 4,128 ) $ 3,952 $ 19,808 Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization 2,370 1,888 9,150 Asset write-downs and impairment of field equipment 176 6 429 Share-based compensation 18,863 16,557 75,721 Foreign currency remeasurement loss (gain) 2,157 ( 7 ) ( 699 ) Decrease (increase) in accounts receivables 4,624 ( 19,718 ) ( 30,354 ) Amortization of discount (premium) 603 ( 539 ) 3,260 Decrease (increase) in inventories ( 1,296 ) 1,147 ( 2,935 ) Decrease (increase) in other long-term assets 1,432 1,235 ( 1,366 ) Increase (decrease) in accounts payables and accrued expenses ( 2,626 ) ( 2,339 ) 25,470 Increase (decrease) in other long-term liabilities ( 4,394 ) ( 225 ) 664 Net cash provided by (used in) operating activities $ 17,780 $ 1,957 $ 99,148 Cash flows from investing activities: Purchase of property, equipment and field equipment $ ( 3,981 ) $ ( 3,112 ) $ ( 14,968 ) Proceeds from maturity of short-term investments 608,000 — 150,000 Purchase of short-term investments ( 549,848 ) — ( 607,879 ) Net cash provided by (used in) investing activities $ 54,171 $ ( 3,112 ) $ ( 472,847 ) Cash flows from financing activities: Proceeds from issuance of shares, net $ — $ — $ 3,370 Proceeds from long term debt, net — — 558,439 Repayment of long-term loan ( 6 ) ( 8 ) ( 150,028 ) Exercise of options and warrants 7,961 4,511 28,428 Net cash provided by (used in) financing activities $ 7,955 $ 4,503 $ 440,209 Effect of exchange rate changes on cash, cash equivalents and restricted cash $ ( 102 ) $ ( 59 ) $ 247 Increase (decrease) in cash, cash equivalents and restricted cash 79,804 3,289 66,757 Cash, cash equivalents and restricted cash at the beginning of the period 246,173 179,416 179,416 Cash, cash equivalents and restricted cash at the end of the period $ 325,977 $ 182,705 $ 246,173 6 Table of Contents Three months ended March 31, Year ended December 31, 2021 2020 2020 Unaudited Audited Supplemental cash flow activities: Cash paid during the period for: Income taxes paid (refunded), net $ ( 2,405 ) $ 2,209 $ ( 3,261 ) Interest paid $ 1 $ 3,415 $ 8,686 Non-cash activities: Right-of-use assets obtained in exchange for lease liabilities $ 284 783 $ 5,617 The accompanying notes are an integral part of these unaudited consolidated financial statements. 7 Table of Contents NOVOCURE LIMITED AND SUBSIDIARIES NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share data) NOTE 1: ORGANIZATION AND BASIS OF PRESENTATION Organization . NovoCure Limited (including its consolidated subsidiaries, the "Company") was incorporated in the Bailiwick of Jersey and is principally engaged in the development, manufacture and commercialization of Tumor Treating Fields ("TTFields") delivery systems, including Optune and Optune Lua (collectively, our "Products"), for the treatment of solid tumor cancers. The Company currently markets Optune in the United States ("U.S."), Austria, Germany, Israel, Japan, Sweden and Switzerland. The Company currently markets Optune Lua in the U.S. The Company also has a License and Collaboration Agreement (the "Zai Agreement") with Zai Lab (Shanghai) Co., Ltd. ("Zai") to market Optune in Greater China. Financial statement preparation . The accompanying unaudited consolidated financial statements include the accounts of the Company and intercompany accounts and transactions have been eliminated. In the opinion of the Company’s management, the consolidated financial statements reflect all adjustments, which are normal and recurring in nature, necessary for fair financial statement presentation for the periods presented. The preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in these consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. These consolidated financial statements and accompanying notes should be read in conjunction with the Company’s annual consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020 (the "2020 10-K') filed with the Securities and Exchange Commission on February 25, 2021. The significant accounting policies applied in the audited annual consolidated financial statements of the Company as disclosed in the 2020 10-K are applied consistently in these unaudited interim consolidated financial statements, except as noted below: Recently Adopted Accounting Pronouncements. In August 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (ASU 2020-06), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity. Among other changes, ASU 2020-06 removes from GAAP the liability and equity separation model for convertible instruments with a cash conversion feature, and as a result, after adoption, entities will no longer separately present in equity an embedded conversion feature for such debt. Similarly, the embedded conversion feature will no longer be amortized into income as interest expense over the life of the instrument. Instead, entities will account for a convertible debt instrument wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC Topic 815, Derivatives and Hedging, or (2) a convertible debt instrument was issued at a substantial premium. Additionally, ASU 2020-06 requires the application of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share (EPS), which is consistent with the Company’s accounting treatment under the current standard. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, with early adoption permitted for fiscal years beginning after December 15, 2020, and can be adopted on either a fully retrospective or modified retrospective basis. The Company early adopted ASU 2020-06, effective January 1, 2021 on a modified retrospective basis. The impact of the Company’s adoption of ASU 2020-06 on the balance sheet as of January 1, 2021 was an increase in long term debt, net of $ 128,972 , a decrease in additional paid-in capital of $ 132,474 , and a decrease in accumulated deficit of $ 3,502 . Interest expense recognized in future periods will be reduced as a result of accounting for the convertible debt instrument as a single liability measured at its amortized cost. For additional information see Note 5 of these unaudited consolidated financial statements. In December 2019, the FASB issued Accounting Standard Update No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (ASU 2019-12), which simplifies the accounting for income taxes, eliminates certain exceptions within ASC 740, Income Taxes, and clarifies certain aspects of the current guidance. ASU 2019-12 is effective for the Company as of January 1, 2021 and the adoption of this standard did not have a material impact on the Company's consolidated financial statements. 8 Table of Contents NOTE 2: CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS Cash equivalents include items almost as liquid as cash, such as certificates of deposit and time deposits with maturity periods of three months or less when purchased. As of March 31, 2021 and December 31, 2020, the Company’s cash and cash equivalents were composed of: March 31, 2021 December 31, 2020 Unaudited Audited Cash $ 31,849 $ 20,339 Money market funds 282,698 214,335 Total cash and cash equivalents $ 314,547 $ 234,674 The Company also invests in marketable U.S. Treasury Bills (“T-bills”) that are classified as held-to-maturity securities. The amortized cost and recorded basis of the T-bills are presented as short-term investments. As of March 31, 2021 and December 31, 2020, the Company’s short-term investments were: March 31, 2021 December 31, 2020 Unaudited Audited Short-term investments $ 549,855 $ 607,902 Quoted market prices were applied to determine the fair value of cash equivalents and short-term investments, therefore they were categorized as Level 1 in accordance with Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures.” The estimated fair value of the Company’s short-term investments as of March 31, 2021 and December 31, 2020 was $ 549,890 and $ 607,905 , respectively. NOTE 3: INVENTORIES Inventories are stated at the lower of cost or net realizable value. The weighted average methodology is applied to determine cost. As of March 31, 2021 and December 31, 2020, the Company’s inventories were composed of: March 31, 2021 December 31, 2020 Unaudited Audited Raw materials $ 3,376 $ 5,175 Work in progress 9,342 4,896 Finished products 15,250 17,351 Total $ 27,968 $ 27,422 NOTE 4: COMMITMENTS AND CONTINGENT LIABILITIES Operating Leases. The facilities of the Company are leased under various operating lease agreements for periods, including options for extensions, ending no later than 2030. The Company also leases motor vehicles under various operating leases, which expire on various dates, the latest of which is in 2024. Pledged deposits and bank guarantees. As of March 31, 2021 and December 31, 2020, the Company pledged bank deposits of $ 1,409 and $ 1,438 , respectively, to cover bank guarantees in respect of its leases of operating facilities and obtained bank guarantees for the fulfillment of the Company’s lease and other contractual commitments of $ 1,649 and $ 1,687 , respectively . 9 Table of Contents Senior secured revolving credit facility. On November 6, 2020, the Company entered into a new three-year $ 150,000 senior secured revolving credit facility with a syndicate of relationship banks. For additional information, see Note 12(c) to the Consolidated Financial Statements in the 2020 10-K. As of March 31, 2021, the Company had no outstanding balance borrowed under the facility. NOTE 5: CONVERTIBLE NOTE On November 5, 2020, the Company issued $ 575,000 aggregate principal amount of 0 % Convertible Senior Notes due 2025 (the “Notes”). The Notes are senior unsecured obligations of the Company. The Notes do not bear regular interest, and the principal amount of the Notes will not accrete. Special interest, if any, payable in accordance with the terms of the Notes will be payable in cash semi-annually in arrears on May 1 and November 1 of each year, beginning on May 1, 2021. The Notes mature on November 1, 2025, unless earlier repurchased, redeemed or converted. For additional information, see Note 10(a) to the Consolidated Financial Statements in the 2020 10-K. In January 2021, the Company irrevocably elected to settle all conversions of Notes by a combination of cash and the Company's ordinary shares and that the cash portion per $ 1,000 principal amount of Notes for all conversion settlements shall be $ 1,000 . Accordingly, from and after the date of the election, upon conversion of any Notes, holders of Notes will receive, with respect to each $ 1,000 principal amount of Notes converted, cash in an amount up to $ 1,000 and the balance of the conversion value, if any, in ordinary shares (the "Conversion Shares"). The net carrying amount of the liability and equity components of the Notes as of March 31, 2021 and December 31, 2020 are as follows: March 31, 2021 December 31, 2020 Unaudited Audited Liability component, net: Principal amount $ 575,000 $ 575,000 Unamortized discount — ( 132,797 ) Unamortized issuance costs ( 15,416 ) ( 12,298 ) Net carrying amount of liability component (1) $ 559,584 $ 429,905 Equity component, net: Conversion feature $ — $ 136,402 Issuance costs — ( 3,928 ) Net carrying amount of equity component $ — $ 132,474 (1) An effective interest rate determines the fair value of the Notes, therefore they are categorized as Level 3 in accordance with ASC 820, "Fair Value Measurements and Disclosures." The estimated fair value of the Net carrying amount of liability component of the Notes as of March 31, 2021 and December 31, 2020 were $ 477,841 and $ 450,437 , respectively. 10 Table of Contents Finance expense related to the Notes was as follows: Three months ended March 31, Year ended December 31, 2020 2021 2020 Unaudited Audited Amortization of debt discount $ — $ — $ 3,605 Amortization of debt issuance costs 709 — 333 Total finance expense recognized $ 709 $ — $ 3,938 Effective January 1, 2021, the Company early adopted ASU 2020-06 using the modified retrospective approach . NOTE 6: SHARE OPTION PLANS AND ESPP In September 2015, the Company adopted the 2015 Omnibus Incentive Plan (the “2015 Plan”). Under the 2015 Plan, the Company can issue various types of equity compensation awards such as share options, restricted shares, performance shares, restricted share units (“RSUs”), performance-based share units (“PSUs”), long-term cash awards and other share-based awards. Options granted under the 2015 Plan generally have a four-year vesting period and expire ten years after the date of grant. Options granted under the 2015 Plan that are canceled or forfeited before expiration become available for future grants. RSUs granted under the 2015 Plan generally vest over a three year period. PSUs granted under the 2015 Plan generally vest between a three and six year period as performance targets are attained. RSUs and PSUs granted under the 2015 Plan that are canceled before expiration become available for future grants. As of March 31, 2021, 14,450,270 ordinary shares were available for grant under the 2015 Plan. A summary of the status of the Company’s option plans as of March 31, 2021 and changes during the period then ended is presented below: Three months ended March 31, 2021 Unaudited Number of options Weighted average exercise price Outstanding at beginning of year 9,220,326 $ 26.21 Granted 375,689 153.09 Exercised ( 404,591 ) 19.36 Forfeited and canceled ( 20,911 ) 62.86 Outstanding as of March 31, 2021 9,170,513 $ 31.63 Exercisable options 5,344,848 $ 18.59 For the three months ended March 31, 2021, options to purchase 404,591 ordinary shares were exercised, resulting in the issuance of 404,591 ordinary shares. A summary of the status of the Company’s RSUs and PSUs as of March 31, 2021 and changes during the period then ended is presented below. 11 Table of Contents Three months ended March 31, 2021 Unaudited Number of RSU/PSUs Weighted average grant date fair value Unvested at beginning of year 4,466,151 $ 54.06 Granted 538,908 139.43 Vested ( 448,593 ) 48.38 Forfeited and cancelled ( 12,262 ) 75.05 Unvested as of March 31, 2021 (1) 4,544,204 64.69 (1) Includes PSUs that have a mix of service, market and other milestone performance vesting conditions which are vested upon achievements of performance milestones which are not probable, as of March 31, 2021, in accordance with ASC 718 as follows: March 31, 2021 Number of PSUs Fair value at grant date per PSU Total fair value at gtant date 2,703,852 $ 48.16 $ 130,218 216,226 69.37 15,000 35,424 84.68 3,000 94,813 $ 114.26 10,833 3,050,315 $ 159,050 These PSUs will be expensed over the performance period when the vesting conditions become probable in accordance with ASC 718. In September 2015, the Company adopted an employee share purchase plan (“ESPP”) to encourage and enable eligible employees to acquire ownership of the Company’s ordinary shares purchased through accumulated payroll deductions on an after-tax basis. In the United States, the ESPP is intended to be an “employee stock purchase plan” within the meaning of Section 423 of the Internal Revenue Code and the provisions of the ESPP are construed in a manner consistent with the requirements of such section. As of March 31, 2021, 5,006,367 ordinary shares were available to be purchased by eligible employees under the ESPP. 12 Table of Contents The fair value of share-based awards was estimated using the Black-Scholes model for all equity grants. For market condition awards, the Company also applied the Monte-Carlo simulation model. We assessed fair value using the following underlying assumptions: Three months ended March 31, Year ended December 31, 2020 2021 2020 Unaudited Audited Stock Option Plans Expected term (years) 5.86 - 6.00 6.25 5.50 - 6.00 Expected volatility 60 % 54 % 54 %- 56 % Risk-free interest rate 0.85 %- 0.88 % 0.86 % 0.30 %- 0.86 % Dividend yield 0.00 % 0.00 % 0.00 % ESPP Expected term (years) 0.50 0.50 0.50 Expected volatility 55 % 47 % 47 %- 66 % Risk-free interest rate 0.09 % 1.57 % 0.17 %- 1.57 % Dividend yield 0.00 % 0.00 % 0.00 % The total non-cash share-based compensation expense related to all of the Company’s equity-based awards recognized for the three months ended March 31, 2021 and 2020 and the year ended December 31, 2020 was: Three months ended March 31, Year ended December 31, 2020 2021 2020 Unaudited Audited Cost of revenues $ 733 $ 590 $ 2,221 Research, development and clinical trials 5,124 3,394 18,125 Sales and marketing 4,471 3,616 17,672 General and administrative 8,535 8,957 37,703 Total share-based compensation expense $ 18,863 $ 16,557 $ 75,721 NOTE 7: Basic and diluted net income (loss) per ordinary share Basic net income (loss) per share is computed based on the weighted average number of ordinary shares outstanding during each period. Diluted net income per share is computed based on the weighted average number of ordinary shares outstanding during the period, plus potential dilutive shares (deriving from options, RSUs, PSUs, convertible notes and the ESPP) considered outstanding during the period, in accordance with ASC 260-10, as determined under the if-converted method. 13 Table of Contents The following table sets forth the computation of the Company’s basic and diluted net income (loss) per ordinary share: Three months ended March 31, Year ended December 31, 2020 2021 2020 Unaudited Audited Net income (loss) attributable to ordinary shares as reported $ ( 4,128 ) $ 3,952 $ 19,808 Net income (loss) used in computing basic net income (loss) per share $ ( 4,128 ) $ 3,952 $ 19,808 Adjustment needed in calculating diluted net income (loss) per share — — — Net income (loss) used in computing diluted net income (loss) per share $ ( 4,128 ) $ 3,952 $ 19,808 Weighted average number of ordinary shares used in computing basic net income (loss) per share 102,633,545 99,877,567 100,930,866 Potentially dilutive shares that were excluded from the computation of basic net income (loss) per share: Options — 7,113,992 6,967,554 Restricted share units — 1,094,385 945,612 ESPP — 14,679 33,616 Weighted average number of ordinary shares used in computing diluted net income (loss) per share 102,633,545 108,100,623 108,877,648 Weighted anti-dilutive shares outstanding which were not included in the diluted calculation 9,734,269 352,291 1,307,762 Basic net income (loss) per ordinary share $ ( 0.04 ) $ 0.04 $ 0.20 Diluted net income (loss) per ordinary share $ ( 0.04 ) $ 0.04 $ 0.18 NOTE 8: SUPPLEMENTAL INFORMATION The Company operates in a single reportable segment. The following table presents long-lived assets by location: March 31, 2021 December 31, 2020 Unaudited Audited United States $ 12,418 $ 11,868 Israel 4,552 4,370 Switzerland 4,048 2,849 Japan 1,042 1,230 Germany 1,084 1,075 Others 721 1,233 Total $ 23,865 $ 22,625 14 Table of Contents The Company’s revenues by geographic region, based on the customer’s location, are summarized as follows: Three months ended March 31, Year ended December 31, 2020 2021 2020 Unaudited Audited United States $ 85,908 $ 69,259 $ 340,782 EMEA: Germany 26,364 21,802 93,264 Other EMEA 8,619 2,674 18,654 Japan 8,278 6,451 29,076 Greater China (1) 5,526 1,642 12,590 Total net revenues $ 134,695 $ 101,828 $ 494,366 (1) For additional information, see Note 12 to the Consolidated Financial Statements in the 2020 10-K. 15 Table of Contents