Item 2. Management’s Discussion and Analysis
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
SPECIAL
NOTE REGARDING FORWARD-LOOKING STATEMENTS
Statements
contained in this Form 10-Q or statements incorporated by reference from documents we have filed with the Securities and Exchange Commission
may contain forward-looking statements that are based on our management’s expectations, estimates, projections, beliefs and assumptions
in accordance with information currently available to our management. Forward-looking statements should be read in conjunction with our
unaudited condensed consolidated financial statements and related notes included in Part 1, Item 1 of this report. This discussion contains
certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Forward-looking statements include information concerning our possible or assumed future
results of operations, business strategies, technology developments, new products and services, financing and investment plans, competitive
position, industry and regulatory environment, effects of acquisitions, growth opportunities and the effects of competition. Forward-looking
statements include statements that are not historical facts and can be identified by terms such as “anticipate,” “believe,”
“could,” “seek,” “estimate,” “expect,” “intend,” “may,” “plan,”
“potential,” “predict,” “project,” “should,” “will,” “would” or
similar expressions and the negatives of those terms.
Forward-looking
statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements
to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.
Given these uncertainties, you should not place undue reliance on forward-looking statements. Also, forward-looking statements represent
our management’s beliefs and assumptions only as of the date of this filing. Important factors that could cause actual results to
differ materially from our expectations include:
•
existing and future responses to and
effects of Covid-19;
•
future demand for renewable energy
including solar energy solutions;
•
changes to net metering policies or
the reduction, elimination or expiration of government subsidies and economic incentives for on-grid solar energy applications;
•
changes in the U.S. trade environment,
including the recent imposition of import tariffs;
•
federal, state, and local regulations
governing the electric utility industry with respect to solar energy;
•
the retail price of electricity derived
from the utility grid or alternative energy sources;
•
interest rates and supply of capital
in the global financial markets in general and in the solar market specifically;
•
competition, including introductions
of power optimizer, inverter and solar photovoltaic (“PV”) system monitoring products by our competitors;
•
developments in alternative technologies
or improvements in distributed solar energy generation;
•
historic cyclicality of the solar
industry and periodic downturns;
•
defects or performance problems in
our products;
•
our ability to forecast demand for
our products accurately and to match production with demand;
•
our dependence on ocean transportation
to timely deliver our products in a cost-effective manner;
•
our dependence upon a small number
of outside contract manufacturers and limited or single source suppliers;
3
•
capacity constraints, delivery schedules,
manufacturing yields, and costs of our contract manufacturers and availability of components;
•
delays, disruptions, and quality control
problems in manufacturing;
•
shortages, delays, price changes,
or cessation of operations or production affecting our suppliers of key components;
•
business practices and regulatory
compliance of our raw material suppliers;
•
performance of distributors and large
installers in selling our products;
•
disruption in our global supply chain
and rising prices of oil and raw materials as a result of the conflict between Russia and Ukraine may adversely affect our business; our
customers’ financial stability, creditworthiness, and debt leverage ratio;
•
our ability to retain key personnel
and attract additional qualified personnel;
•
our ability to effectively design,
launch, market, and sell new generations of our products and services;
•
our ability to maintain our brand
and to protect and defend our intellectual property;
•
our ability to retain, and events
affecting, our major customers;
•
our ability to manage effectively
the growth of our organization and expansion into new markets;
•
our ability to integrate acquired
businesses;
•
fluctuations in global currency exchange
rates;
•
unrest, terrorism, or armed conflict
in Israel;
•
general economic conditions in our
domestic and international markets;
•
consolidation in the solar industry
among our customers and distributors;
•
our ability to service our debt; and
•
the other factors set forth under
“Item 1A. Risk Factors” in “Part II-OTHER INFORMATION” section of this report, our annual report on Form 10-K
for the year ended December 31, 2021 and subsequent reports on Form 10-Q and in other documents we file from time to time with the SEC
that disclose risks and uncertainties that may affect our business.
The
preceding list is not intended to be an exhaustive list of all of our forward-looking statements. You should not rely upon forward-looking
statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee that future results, levels of activity, performance and events and circumstances reflected in the forward-looking
statements will be achieved or will occur. Except as required by law, we assume no obligation to update these forward-looking statements,
or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new
information becomes available in the future.
4
Overview
We
are a leading provider of an optimized inverter solution that has changed the way power is harvested and managed in a solar photovoltaic,
known as PV systems. Our direct current or DC optimized inverter system maximizes power generation at the individual PV module level while
lowering the cost of energy produced by the solar PV system, for improved return on investment, or ROI. Additional benefits of the DC
optimized inverter system include comprehensive and advanced safety features, improved design flexibility, and improved operating and
maintenance, or O&M with module-level and remote monitoring. Our future ready SolarEdge energy hub inverter which supports, among
other things, connection to a DC-coupled battery for full or partial home backup, and optional connection to the SolarEdge smart EV charger.
The typical SolarEdge optimized inverter system consists of power optimizers, inverters, a communication device which enables access to
a cloud-based monitoring platform and in many cases, additional smart energy management solutions. Our solutions address a broad range
of solar market segments, from residential solar installations to commercial and small utility-scale solar installations.
Since
introducing the optimized inverter solution in 2010, SolarEdge has expanded its activity to other areas of smart energy technology, both
through organic growth and through acquisitions. SolarEdge now offers energy solutions which include not only residential, commercial
and small utility scale PV systems but also product offerings in the areas of energy storage systems or ESS and backup including our own
SolarEdge home battery, electric vehicle, or EV components and charging capabilities, home energy management, grid services and virtual
power plants or VPPs, lithium-ion batteries and uninterrupted power supply, known as UPS solutions.
In
the third quarter of 2020 we began commercial shipments to the U.S. from our manufacturing facility in the North of Israel, “Sella
1”. The proximity of Sella 1 to our R&D team and labs, enables us to accelerate new product development cycles as well as define
equipment and manufacturing processes of newly developed products which can then be adopted by our contract manufacturers world-wide.
During the second quarter of 2021, Sella 1 reached full manufacturing capacity. In 2020, we began construction of “Sella 2”,
a 2GWh Li-Ion cell factory in Korea. The new factory is being constructed to meet the growing global demand for Li-Ion cells and batteries,
specifically in the energy storage system (“ESS”) and e-Mobility markets. Sella 2 is expected to initiate test runs for manufacturing
in the first half of 2022.
We
are a leader in the global module-level power electronics (“MLPE”) market. As of March 31, 2022, we have shipped approximately
89.6 million power optimizers, 3.7 million inverters and 16.3 thousand residential batteries. Over 2.6 million installations, many of
which may include multiple inverters, are currently connected to, and monitored through, our cloud-based monitoring platform. As of March 31,
2022, we have shipped approximately 31.6 GW of our DC optimized inverter systems and approximately 160.4 MW of our residential batteries.
Our
revenues for the three months ended March 31, 2022, and 2021 were $655.1 million and $405.5 million, respectively. Gross margins
for the three months ended March 31, 2022, and 2021 was 27.3% and 34.5%, respectively. Net income for the three months ended March 31,
2022 and 2021 was $33.1 million and $30.1 million, respectively.
Covid-19
Impact & Response
Covid-19
continued to present challenges on our operations and business in 2021, primarily, operational challenges which we reported on continuously
during 2021. Due to the worldwide growing trend in availability and administration of vaccines against Covid-19, many restrictions resulted
from the pandemic were gradually lifted by governments across the globe. However, the future impact of the Covid-19 pandemic remains highly
uncertain. Resurgences of Covid-19 cases and the emergence of new variants may adversely impact our results of operations. For example,
the mandatory government shutdowns resulted from recent increase in Covid-19 cases in Shanghai lead to delays in our scheduled shipments
from the Shanghai port. Our first priority continues to be to protect and support our employees while maintaining company operations and
support of our customers with as few disruptions as possible. We follow the guidance issued by applicable local authorities and health
officials in each region in which we do business, including in our headquarters located in Israel.
While
we have not experienced any new disruptions resulting directly from Covid-19 in first quarter of 2022 , the pandemic and general global
economic conditions continued to present challenges to our operations and business. In the first quarter of 2022, we experienced
and expect to continue to experience in the second quarter of 2022, disruptions to our logistics supply chain caused by constraints in
the global transportation system including limited availability of local ground transportation coupled with congestion in shipping ports
and industry-wide component shortages. These factors have impacted our ability to accurately plan and forecast the delivery of our products
to customers and have also increased the total shipping time and cost of ocean freight for components and finished goods. Moreover, industry-wide
component shortages require our R&D teams to focus their attention on manufacturing and production design workarounds solutions which
can impact our ability to meet our plans to roll out new innovative products and services. Our operation team is working tirelessly to
mitigate the impact of the disruptions described above.
Impact
of Ukraine’s Conflict on the Energy Landscape
The
conflict between Ukraine and Russia, which started in early 2022, and the sanctions and other measures imposed in response to this conflict
have increased the level of economic and political uncertainty. While we do not have any meaningful business in Russia or Ukraine
and we do not have physical assets in these countries, this conflict has, and is likely to continue to have, a multidimensional impact
on the global economy, the energy landscape in general and the global supply chain. On one hand, in the first quarter of 2022, rising
global interest in becoming less dependent on gas and oil led to higher demand for our products. On the other hand, the conflict further
adversely affected the prices of raw materials arriving from Eastern Asia, and resulted in an increase in gas and oil prices, leading
to additional increases in shipping rates. Furthermore, various shipment routes were adversely impacted by the conflict resulting
in increased shipment lead times and shipping costs for our products. While the impact of this conflict cannot be predicted at this time,
the circumstances described above may have an adverse effect on our business and results of operations.
Our
revenues for the first quarter 2022 of $655.1 million, reflect an increase from revenues of $551.9 million in the fourth quarter
of 2021.
5
Key
Operating Metrics
In
managing our business and assessing financial performance, we supplement the information provided by the financial statements with other
operating metrics. These operating metrics are utilized by our management to evaluate our business, measure our performance, identify
trends affecting our business and formulate projections. We use metrics relating to shipments (inverters, power optimizers, residential
batteries and megawatts shipped 1 ) to evaluate our sales performance and to track market acceptance of our products. We
use metrics relating to monitoring (systems monitored) to evaluate market acceptance of our products and usage of our solution.
We
provide the “megawatts shipped” metric, which is calculated based on inverter nameplate capacity shipped, to show adoption
of our system on a nameplate capacity basis. Nameplate capacity shipped is the maximum rated power output capacity of an inverter and
corresponds to our financial results in that higher total nameplate capacities shipped are generally associated with higher total revenues.
However, revenues increase with each additional unit, not necessarily each additional MW of capacity sold. Accordingly, we also provide
the “inverters shipped”, “power optimizers shipped” and "residential batteries shipped" operating metrics.
Three
months ended
March
31,
2022
2021
Inverters
shipped
211,114
181,905
Power
optimizers shipped
5,724,131
3,734,790
Megawatts
shipped 1
2,130
1,691
Residential
batteries shipped
9,985
—
1 Excluding
residential batteries, based on the aggregate nameplate capacity of inverters shipped during the applicable period. Nameplate capacity
is the maximum rated power output capacity of an inverter as specified by the manufacturer.
6
Results
of Operations
The
results of operations presented below should be reviewed in conjunction with the condensed consolidated financial statements and related
notes included elsewhere in this report.
The
following table sets forth selected consolidated statements of income data for each of the periods indicated.
Three
Months Ended
March 31,
2022
2021
(In
thousands)
Revenues
655,080
405,489
Cost
of revenues
476,122
265,415
Gross
profit
178,958
140,074
Operating
expenses:
Research
and development
66,349
46,977
Sales
and marketing
35,316
26,911
General
and administrative
26,429
19,849
Other
operating expenses
—
2,209
Total
operating expenses
128,094
95,946
Operating
income
50,864
44,128
Financial
expense, net
(5,449
)
(6,097
)
Income
before income taxes
45,415
38,031
Income
taxes
12,292
7,955
Net
income
33,123
30,076
Comparison
of three months ended March 31, 2022 and three months ended March 31, 2021
Revenues
Three
months ended March 31,
2021
to 2022
2022
2021
Change
(In
thousands)
Revenues
655,080
405,489
249,591
61.6
%
Revenues
increased by $249.6 million, or 61.6%, in the three months ended March 31, 2022 as compared to the three months ended March 31,
2021, primarily due to (i) an increase in the number of inverters and power optimizers sold, with significant growth in revenues coming
from Europe and the U.S; (ii) an increase of $52.0 million related to the number of residential batteries sold mainly in the U.S and Europe;
and (iii) an increase of $20.7 million related to the number of powertrain kits supplied by SolarEdge e-Mobility. Revenues from outside
of the U.S. comprised 59.4% of our revenues in the three months ended March 31, 2022 as compared to 59.7% in the three months ended
March 31, 2021.
7
The
number of power optimizers recognized as revenues increased by approximately 1.9 million units, or 50.6%, from approximately 3.8 million
units in the three months ended March 31, 2021 to approximately 5.7 million units in the three months ended March 31, 2022.
The number of inverters recognized as revenues increased by approximately 23.1 thousand units, or 12.6%, from approximately 182.9 thousand
units in the three months ended March 31, 2021 to approximately 206.0 thousand units in the three months ended March 31,
2022. The number of residential batteries recognized as revenues in the three months ended March 31, 2022 was approximately 9.7 thousand.
Our
blended Average Selling Price ("ASP") per watt for solar products excluding residential batteries is calculated by dividing the solar
revenues by the name plate capacity of inverters shipped. Our blended ASP per watt for solar products shipped excluding residential batteries
increased by $0.045, or 20.2%, in the three months ended March 31, 2022 as compared to the three months ended March 31, 2021. The increase
in blended ASP per watt is mainly attributed to a relatively higher number of power optimizers and other solar products shipped compared
to the number of inverters shipped, which increased our total solar revenues but did not impact the watt amount used for calculating the
ASP per watt, as well as an increase in the sale of products with enhanced capabilities such as the SolarEdge energy hub inverter that
are characterized with higher ASP per watt, and price increases that went into effect during the second half of 2021.
This
increase in blended ASP per watt was partially offset by the increase in the sale of commercial products out of our total solar product
mix in the U.S and in ROW that are characterized with lower ASP per watt as well as the depreciation of the Euro and other currencies
against the U.S. Dollar.
Cost
of Revenues and Gross Profit
Three
months ended March 31,
2021
to 2022
2022
2021
Change
(In
thousands)
Cost
of revenues
476,122
265,415
210,707
79.4
%
Gross
profit
178,958
140,074
38,884
27.8
%
Cost
of revenues increased by $210.7 million, or 79.4%, in the three months ended March 31, 2022 as compared to the three months ended
March 31, 2021, primarily due to:
•
an increase in the volume of products
sold and the increase in the cost of components used in the manufacturing of our products;
•
a significant increase in shipment
and logistic costs in an aggregate amount of $29.4 million due to (i) an increase in shipment rates; and (ii) an increase in volumes
shipped;
•
an increase in warranty expenses and
warranty accruals of $17.9 million associated primarily with an increased number of products in our install base as well as an increase
in costs related to the different elements of our warranty expenses which include the cost of the products, shipment and other related
expenses;
•
an increase in custom duties of $10.1 million
attributed to higher tariff charges due to the manufacture of a higher portion of our products for the U.S. in China;
•
an increase in other production costs
of $14.9 million, which is mainly attributed to charges from our contract manufacturers due to manufacturing disruptions, related
to the global supply constraints, increased logistics costs resulting from transportation disruptions and the mobilization of components
among our different manufacturing sites and ramp up costs associated with the new contract manufacturing site in Mexico; and
•
an increase in personnel-related costs
of $4.2 million related to the expansion of our production, operations, and support headcount which grew in parallel to our growing
install base worldwide and the increase in costs associated with the production of powertrain units manufactured by the SolarEdge e-Mobility
division.
8
These
increases were partially offset by:
•
a decrease of $5.9 million in
inventory accrual which is mainly attributed to changes in inventory valuations related to manufacturing volumes, anticipated future use
of such raw materials and inventory write-offs.
Gross
profit as a percentage of revenue decreased from 34.5% in the three months ended March 31, 2021 to 27.3% in the three months ended
March 31, 2022 as a result of the factors summarized above.
Operating
Expenses:
Research
and Development
Three
months ended March 31,
2021
to 2022
2022
2021
Change
(In
thousands)
Research
and development
66,349
46,977
19,372
41.2
%
Research
and development costs increased by $19.4 million or 41.2%, in the three months ended March 31, 2022 compared to the three months ended
March 31, 2021, primarily due to:
•
an increase in personnel-related costs
of $15.6 million resulting from an increase in our research and development headcount as well as salary expenses associated with employee
equity-based compensation. The increase in headcount reflects our continuing investment in enhancements of existing products as well as
research and development expenses associated with bringing new products to the market;
•
a decrease in reimbursement of costs,
in an amount of $2.6 million, related to the research and development activities performed by SolarEdge e-Mobility;
•
an increase in expenses related to
material consumption in the manufacturing of prototypes during our development process in an amount of $1.5 million; and
•
an increase in depreciation expenses
of property and equipment in an amount of $0.9 million.
These
increases were partially offset by:
•
a decrease in expenses related to
consultants and sub-contractors in an amount of $2.3 million.
9
Sales
and Marketing
Three
months ended March 31,
2021
to 2022
2022
2021
Change
(In
thousands)
Sales
and marketing
35,316
26,911
8,405
31.2
%
Sales
and marketing expenses increased by $8.4 million, or 31.2%, in the three months ended March 31, 2022 compared to the three months
ended March 31, 2021, primarily due to:
•
an increase in personnel-related costs
of $5.7 million as a result of an increase in headcount supporting our growth in all geographies, as well as salary expenses associated
with employee equity-based compensation; and
•
an increase in expenses related to
marketing activities by $1.2 million due to the renewal of marketing activities, exhibitions and shows, which were cancelled or postponed
in 2020 and first half of 2021 due to Covid-19 restrictions.
General
and Administrative
Three
months ended March 31,
2021
to 2022
2022
2021
Change
(In
thousands)
General
and administrative
26,429
19,849
6,580
33.2
%
General
and administrative expenses increased by $6.6 million, or 33.2%, in the three months ended March 31, 2022 compared to the three months
ended March 31, 2021, primarily due to:
•
an increase in personnel-related costs
of $6.8 million resulting from an increase in our general and administrative headcount, as well as salary expenses associated with employee
equity-based compensation; and
•
an increase in expenses related to
consultants and sub-contractors in an amount of $2.3 million.
These
increases were partially offset by:
•
a decrease of $3.6 million related
to a provision for legal claims.
Other
operating expenses
Three
months ended March 31,
2021
to 2022
2022
2021
Change
(In
thousands)
Other
operating expenses
—
2,209
(2,209
)
(100.0
)%
Other
operating expenses decreased by $2.2 million, in the three months ended March 31, 2022 compared to the three months ended March 31,
2021 due to a decrease in write-offs of property, plant and equipment.
10
Financial
expense, net
Three
months ended March 31,
2021
to 2022
2022
2021
Change
(In
thousands)
Financial
expense, net
(5,449
)
(6,097
)
648
10.6
%
Financial
expenses, net decreased by $0.6 million, or 10.6%, in the three months ended March 31, 2022 compared to the three months ended March 31,
2021, primarily due to a decrease of $4.0 million in expenses related to foreign exchange fluctuations, mainly between the Euro, the New
Israeli Shekel and the South Korean Won against the U.S. dollar.
This
decrease was partially offset by:
•
a decrease of $2.6 million in financial
income related to hedging transactions.
•
an increase of $0.8 million in realized
loss on marketable securities.
Income
taxes
Three
months ended March 31,
2021
to 2022
2022
2021
Change
(In
thousands)
Income
taxes
12,292
7,955
4,337
54.5
%
Income
taxes increased by $4.3 million, or 54.5%, in the three months ended March 31, 2022, as compared to the three months ended March 31, 2021,
primarily due to an increase of $3.4 million in current tax expenses mainly attributed to an increase in taxable income in our foreign
subsidiaries. This increase in taxable income is associated with the provisions of Section 174 of the U.S Internal Revenue Code, which
went into effect on January 1, 2022, and required capitalization of our research and development expenses.
Net
Income
Three
months ended March 31,
2021
to 2022
2022
2021
Change
(In
thousands)
Net
income
33,123
30,076
3,047
10.1
%
As
a result of the factors discussed above, net income increased by $3.0 million, or 10.1% in the three months ended March 31, 2022
as compared to the three months ended March 31, 2021.
11
Liquidity
and Capital Resources
The
following table shows our cash flows from operating activities, investing activities, and financing activities for the stated periods:
Three
months ended March 31,
2022
2021
(In
thousands)
Net
cash provided by (used in) operating activities
(162,989
)
24,083
Net
cash used in investing activities
(15,134
)
(153,582
)
Net
cash provided by (used in) financing activities
652,335
(2,062
)
Increase
(decrease) in cash, cash equivalents and restricted cash
474,212
(131,561
)
As
of March 31, 2022, our cash and cash equivalents were $1,002.8 million. This amount does not include $608.2 million invested in available
for sale marketable securities, $0.3 million invested in short-term restricted bank deposits and $1.5 million invested in long-term restricted
bank deposits. Our principal uses of cash are for funding our operations, capital expenditures, other working capital requirements and
other investments. As of March 31, 2022, we have open commitments for capital expenditures in an amount of approximately $144.2 million.
These commitments mainly reflect purchases of automated assembly lines and other machinery related to our manufacturing operations. We
also have purchase obligations in the amount of $1,426.7 million related to raw materials and commitments for the future manufacturing
of our products.
We
believe that cash provided by operating activities as well as our cash and cash equivalents, and available for sale marketable securities
will be sufficient to meet our anticipated cash needs for at least the next 12 months as well as in the longer term, including the self-funding
of our capital expenditure and operational commitments.
Operating
Activities
Operating
cash flows consists primarily of net income adjusted for certain non-cash items and changes in assets and liabilities. Cash used in operating
activities in the three months ended March 31, 2022 was $163.0 million as compared to $24.1 million cash provided by operating cash
flows in the three months ended March 31, 2021, mainly due to extended shipping times to customers and a significant increase in
inventory procurement which resulted in unfavorable changes in working capital in the three months ended March 31, 2022 compared
to the three months ended March 31, 2021, which was partially offset by higher net income adjusted for certain non-cash items.
Investing
Activities
Investing
cash flows consist primarily of capital expenditures, investment in, sales and maturities of available for sale marketable securities,
investment and withdrawal of bank deposits and restricted bank deposits, and cash used for acquisitions. Cash used for investing activities
decreased by $138.4 million in the three months ended March 31, 2022 as compared to the three months ended March 31, 2021, primarily
driven by a $172.5 million decrease in purchases of available-for-sale debt investments, net. This decrease was partially offset by an
increase of $17.5 million in capital expenditures, net and a $16.5 million decrease in cash provided by withdrawal from bank deposits
and restricted bank deposits.
Financing
Activities
Financing
cash flows consisted primarily of the issuance and repayment of short-term and long-term debt and proceeds from the sale of shares of
common stock in a public offering and employee equity incentive plans. Cash provided by financing activities in the three months ended
March 31, 2022 was $652.3 million compared to $2.1 million cash used in financing activities in the three months ended March 31,
2021, primarily due to a $650.5 million increase in cash provided by the issuance of common stock, net through a secondary public offering
and a $4.0 million increase in cash received from the exercise of stock-based awards net of withholding taxes remitted to the tax
authorities.
Secondary
public offering
On
March 17, 2022, we offered and sold 2,300,000 shares of the Company’s common stock at a public offering price of $295.00 per
share. The net proceeds to the Company after underwriters' discounts and commissions and offering costs were $650,526. We intend to use
the proceeds from the public offering for general corporate purposes, which may include acquisitions. See Note 11b to our condensed consolidated
financial statements for more information.
12
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