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26. COMPANY DESCRIPTION Ideanomics Inc. is focused on facilitating the adoption of commercial electric vehicles and developi ng financial services and fintech products. The Company’s electric vehicle division, Mobile Energy Global (MEG) p rovides group purchasing discounts on commercial electric vehicles, electric vehicle (EV) batteries and elec tricity as well as financing and charging solutions. The Company’s Capital division includes Delaware Board of Trade (DBOT), which is a broker dealer that also operates an Alternative Trading System (ATS) focuse d on the trading of traditional OTC securities, and Intelligenta provides financial services solutions po wered by artificial intelligence (AI) and blockchain. Intelligenta offers its AI services for the creation of financial products, risk ratings and indexing, and selection and recommendation systems on behalf of key stakeholders. I t also provides real estate title and settlement services through Timios Holdings Corp (Timios). Source: Thomson Reuters (as of March 9, 2021) Page 26 of 35 IDEANOMICS, INC Company Note - April 14, 2021
17. On November 11, 2020, Ideanomics acquired 100% Cali fornia-based Timios Holdings Corp. in an all- cash deal for $40 million. Timios is a nationwide title and settlement solutions provider, offering innovative freedom-of-choice solutions for real est ate transactions. The company generated $45 millio n in revenue in 2019 with $2.6 million in net income. Ideanomics completed the acquisition in January 2021. On December 26, 2019, Ideanomics acquired 51.0% int erest of Tree Technologies, a Malaysian-based two-wheeler EV manufacturer. As part of the agreem ent, the company paid $0.9 million in cash and provided Tree Technologies shareholders with 9.5 mi llion shares of Ideanomics common stock at $2.00 per share for a total consideration of $19.9 millio n. Tree is also eligible for earnout payments of u p to $32.0 million over three years, dependent on certai n revenue targets beginning in 4Q19. On October 22, 2020, the company acquired a 14.7% e quity interest in Solectrac, Inc., a manufacturer o f battery-powered, all-electric tractors for agricult ure and utility operations, for $1.3 million. On N ovember 23, 2020, Ideanomics announced it increased its sta ke in Solectrac to 22% through a follow-on investment of an additional $1.3 million. Solectra c primarily operates in the sub-40 horsepower marke t segment, where the company currently offers three m odels. On July 11, 2019, Ideanomics announced its intent t o divest its 55% stake in the Amer Global electroni c parts supply chain business for a 10% stake in the newly-formed, Hong Kong-based, Logistorm. Under the agreement, the company, alongside several strat egic partners, will assist Logistorm in its robotic s and IOT businesses supplying manufacturing data and supply chain and financial management. On May 3, 2019, Ideanomics acquired an additional 7 1.7% ownership in Delaware Board of Trade Holdings, Inc, for $18 million, increasing the comp any’s ownership percentage to 98.4%. The Delaware Board of Trade Holdings, Inc. operates three compan ies: DBOT ATS LLC, an SEC-recognized Alternative Trading System; DBOT Issuer Services LL C, which sets and maintains issuer standards, and DBOT Technology Services LLC, focused on the provis ion of market data and marketplace connectivity. On February 25, 2019, Ideanomics completed the purc hase of various assets of SolidOpinion, Inc., including SolidOpinion's CommentsRadar technology a nd the supporting development team. The company stated at the time it would roll SolidOpini on into the Grapevine family. On September 4, 2018, the company acquired 66% of t he equity in Grapevine Logic, Inc., an influencer- driven marketing platform, for $2.4 million in cash . The company subsequently sold Grapevine, to Techconn Holding Group Co, Ltd., and two other comp anies, in June 2020. On April 24, 2018, the company acquired Guang Ming for $0.4 million in cash. One of the two selling shareholders of Guang Ming was Dr. Wu, the founder of Ideanomics. Guang Ming holds a special fund management license, and the acquisition helps Idean omics develop a fund management platform. On December 7, 2017, Ideanomics acquired a 20% equi ty stake in BBD Digital Capital Group, a subsidiary of Hong Kong-based Tiger Sports Media Li mited, for $9.8 million. Under the agreement, Ideanomics paid $2 million in cash and $7.8 million in common stock (3 million shares at $2.60 per share). In December 2018, Ideanomics entered into an agreem ent with Canada-based Hooxi, to sell its investment in Wide Angle and Shanghai Huicang Suppl ychain Management Ltd. The transaction resulted in a loss of around $1.2 million. On September 13, 2018, Ideanomics acquired FinTalk, a secure communications and information platform providing financial services to both busin esses and individuals, the company divested its sta ke in Fintalk in 2019, as the company no longer saw a strategic fit within its business. Page 17 of 35 IDEANOMICS, INC Company Note - April 14, 2021
13. Liquefy (10% equity ownership) Liquefy was founded in 2018 with the mission to inn ovate new transaction business models and democratize investment opportunities in illiquid ma rkets using its Asset Tokenization Software blockchain technology. In 2019, Liquefy announced a $2.6 million funding round led by Ideanomics, where Ideanomics acquired around a 10% stake in the company. Liquefy’s initial focus is on the real estate market, where the company completed Hong Kon g’s first real estate tokenization transaction, tha t management says is the largest single asset real es tate tokenization deal globally. Liquefy now has r eal estate assets in Hong Kong, the United States, the United Kingdom, and the Middle East, all in the pipeline for tokenization, and is a registered Tech nology Partner in the Amazon Web Services (AWS) Partner Network. Liquefy management is also curren tly applying for an Alternative Trading System license in Hong Kong. Using its Asset Tokenization Software, Liquefy can allow asset owners to issue, transfer, and record t he ownership of securities backed by real estate, reco rded by blockchain. The technology automates processes such as KYC/AML procedures and incorporat es regulatory protocols for over 50 jurisdictions worldwide. The software also has unique features, such as the option for asset owners to encode investment terms such as mandatory lock-up periods into their tokens. The technology includes a settlement component allowing for OTC trading of to kens, which can be white-labeled to external exchanges to provide secure settlement. Technology Metals Market (15% equity ownership) On January 28, 2021, Ideanomics made a £1.5 million investment in Technology Metals Market Limited (TM2) for around a 15% equity stake, investing in a digitized metals market that focuses on metals use d in emerging technologies such as electric vehicles, energy storage, semiconductors, and aerospace. TM2 provides a primary issuance and secondary marke t for technology metals, connecting institutional investors, corporate traders, and brokers with meta l issuers, recyclers, and mints. Only accredited issuers can list approved metals on the exchange, including lithium, cobalt, gallium, nickel, and 26 other metals. Key suppliers on the exchange include Baird & Co (joined in 2020), as we ll as Vanadium and Missouri Cobalt, which both joined the exchange in 2021. Issuers can list their inventory on TM2’s proprietary financial platform, Minfinium, and customers have access to buy commodities on the primary market at all hours and on every day of the year. TM2 employs a network of servers and verified users that validate transactio ns, which are cleared and recorded on Minfinium’s distributed ledger. Investors that trade on the pl atform can purchase the primary issuance of metals, which are placed in a custody account with an accre dited third party. Trades on the platform are sett led instantly with a 1-to-1 physical back, where metal balances are transferred to the investors’ treasury upon purchase. Intelligenta (60% joint venture equity ownership) Intelligenta, formerly BDD Capital Group Ltd., is a pre-revenue company focused on developing AI- driven solutions for financial services and innovat ive new transaction platforms. Ideanomics formed t he company between December 2017 and April 2018 in a 6 0/40 joint venture with Seasail, an affiliate of Bi g Business Data (BBD). In April 2019, Ideanomics reb randed the venture, renaming the business Intelligenta, and the company currently retains a 6 0% stake in Intelligenta and nominates three of Intelligenta’s five Directors. Intelligenta uses BBD’s proprietary technology of o ver 20 AI-powered BBD Software-as-a-Service (SaaS) and Platform-as-a-Service (PaaS) solutions i n areas such as credit services, corporate service, index services and products, and capital markets se rvices and products. The credit service platforms provide solutions, inc luding loan scoring and approval processes, that us e risk assessment, credit rating, and related partner analysis. The corporate services include complian ce monitoring and risk assessment modules for both pub lic and private companies and funds. The index services and products assist users in monitoring ma croeconomic trends and economic monitoring, while the capital markets products provide services for p ublic companies such as an integrated financial reporting platform. Intelligenta has deployed thes e services across leading Asian markets, and BBD ha s received several awards in multiple industries for its AI-driven technology. In 2019, Ideanomics star ted a marketing campaign for the platform in the U.S., wh ere it expects to expand the business in the near future. Page 13 of 35 IDEANOMICS, INC Company Note - April 14, 2021
18. FINANCIAL OVERVIEW 4Q20 Results Ideanomics reported 4Q20 revenue of $11.1 million c ompared to $10.6 million and $0.1 million in 3Q20 and 4Q19, respectively. Ideanomics’ eMobility busi ness contributed $9.8 million in revenue, a $0.9 million sequential increase, on the delivery of 706 vehicles from MEG vs. 626 in 3Q20. The company also completed its first delivery of battery and ch arging systems in November. Gross margins of 9.4% compared to 6.7% in 3Q20, largely reglecting the ma rgins at MEG. 4Q20 GAAP results included $32.2 million in impairments and other charges. The company reported 4Q20 GAAP EPS of ($0.18), vers us ($0.03) and ($0.80) in 3Q20 and 4Q19, respectively. Adjusted EBITDA of ($15.6) million c ompares to ($25.2) million in the prior year period . Ideanomics exited 4Q20 with $165.8 million in cash, benefitting from $152.3 million in cash proceeds primarily from warrant and options exercise. On Ma rch 31 st , 2021 at the time of the 4Q20 earnings call, management disclosed that Ideanomics had a total of $330 million in cash on the balance sheet. Company Guidance Management does not issue financial guidance. Financial Forecast We forecast revenue of $105 million and $145 millio n in 2021 and 2022, rising to $500 million by 2025. This translates into forecast EPS of ($0.11) and ($ 0.05) in 2021 and 2022, reaching $0.25 in 2025. We also estimate adjusted EBITDA of ($25.8) million an d ($4.9) million in 2021 and 2022, with first profitability in 2023 and profit growth to $123 mil lion by 2025. We do not factor any acquisitions in our current model. In the eMobility Group Ideanomics currently consoli dates the operations of MEG, Medici Motor Works, Tree Technologies, and WAVE, with Energica and Sole trac reported as non-controlling investments. After reporting revenue of $2.7 million and $19.5 m illion in 2019 and 2020, we forecast revenue of $25 million and $42 million in 2021 and 2022, growing t o $390 million by 2025. Key drivers of this foreca st growth include the success of the Treeltrik and Med ici vehciles, continued momentum at MEG, and strong adoption of the company’s WAVE inductive cha rging technology. For Ideanomics Capital the company currently consol idates the results of Timos, the Delaware Board of Trade, and Intelligenta, with Liquefy and TM2 repor ted as minority investments. Timios is currently t he main driver of revenue after reporting $80.1 millio n in 2020 revenue. We expect moderate growth at Ideanomics Capital with revenue reaching $110 milli on in 2025, consistent with the positive longer-ter m fintech market opportunity. We do not forecast results for minority investments given the generally early stage of the different businesses as well as the volatility of relevant qu arterly expenses. Page 18 of 35 IDEANOMICS, INC Company Note - April 14, 2021
10. Solectrac (22% equity stake) Through two $1.3 million investments in October and November 2020, Ideanomics has acquired a 22% stake in the Northern California-based electric tra ctor producer, Solectrac. Founded in 2012, Solectr ac is the first manufacturer of electric tractors in t he United States and incorporated in 2019 as a Cali fornia Benefit Corporation, receiving financing through gr ants from the Indian U.S. Science and Technology Fund, the National Science Foundation, and the Bay Area Air Quality Management District. Founder Steve Heckeroth launched the company following the realization that while battery weight may be a hindrance to all-electric passenger vehicles, the e xcess weight assists tractors that require a heavy base to operate in the field. With Ideanomics’ investme nt in Solectrac, management plans to assist the company with capital investment, partnerships, mark et development, and supply chain efficiencies to accelerate revenue. Figure 12: Solectrac Electric Tractor Product Line Source: Solectrac.com and ROTH Capital Partners. Solectrac is currently taking preorders for all thr ee of its tractors, requiring a deposit of $1,000, and has produced around 30 units to date. The company expe cts to deliver current CET, eUtility, and eFarmer units under preorder beginning in 3Q21. In additio n to its tractors, Solectrac also has a patent for exchangeable battery cells to extend the runtime of its tractors on the field and is designing a syste m to provide standalone solar arrays with its tractors i n the future to provide an off-grid, environmentall y sourced charging unit in the field. Page 10 of 35 IDEANOMICS, INC Company Note - April 14, 2021
7. Tree Technologies (51% equity stake) On December 26, 2019, Ideanomics acquired 51% owner ship of Tree Technologies Sdn. Bhd., which owns a 90-year lease of 250 acres of land in the Ge beng Industrial Estate, Kuantan, Pahang Darul Makmur, Malaysia which is near the Port of Kuantan. Tree Technologies has an electric vehicle manufacturing license and assembles the Treeletrik brand of motor bikes under a perpetual license and distribution agreement with Tree Motion. Through t he investment, the partners seek to expand the Treeletrik portfolio of vehicles, including three w heelers and light trucks, and to accelerate the ado ption eMobility in the ASEAN region. We note that other investors in the Tree Technologies include the Roya l Family of Malaysia and other prominent Malaysian bu siness leaders. Tree Motion has already introduced four vehicles, i ncluding three two-wheelers, the T-90, T-70, and T- Express, and a light-duty electric truck, the T-MV7 . Tree Technologies gives customers the option to use a lithium-ion or lead-acid battery, and all veh icles come with a standard direct drive, maintenanc e- free powertrain, and a brushless motor. Treeletrik vehicles range in price from around $1,600 for the two-wheel T-70, up to $23,000 for the T-MV7 truck. Tree Technologies focuses on serving delivery marke ts in the ASEAN region, including Thailand and Indonesia, where the company is in the process of o btaining necessary local certifications. Managemen t estimates the Malaysian and greater ASEAN EV market opportunity exceeds $6 billion based on the conventional vehicles sold. Since the acquisition, Tree Technologies and Indonesia have launched a Battery-as-a-Service pilot program for two-wheel ve hicles in Malaysia and plan to expand the program t o other countries, including potentially in North Ame rica, where the company plans to launch an initial marketing campaign in 2021. Figure 7: Treeletrik Vehicle Lineup Source: Treeletrik.com and ROTH Capital Partners. On the company’s March 31, 4Q20 earnings call, mana gement announced it had received a large tranche order from an Indonesian bike distributor, where it expects to deliver the first order for 10, 000 T- 70 units beginning in July 2021, generating revenue of approximately $14 million. Page 7 of 35 IDEANOMICS, INC Company Note - April 14, 2021
11. Energica (20% equity ownership) On March 3, 2020, Ideanomics acquired 20% of the co mmon stock of the publicly traded Italian electric motorcycle manufacturer Energica (EMC.IT-NC) for €1 0.9 million. Energica is the sustainable subsidiar y of CRP Group, an Italian manufacturer of racing veh icles and related parts and machinery. In 2008 and 2009, CRP started investing in sustaina ble vehicles, leading to the production of its firs t all- electric racing motorcycle, the eCRP, in 2010. Fol lowing the launch of the vehicle, the eCRP raced in the world’s first zero-carbon racing championship, the inaugural TPX race in 2009, and the e-Power FIM Championship beginning in 2013. Following its succ ess in the racing industry, Doma chose Energica as the single manufacturer for the FIM Enel MotoETM Wo rld Cup, starting in 2019, with the team using the company’s Ego motorcycle. Figure 13: Energica eMotorcycle Product Line Source: Energica company website and ROTH Capital P artners. Energica today has a portfolio of three consumer-fo cused road motorcycles, including the Energica EVA Ribelle, Energica EGO, Energica EsseEsse9, all of w hich are also offered in a “Plus” and “RS” version. The company produces its vehicles in the Italian Mo tor Valley in Modena, Italy, leveraging CRP’s 45 years of experience in auto manufacturing. In addi tion to its vehicles, Energica has proprietary EV battery and DC fast-charging systems built in-house for two-wheel electric vehicles providing synergis tic value with the company’s Tree Technologies business . Management stated publicly that it intends to use Energica’s in-house battery and charging techno logy to support the large anticipated Treeletrik order. Silk EV ($15m 6% promissory note) On January 28, 2021, Ideanomics invested $15.0 mill ion in Silk EV, an Italian engineering and design services company, through a promissory note. Prior to the investment, Silk partnered with FAW to foun d Silk FAW to address the luxury electric vehicle mar ket in China and throughout the globe. Silk FAW ha s the exclusive rights to develop Chinese luxury auto manufacturer’s Hongqi-S electric sports car, which will be designed at the company’s facility in the E milia Romagna region of Italy. Through the investm ent, Ideanomics will seek to gain insights into technolo gical advancements within the electric vehicle mark et, including those related to batteries, power managem ent systems, and high-performance motors. Management has stated CEO Alf Poor will sit on the Silk EV Board of Directors and work alongside various Italian automobile veterans, including reno wned Italian car designer Walter De Silva of Walter De Silva & Partners, who will serve as V.P. of Styling and Design for the Silk FAW joint venture. Page 11 of 35 IDEANOMICS, INC Company Note - April 14, 2021
9. Medici Motor Works On June 24, 2020, Ideanomics announced the rebrandi ng of its zero-emission bus, truck, and specialty vehicle division, renaming the business Medici Moto r Works. Through Medici, Ideanomics will offer commercial EV solutions that management aims to dif ferentiate as similar functionality versus competitors, but lower cost, offering 20% lower cos t of ownership over the lifetime of the vehicle. Figure 10: Medici Motor Works Bus Figure 11: Medici Motor Works WAVE Installation Source: IDEX Presentation (March 2021). Source: IDEX Presentation (March 2021). The company is currently in the process of developi ng a line of three all-electric trucks and three al l- electric buses in partnership with China-based manu facturers. Management expects it will have its fir st vehicles available for sale in North America in lat e 2021, as it is currently integrating the vehicles with WAVE charging technology and looks to complete homo logation for the U.S. market in 2H21. To support its marketing efforts, the company plans to open a customer education and test drive facility in New Jersey. Figures 10 and 11 show the first Medic i buses shipped to the U.S. that will be used for b oth marketing demonstrations and for homologation purpo ses. Medici will operate in North America and provide a similar sales-to-financing-to-charging model (S2F2C ) as Mobile Energy Group. We expect Ideanomics to re cord initial Medici revenue in 2022, where order visibility would be a catalyst, and the Vehicle-as- a-Service sales model may help deliver early momentum. Page 9 of 35 IDEANOMICS, INC Company Note - April 14, 2021
19. COMPANY FINANCINGS On March 1, 2021, Ideanomics announced an at-the-ma rket capital access agreement, providing the right to sell up to $150 million in common stock at the company’s discretion. Debt Financing YA II PN February 2021 Agreement On February 8, 2021, Ideanomics entered into a debt agreement with YA II PN, issuing $80 million of convertible notes bearing a 4% annual interest rate , maturing on August 8, 2021. The note has a fixed conversion price of $4.95 per share and is not subj ect to adjustment bearing a combination or split of the company’s common stock, where YA II PN has the righ t to convert the note into common stock at any point before the maturity date. YA II PN December 2020 Agreement On December 14, 2020, Ideanomics entered into a deb t agreement with YA II PN, issuing $25 million of convertible notes bearing a 4% annual interest rate , maturing on June 14, 2021. The note has a fixed conversion price of $1.93 per share, which was exer cised prior to December 31, 2020, which was converted to 13.0 million shares of common stock. $12 Million Convertible Note - Advantech On June 28, 2018, Ideanomics entered into a $12 mil lion convertible note agreement with Advantech Capital Investment II Limited. The Notes bear an a nnual interest rate of 8.0% and mature on June 28, 2021. The notes are convertible into shares of Ide anomics common stock at a conversion price of $ 1.82 per share. In December 2020, Ideanomics enter ed into a payoff letter agreement and paid the remaining outstanding principal and interest, which totaled $14.5 million. YA II PN December 2019 Agreement On December 19, 2019, the company announced an init ial close for a securities purchase agreement with YA II PN, Ltd., where YA II PN agreed to purch ase up to $5.0 million in units consisting of convertible debentures and warrants. The units wer e convertible into shares of common stock at the lower of $1.50 per share, or 90% of the lowest 10-d ay volume-weighted average price, subject to a $1.0 0 floor. The transaction was completed across three closings, the first on December 19, 2019 for $2.0 million, the second on December 31, 2019 for $1.0 m illion, and the third and final closing on February 13, 2020, for the final $2.0 million. The converti ble notes bear an interest rate of 4.0% and matured on December 19, 2020. As part of the unit transaction, YA II PN also rece ived five-year warrants to purchase 1.7 million sha res of common stock at $1.50 per share, and one-year wa rrants to purchase 1.0 million shares of common stock at $1.00 per share. Following two additional round-down price adjustments, the note was convertible into common stock at a price of $0.36 p er share as of May 20, 2020. During the year endin g December 31, 2020, YA II PN converted the $5 millio n note plus all unpaid interest into 9.7 million shares. IDV September 2019 Agreement On September 27, 2019, the company executed a secur ity purchase agreement with IDV issuing $3.58 million of senior secured convertible notes. The n otes bore a 10% annual interest rate and mature on March 27, 2021. The notes were convertible into sh ares of common stock at $1.00 per share. IDV also received a warrant exercisable for 150% of the numb er of shares of common stock, which the note is convertible into at an exercise price of $1.00 (ori ginally $1.84) per share that expires in seven year s. Page 19 of 35 IDEANOMICS, INC Company Note - April 14, 2021
20. On October 29, 2019, the company entered an agreeme nt with IDV to reduce the conversion price of the Debentures and the exercise price of the Warrants f rom $1.84 to $1.00 for its February 2019 and September 2019 notes. On December 19, 2019, Ideano mics and IDV entered into a second agreement, where Ideanomics received consent to raise addition al financing through YA II PN. In exchange, IDV received: 2.0 million shares of common stock; a sev en-year warrant to purchase 1.0 million shares of t he common stock at an exercise price of $1.00, and a t wo-year extension to all outstanding IDV warrants. Following two additional round-down price adjustmen ts, the note was convertible into common stock at a price of $0.36 per share as of May 20, 2020. Durin g the year ending December 31, 2020, ID Ventures converted the $3.6 million note and all unpaid inte rest into 7.3 million shares. IDV February 2019 Agreement On February 22, 2019, Ideanomics executed a securit y purchase agreement with ID Venturas 7, LLC, where the company sold $2.1 million senior secured convertible notes, collateralized by the company’s equity interest in Grapevine. The notes bore a 10% annual interest rate and matured in August 2020. The notes are convertible for seven years at an adj usted share price if subsequent equity shares had a lower conversion price, originally converting at $1 .84 per share, decreasing to $1.00 per share after October 30, 2019, and $0.5869 per share after April 22, 2020. As part of the agreement, IDV also received 1,166,113 shares of common stock of the Co mpany and a seven-year warrant exercisable for 1.6 million shares of common stock, with the same a djusted share price provision as the convertible notes ($0.5869 conversion price after April 20, 202 0). On September 27, 2019, Ideanomics issued IDV 250,00 0 shares of common stock for the release of Grapevine as collateral for the February 2019 notes . Ideanomics also decreased the conversion price o f the warrants to $0.5869. As of December 31, 2019, $1.2 million of the note, plus accrued interest, wa s converted into 1.2 million shares of common stock. During the year ending December 31, 2020, ID Ventures converted the remaining $0.85 million of t he February note into 1.4 million shares of common stock. DBOT November 2015 Agreement On November 25, 2015, DBOT, a company subsidiary ac quired in 2019, issued $3.0 million in promissory notes to New Castle County, Delaware. T he notes bore a 6% interest and matured on November 25, 2020. The company retired the loan on November 25, 2020, following a $3.0 million payment. Equity Issuance In 2020, the company issued 54.6 million shares of common stock related to the conversion of outstanding debt and related party transactions. The company issued 31.4 million shares of common st ock issued in relation to the conversion of outstanding debt, including 11.1 million shares related to the YA II PN December 2020 notes, 7.3 million related to the IDV March 2021 notes, 1. 4 million related to the IDV August 2020 notes, 9.7 million related to the YA II PN December 2020, and 13.0 million shares related to the YA II PN June 2021 Agreement. Ideanomics also issued 23.2 million shares of comm on stock for conversion of related party debt and other related party transactions including , 5.1 million shares issued to Mr. McMahon and 2.2 million shares issued to Dr. Wu for a $2.5 million promissory note and 0.4 million for $1.0 million promissory note, 2.4 million related t o employee stock options, and 13.1 million related to DBOT. In 2019, the company issued 46.2 million shares as part of the consideration for convertible share issuances, business acquisitions, asset acquisition s, and long-term investments. Page 20 of 35 IDEANOMICS, INC Company Note - April 14, 2021
16. ACQUISITIONS & DIVESTITURES We consider Ideanomics a highly acquisitive company , as in the past three years, management has made 11 acquisitions and investments and four dives titures, consolidating assets that enable the Ideanomics disruptive technology business model. R ecent acquisitions are predominantly in the emerging eMobility ecosystem, with others primarily include properties for the Ideanomics financial technology platform. We expect management to remai n acquisitive. Figure 23: Ideanomics Acquisition History (Past Thr ee Years) Source: Ideanomics press releases or SEC filings, a nd ROTH Capital Partners. On March 3, 2020, Ideanomics agreed to purchase 20% of the outstanding common stock of an Italian electric motorcycle manufacturer, Energica, for €10 .9 million in common stock, or 6.2 million shares. Under the agreement, Ideanomics has the right to pa rticipate in any equity raise by Energica through September 30, 2021. Energica is the sustainable su bsidiary of CRP Group, an Italian-based manufacturer of racing vehicles and related parts a nd machinery. The company’s Energica Ego motorcycle was selected by Dorna as the manufacture r for its vehicles in the FIM Enel MotoETM World Cup. On January 28, 2021, Ideanomics agreed to extend a $15 million 6% promissory note to Silk EV, an Italian EV design services company primarily focuse d on the design, development, and production services for fully electric premium and high-end lu xury hypercars. Prior to the investment, Silk part nered with FAW, to found Silk FAW to address the luxury e lectric vehicle market in China and throughout the globe. Silk FAW has the exclusive rights to develo p Chinese luxury auto manufacturer’s Hongqi-S electric sports car, which will be designed at the company’s facility in Italy. On January 5, 2021, Ideanomics acquired Wireless Ad vanced Vehicle Electrification, Inc. (WAVE) for $50 million, including $15 million in cash and $35 million in IDEX common stock. WAVE, based in Salt Lake City, Utah, is a leading provider of inductive charging solutions for medium and heavy-duty elect ric vehicles. WAVE started deploying its chargers in 2 012 and currently has partnerships with Antelope Valley Transit Authority (the largest EV bus system in the U.S.), Kenworth, Gillig, BYD, and Complete Coach Works. Acquisitions & Investments Date Strategic Fit Price Price/Rev. Energica Motor Company, S.P.A Mar-21 Italian manufact urer of high performance investment motorcycles € 10.9m N/A Wireless Advanced Vehicle Electrification, Inc Jan-2 1 Medium- and Heavy-Duty EV Charging Provider $50.0m N /A Timios Holding Corp. Nov-20 Title & Settlement Real Estate FinTech Provid er $40.0m 0.89x Solectrac, Inc. (30% stake) Oct-20 Manufacturer of all-electric tractors and uti lity vehicles $2.6m N/A Tree Technologies (51% stake) Dec-19 Malaysian-based EV manufacturer $51.9m N/A Grapevine Sep-18 Social media marketing platform $2.4m N/A Guang Ming Apr-18 Chinese fund management platform $0.4m N/A BBD Digital Capital Group (20% stake) Dec-17 Investment related to the company's Intellige nta JV with BBD $9.8m N/A Delaware Board of Trade Holdings May-19 Alternative Trading System focused on securit ies not listed on NYSE & NASDAQ $18.0m N/A SolidOpinion Inc. Feb-19 Strategic fit for Grapevine platform N/A N/A FinTalk Sep-18 Mobile app providing B2B & B2C financial serv ices N/A N/A Disposals & Divestitures Date Buyer / Strategic Fit Price Price/Rev. Grapevine Jun-20 Company no longer saw strategic fit N /A N/A Amer Global (55% stake) Jul-19 Exchanged for 10% in n ewly formed Logistorm, a robotics and IOT business N /A N/A FinTalk 2019 Company no longer saw strategic fit N/A N/ A Wide Angle & Shanghai Huicang Supply Chain Dec-18 Com pany no longer saw strategic fit N/A N/A Page 16 of 35 IDEANOMICS, INC Company Note - April 14, 2021
21. The company issued 8.2 million shares of common st ock related to the issuance and conversion of convertible notes, including 2.6 mill ion shares for the ID Ventures August 2020 notes, 3.5 million shares related to the ID Venture s 2021 notes, and 2.1 million shares for the YA II PN December 2020 notes. The 15.9 million shares were issued for business a cquisitions, including 9.5 million for the Treeletrik acquisition, 0.6 million shares for the Grapevine acquisition, and 5.8 million shares as part of the DBOT acquisition. The company also issued 7.4 million shares for ass et acquisitions, including 4.5 million shares issued in 1Q19 in exchange for assets acquired from SolidOpinion, and 2.9 million shares issued in June 2019 to close the 2018 acquisition o f the Fintalk assets from Sun Seven Stars International Limited, (an affiliate of former Idea nomics chairman, Dr. Bruno Wu). The 14.7 million shares issued in relation to long -term investments, was part of the consideration for the company’s July 2019 investmen t in Glory Connection Sdn. Bhd. In 2018, the company issued 11.1 million shares of common stock through private placements generating proceeds of $20.3 million. In March and June 2018, the company issued a total of 5.5 million shares to GT Dollar Ptd. Ltd. in a private placement, at $1.82 per share, generat ing $10 million in proceeds. In June and December 2018, Ideanomics issued 0.6 m illion shares of common stock in a private placement with Star Thrive Group Limited, g enerating $1.1 million in proceeds. In July and December 2018, the company amended the agreemen t of the private placement, increasing the shares issued to 5.0 million in exch ange for $9.2 million. The company also granted the purchaser a share purchase option, exer cisable in 24 months, to purchase the required number of shares to bring Star’s total own ership to 19.5% on a fully diluted basis. The exercise price of the option is equal to 95% of the weighted average trading price for the three months prior to the exercise date. Related Party Transactions On May 10, 2012, Mr. McMahon, the company’s Vice Ch airman at the time, made a $3.0 million loan to the company in exchange for a convertible note bear ing 4.0% interest. After several amendments, the note’s maturity date was extended out to December 3 1, 2020, and the effective conversion price was reduced from $1.75 to $1.50 per share. On June 5, 2020, the company agreed to reduce the conversion price to $0.59, contingent upon the immediate conve rsion of the shares, to which Mr. McMahon agreed, and received 5.1 million shares of common stock as consideration for the loan. On February 8, 2019, the company issued a $2.5 mill ion convertible promissory note to SSSIG, an affiliate of Ideanomics founder, Dr. Wu. The notes bear an annual interest rate of 4.0% and are convertible into shares of common stock at a conver sion price of $1.83 per share. On June 5, 2020, SSSIG agreed to the immediate conversion of the not e into common shares at a price of $0.59, and received 2.2 million shares of common stock upon co nversion. On November 25, 2019, the Company entered into a se cond convertible promissory note agreement with SSSIG, for $1.0 million, maturing on November 25, 2021. The notes bore an annual interest rate o f 4% and are convertible into shares of common stock at $1.25 per share. On June 5, 2020, SSSIG agreed to the immediate conversion of the note into common shares at a price of $0.59, and received 0.4 million shares of common stock upon conversion. Page 21 of 35 IDEANOMICS, INC Company Note - April 14, 2021
12. IDEANOMICS CAPITAL Ideanomics Capital brings together five unique fint ech businesses, each targeting an area of the finan cial industry that we see as ripe for technology change. The core technologies these businesses are deploying range from blockchain and artificial inte lligence to machine learning, where the united effo rt under Ideanomics Capital allows for cross-fertiliza tion of both technology and business development. The current portfolio includes four companies, plus the Intelligenta joint venture. Timios is a real estate title and escrow business and is at a later point i n its development than others in the portfolio are, and we expect the assets at Timios to be a primary driv er of 2021 revenue. We would not be surprised if Ideanomics management elected to divest the financials business at some later point, but we fully expect the company to con tinue supporting the growth of Ideanomics Capital, possibly with acquisitions, before any potential di vestiture. Figure 14: Ideanomics Mobile Energy Group Investmen ts & Brands Source: IDEX company filings and ROTH Capital Partners. Timios In November 2020, Ideanomics announced the acquisit ion of privately held Timios Holdings Corp. The business was founded in 2008 and provides transpare ncy to real estate transactions, servicing national lenders and mortgage companies with a range of solu tions for residential and commercial title insuranc e, closing and settlement services, and other speciali zed mortgage and real estate-related offerings. Timios is licensed to operate in 44 states and Wash ington D.C., and has 11 offices in California (thre e purchased in February 2021), as well as processing centers in Pittsburgh, PA, Plano, TX, and Westlake Village, CA. Timios is differentiated by its use of proprietary data analytics and a core workflow management syste m that allows the company to achieved a client retent ion rate of over 95% for the last 10 years. The company also faces somewhat modest competition due to extensive regulatory requirements and licenses required to operate in the industry . Timios reported revenue of $34.5 million and $45. 1 million in 2018 and 2019, respectively, and we believe the business remains solidly profitable. Ideanomics wi ll help Timios in scaling its business in areas such a s client acquisition and product innovation, as Tim ios seeks continued growth in the real estate title and escrow services industries. Delaware Board of Trade On May 3, 2019, Ideanomics acquired a 71.7% stake i n the Delaware Board of Trade (DBOT), increasing its total ownership stake to 98.4%. DBO T operates three companies: DBOT ATS LLC, an SEC-recognized Alternative Trading System, DBOT Iss uer Services LLC, which sets and maintains issuer standards, and DBOT Technology Services LLC, which specializes in market data and marketplace connectivity. DBOT ATS is a FINRA Member broker-dealer and operat es an Alternative Trading System (ATS) for the U.S.-based small and microcap companies with $20 mi llion to $50 million in market cap, as well as international companies’ American Depository Receip ts (ADRs) not listed on the New York Stock Exchange or NASDAQ. The exchange also permits seco ndary trading of instruments, including private company stock, restricted stock, unlisted and unreg istered warrants, convertible debt, and others. Ideanomics and DBOT expect to seek to list digital securities offerings and permit fractional trades o f these assets in the future. Page 12 of 35 IDEANOMICS, INC Company Note - April 14, 2021
35. IB Serv./Past 12 Mos. as of 04/14/21 Rating Count Percent Count Percent Buy [B] 298 76.21 195 65.44 Neutral [N] 52 13.30 22 42.31 Sell [S] 1 0.26 1 100.00 Under Review [UR] 40 10.23 28 70.00 Our rating system attempts to incorporate industry, company and/or overall market risk and volatilit y. Consequently, at any given point in time, our investment rating on a stock and its implied price movement may not corresp ond to the stated 12- month price target. Ratings System Definitions - ROTH employs a rating system based on the following: Buy: A rating, which at the time it is instituted and or reiterated, that indicates an expectation of a total return of at least 10% over the next 12 months. Neutral: A rating, which at the time it is instituted and or reiterated, that indicates an expectation of a total return between negative 10% and 10% over the next 12 months. Sell: A rating, which at the time it is instituted and or reiterated, that indicates an expectation that the price will depreciate by more than 10% over the next 12 months. Under Review [UR]: A rating, which at the time it is instituted and or reiterated, indicates the temporary removal of the prior rating, price target and estimates for the security. Prior rating, price target and estimates should no longer be relied upon for UR-rated securities. Not Covered [NC]: ROTH does not publish research or have an opinion about this security. ROTH Capital Partners, LLC expects to receive or intends to seek compensation for investment banking or other business relationships with the covered companies mentioned in this report in the next three months. The mate rial, information and facts discussed in this report other than the information regarding ROTH Capital Partners, LLC and i ts affiliates, are from sources believed to be reliable, but are in no way guaranteed to be complete or accurate. This repor t should not be used as a complete analysis of the company, industry or security discussed in the report. Additional info rmation is available upon request. This is not, however, an offer or solicitation of the securities discussed. Any opinions or estimates in this report are subject to change without notice. An investment in the stock may involve risks and uncertainties tha t could cause actual results to differ materially from the forward-looking statements. Additionally, an investment in the stock may involve a high degree of risk and may not be suitable for all investors. No part of this report may be reproduced i n any form without the express written permission of ROTH. Copyright 2021. Member: FINRA/SIPC. Page 35 of 35 IDEANOMICS, INC Company Note - April 14, 2021
5. The company’s Mobility Energy Group (MEG) business has been a primary driver of eMobility revenue to date, reporting its first sales in 3Q19 and a total contribution of $1.9 million in 2019. Given Idean omics’ strategic acquisitions made in 2020, alongside the substantially large expected Treeletrik order announced on the 4Q20 earnings call (the first tran che of 10,000 units should start deliveries in 3Q20 ), we expect Ideanomics’ eMobility revenue mix to shif t significantly in 2021. WAVE should also make a material 2021 contribution, and revenue for this bu siness is typically lumpy on a quarterly basis. Mobile Energy Group Ideanomics’ Mobile Energy Group (MEG) provides sale s support and financing for commercial electric vehicles, and primarily for commercial fleet operat ors in China. Management is looking to duplicate t he early success at MEG for customers in both the U.S. and Europe, and we would look for the company to share additional details over the next few quarters . At its core, MEG is an advisor and third-party elec tric vehicle dealership for commercial fleets. The company connects fleet operators with manufacturers generating revenue through sales-based spreads on each group transaction, as well as financing fee s earned through revenue-sharing agreements with its financing partners. Once Ideanomics has assist ed a fleet in the procurement of its vehicles, the company aims to extend that relationship through el ectricity sales under a Charging-as-a-Service model generating a recurring revenue stream, as well as b atteries and maintenance available in as-a-service packages. In April 2020, Ideanomics entered into a joint vent ure with Fu Da Automobile Trading Center to acquire 51% in Fu Da’s 20,000 square meters Qingdao-based s ales center, which serves as a one-stop-shop for fleet operators, serving both as an auto dealership , with vehicles on site, and as a sales and financi ng services center. In June 2020, Ideanomics rebrande d the sales center, changing the name to MEG Center, and announced plans to increase the buildin g’s footprint to 40,000 square meters in the near term, and eventually to 100,000 square meters. Man agement has explained the early focus on serving Chinese commercial electric vehicle fleet buyers is because the market in China is more mature than in the U.S. or Europe, allowing more rapid business de velopment. Management estimates the commercial EV opportunity in China includes the conversion of up to 11 million heavy-duty and off-road trucks, 14 million delivery vehicles, 1.6 million city and tou rist buses, 1.2 million taxi and ride-hailing vehic les, and the conversion of over 100,000 gas stations to char ging stations. Figure 4: Typical S2F2C Spread Fees Figure 5: Trailing Six-Months MEG Deliveries Source: Ideanomics Presentation (Sept. 2020) Source: Ideanomics Company Documents & ROTH Capita l Partners. Since MEG started taking orders in 2Q19, we estimat e the Ideanomics received orders for over 10,000 units, including the recently announced 2,000 units of Didi BYD D1 taxis. MEG completed its first delivery in 1Q20, deploying 13 units in the quarter . Deployments accelerated in 2H20, with 626 and 70 6 deliveries in 3Q20 and 4Q20, respectively (IDEX beg an to report monthly deliveries in July 2020). The company has deployed 1,442 units delivered to date, primarily for customers in the taxi and ride-shari ng category, as financing arrangements for these vehic les have been easier to facilitate. Group Purchase Spread Fees Spread Trucks & Specialty Vehicles 6% - 8% Buses 6% - 15% Taxis 2% - 4% Logistical (Vans) 2% -15% Energy Related Spreads Charging Stations (Rev. Sharing) 100 bps - 3% Prepaid Wholesale Electricity Variable Page 5 of 35 IDEANOMICS, INC Company Note - April 14, 2021
22. VALUATION We are introducing a $7.00 price target using a dis counted EV/EBITDA methodology. Our price target uses a 30x multiple on 2025E EBITDA of $123 million, discounting back at 12.5% for three years. Figure 24: Ideanomics Inc. Valuation Comparables Source: Thomson Reuters Eikon and ROTH Capital Part ners. Fiscal 13-Apr-21 US$ mn Ticker Rating Year Price Mkt Cap 2021E 2022E 2021E 2022E Cal 2021E Cal 2022E eMobility Comparables Tesla Inc TSLA Neutral Dec $762.32 $731,716 14.8x 12.2x n/m n/m n/m n/m Lucid Motors (Churchill Capital IV Corp) CCIV NC Dec $2 2.09 $35,337 n/a n/a n/a n/a n/a n/a Plug Power Inc PLUG Buy Dec $29.29 $14,719 32.0x 19.9x n/m n /m n/m n/m Arrival Group SA ARVL NC Dec $13.45 $8,153 n/a 8.2x n/m n/m n /a n/a Ballard Power Systems Inc BLDP Buy Dec $22.10 $6,229 n/m 3 1.1x n/m n/m n/m n/m Nikola Corporation NKLA NC Dec $12.05 $4,723 n/m 17.5x n/m n /m n/m n/m Faraday Future (Property Solutions Acquisition Corp ) PSAC NC Dec $12.58 $4,252 n/a n/a n/a n/a n/a n/a Fisker Inc FSR NC Dec $14.64 $4,247 n/a 11.1x n/m n/m n/m n/m Proterra (ArcLight Clean Transition Corp) ACTC NC Dec $ 16.36 $3,928 n/a n/a n/a n/a n/a n/a REE Automotive (10X Capital Venture Acquisition Cor p) VCVC NC Dec $10.06 $3,602 n/a n/a n/a n/a n/a n/a Lion Electric (Northern Genesis Acquisition Corp) NG A NC N/A $16.26 $3,169 n/a n/a n/a n/a n/a n/a Hyzon (Decarbonization Plus Acquisition Corp) DCRB NC Dec $10.34 $2,773 n/a n/a n/a n/a n/a n/a Canoo Inc GOEV Neutral Dec $9.19 $2,182 25.7x 15.6x n/m n/m n /m n/m Xos Trucks (Nextgen Acquisition Corp) NGAC NC Dec $10.0 1 $1,967 n/m 7.3x n/m n/m n/m n/m Lordstown Motors Corp RIDE NC Dec $10.87 $1,919 17.3x 1.2x n/m n/m n/m n/m Hyliion Holdings Corp HYLN NC Dec $9.93 $1,691 n/m 21.9x n/ m n/m n/m n/m Workhorse Group Inc WKHS Neutral Dec $13.07 $1,658 11.5x 4 .1x n/m n/m n/m n/m Otonomo (Software Acquisition Group Inc II) SAII NC De c $10.21 $1,439 n/a n/a n/a n/a n/a n/a Electric Last Mile Solutions (Forum Merger III Corp ) FIII NC Dec $9.97 $1,279 14.1x 2.7x n/m n/m n/m n/m Romeo Power Inc RMO NC Dec $9.20 $1,166 9.3x 2.8x n/m n/m n/a n/a XL Fleet Corp XL NC Dec $7.52 $1,046 23.3x 6.7x n/m n/m n/m 31 .0x Blade (Experience Investment Corp) EXPC NC Dec $10.31 $8 51 n/a n/a n/a n/a n/a n/a Lightning e Motors (Gigcapital3 Inc) GIK NC Dec $10.05 $ 827 13.3x 2.3x n/m n/m n/m n/m Blue Bird Corp BLBD Neutral Sep $25.60 $694 0.8x n/a 19.4x n /a 11.5x n/a Electrameccanica Vehicles Corp SOLO Buy Dec $4.60 $519 38 .5x 8.7x n/m n/m n/m n/m GreenPower Motor Company Inc GP Buy Mar $21.10 $435 13.9x 6.9x n/m 36.4x n/m 35.9x Arcimoto Inc FUV Neutral Dec $11.36 $406 9.0x 4.5x n/m n/m n/ m n/m Flux Power Holdings Inc FLUX Buy Jun $11.20 $142 5.5x 3.9x n/m n/m n/m n/m Adomani Inc ADOM NC Dec $0.37 $95 15.8x 9.5x n/m n/a n/m n/m AVERAGE 16.3x 9.9x 19.4x 36.4x 11.5x 33.5x EV Charging ChargePoint Holdings Inc CHPT Buy Jan $24.83 $7,573 n/m 36 .8x n/m n/m n/m n/m EVBox (TPG Pace Beneficial Finance Corp.) TPGY NC Dec $ 16.94 $2,355 n/a n/a n/a n/a n/a n/a Volta Industries (Tortoise Acquisition II Corp) SNPR NC Dec $10.23 $2,078 n/a n/a n/a n/a n/a n/a Blink Charging Co BLNK Buy Dec $39.98 $1,677 n/m n/m n/m n/m n/m n/m Beam Global BEEM Buy Dec $38.05 $337 28.1x 13.5x n/m n/m n/m n /m Nuvve (Realty Income Corp) NVVE NC Dec $9.28 $187 0.1x 0.1 x 6.9x 6.3x 5.6x 5.0x Charge Enterprises Inc CRGE NC Dec $3.07 $39 n/a n/a n/a n/a n/a n/a AVERAGE 14.1x 16.8x 6.9x 6.3x 5.6x 5.0x Autonomous Tech Luminar Technologies Inc LAZR NC Dec $20.04 $6,492 n/m n/m n/m n/m n/m n/m Velodyne Lidar Inc VLDR NC Dec $13.46 $2,535 27.5x 14.4x n/ m n/m n/m n/m Collective Growth Corp INVZ NC Dec $11.00 $1,543 n/a n/a n/ a n/a n/a n/a Ouster Inc OUST NC Dec $8.90 $1,437 42.1x 23.6x n/m n/m n/a n/ a Luokung Technology Corp LKCO NC Dec $1.10 $350 n/a n/a n/a n /a n/a n/a AVERAGE n/a n/a n/a n/a n/a n/a Peer Average 18.0x 11.5x 13.1x 21.3x 8.5x 24.0x Ideanomics Inc. IDEX Buy Dec $2.71 $1,136 10.8x 7.8x n/m n/m n/m n/m Note: All estimates are calendarized; n/a = not ava ilable, n/m = >45 or <0 and not meaningful ** All SPAC-related companies Cash Balance & Shares Outstanding refelct post-transaction numbers P/REV P/EPS EV/EBITDA Page 22 of 35 IDEANOMICS, INC Company Note - April 14, 2021
23. COMPANY MANAGEMENT Alf Poor, Chief Executive Officer and Interim-Chair man Mr. Poor assumed the role of Chief Executive Office r in February 2019, and took the role of Interim- Chairman in December 2020. After first serving as a consultant to the company Mr. Poor was named Chief Operating Officer in September 2018. Prior t o joining Ideanomics Mr. Poor held the role of Chie f Operating Officer at Global Data Sentinel, a cybers ecurity company, from 2015 to 2018, and President and Chief Operating Officer of Agendize Services In c., from 2012-2015. Mr. Poor was co-founder and Chief Executive Officer of Perceptel Inc. and also has experience from roles at WebsPlanet and AOL. Conor McCarthy, Chief Financial Officer Mr. McCarthy has served as Ideanomics’ Chief Financ ial Officer since September 2019. Mr. McCarthy has over 30 years of experience as a Chief Financia l Officer, most recently serving as the Chief Financial Officer of OS33, from July 2018 to May 20 19. Mr. McCarthy also held the same role at Intent from May 2016 to July 2018, at Convergex Group from June 2014 to July 2015, and CFO Americas at GFI Group, Inc., from March 2005 to June 2014. Mr. McCarthy, has a CA from the Institute of Chartered Accountants in Ireland, and degrees in Accounting a nd Labor and Industrial Relations from the University College Dublin and Trinity College, Dubl in, respectively. Kirsten Helsel, Chief Revenue Officer Ms. Helsel joined Ideanomics as Chief Revenue Offic er on April 5, 2020. Prior to joining the company, Ms. Helsel was Chief Development Officer of Lionano from November 2019 to April 2020. Ms. Helsel also served as Senior Vice President of Sales of Ma rketing and Chief Revenue Officer at Pika Energy, and was a founding partner of DKS Investments. She has degrees in Mechanical Engineering from the University of Illinois Urbana-Champaign and an MBA from the University of Michigan. Kate Lam, Managing Director, Financial Products Ms. Lam joined Ideanomics in 2018 as Managing Direc tor, Financial Products and Head of Capital Markets. Prior to joining the company, Ms. Lam was Chief Executive Officer of Propellr from 2015 to 2018. Ms. Lam has also held positions at Deutsche Bank, Bear Sterns, and Standard Charter Bank. She has degrees in Economics and International Rela tions from the University of Pennsylvania. Keith Byers, Senior Vice President Operations Mr. Byers joined Ideanomics as Senior Vice Presiden t of Operations in June 2020. Prior to his role at Ideanomics, Mr. Byers served as Head of Operations and Client Delivery at Gain Theory from January 2017 to February 2020 and as Head of Data & Analyti cs LATAM at GroupM from July 2014 to January 2017. Mr. Byers also worked at Analytics Partners and Mediacom. He received his Masters of Arts from Heriot-Watt University and Masters of Science in Ec onomics from The University of Edinburgh. Tony Skylar, Senior Vice President Communication Mr. Skylar joined Ideanomics as Senior Vice Preside nt of Communications in September 2018. Mr. Skylar also currently serves as a Board Member of t he Delaware Board of Trade. Prior to joining the company, Mr. Skylar held various roles at Far From TV, Lair East, and Lima Charles News. He earned a Bachelor’s Degree in Psychology and Biology from th e University of British Columbia. Matt Fogel, Senior Vice President Products Mr. Fogel started as Senior Vice President of Produ cts in January 2019, and has 20 years of experience in product management. Before Ideanomics, Mr. Foge l was the Founder and COO of fuzzy.ai from 2015 to 2018, V.P. Product & Strategic Partners for Agen dize from 2009 to 2015, and Account Supervisor at Twist from 2008 to 2009. Mr. Fogel has a degree in Computer Science from Concordia University. Drew Colvin, Senior Vice President Business Develop ment Mr. Colvin took the role of Senior Vice President o f Business Development in January 2021, after servi ng as Ideanomics’ V.P. of Business Development, dating back to September 2018. Prior to joining the company, Mr. Colvin held various roles at Accenture , in Corporate Transactions, from 2009 to 2018. Mr . Colvin is a Chartered Financial Analyst and receive d a B.S. in Management and Finance, Insurance, and Business Law from Virginia Polytechnic Institute an d State University. Page 23 of 35 IDEANOMICS, INC Company Note - April 14, 2021
8. WAVE – Wireless Advanced Vehicle Electrification On January 5, 2021, Ideanomics announced an agreeme nt to acquire 100% of Wireless Advanced Vehicle Electrification (WAVE). WAVE is a Salt Lak e City, UT-based provider of inductive charging solutions for medium and heavy-duty electric vehicl es that eliminates battery range limitations and al lows commercial vehicles to achieve driving ranges equal to or better than those combustion engine vehicles . We see WAVE gaining increasing traction based on th e support for higher fleet utilization, the safety profile of the product, and simplicity of operation , while customers say charging costs and energy efficiency are similar to the alternative pantograp h and plug-in solutions. The company currently offers a 250 kW charging syst em and has deployed around 60 chargers with 50 kW to 380 kW in capacity, and 500 kW and 1MW system s are now in development. WAVE reported 2020 revenues of over $7 million, and we believe th e business has a strong pipeline for 2021, where sales are lumpy and some units may be delivered in an as-a-service model. We forecast WAVE revenue of $5 million in 2021 growing to around $85 million in 2025 on 250 units delivered in 2025. Figure 8: WAVE Charger (St. Petersburg, FL) Figure 9: WAVE Range Boost Comparison Source: WAVE.com Source: Ideanomics SEC filings & ROTH Capital Part ners estimates. WAVE’s charging products use ruggedized pads embedd ed in the roadway along vehicle routes to transfer power over a five- to eight-inch air gap t o the receiving pad on the undercarriage of a vehic le. WAVE’s technology is broadly compatible with commer cial electric vehicles, is battery chemistry agnostic, and supports a range of pack voltages. T he system can operate year-round and is unaffected by snow, ice, moisture, and heat, and management st ates the systems provide similar charging efficacy when compared to plug-in and pantograph charging al ternatives. The company’s WAVE’s 50kW charging system can add up to over 100 miles of ope rating range for an electric bus, and the 250kW system is capable of providing an essentially infin ite range, eliminating all charge-related downtime. Through WAVE’s in-route charging system, fleet oper ators can reduce investments in depot plug-in- chargers and associated labor and operating costs a nd reap additional benefits such as the removal of human error common with the connection of tradition al chargers. WAVE completed its first deployment in 2013, instal ling an alpha prototype in Salt Lake City. Since 2013, the company has deployed around 60 units, inc luding its largest deployment of 15 250 kW units in December 2020 along the Antelope Valley Transit Ass ociation’s (AVTA) bus route in northern Los Angeles, powering a fleet of more than 50 all-elect ric buses. Following the integration of WAVE’s technology, AVTA was able to cover its longest rout es with a single bus, as the chargers provide 18 miles of additional range for a 40-foot electric bu s from sitting 10 minutes above the charging pad. Other customers include The University of Utah, Utah Tran sit Authority, Long Beach Transit, and the Port of Los Angeles, where most customers cite the total co st of ownership, safety, and reliability as reasons for switching to WAVE. Management recently announced i t is pursuing opportunities to deploy WAVE’s technology in China and have had discussions with p orts, airports, and PetroChina about the deployment of WAVE products. 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% 50kW WAVE 250kW WAVE No Wave Page 8 of 35 IDEANOMICS, INC Company Note - April 14, 2021
6. The company made its first battery system and charg ing system deliveries in November 2020, deploying 13 battery systems plus a charging unit, as well as its first truck deliveries in August 2020. We exp ect deliveries to ramp in 2021, as MEG expects to deliv er all 2,000 of the BYD D1 vehicles it purchased in December 2020 in the first half of 2021. MEG’s four key offerings include Energy Supply, Bat tery Operations, Sales and Financing, and IoV, or the Internet of Vehicles. Under the Energy and Supply program, MEG seeks to provide the fleet operator w ith services such as energy purchase cost optimization, the faci litation of B2B energy sales, peak-energy storage management solutions, and create a network of prepaid charging network cards. The Battery Operations program offers the financial separation of the veh icle and the battery, providing Battery-as-a-Service (BaaS) solutions to both manufacturers and end-users. In the BaaS program, MEG looks to facilitate battery chang es, provide fast charging units and financing for gas stations transformation into “ene rgy stations,” as well as the development of energy depots and logistics hubs. While Sales & Financing services are at the core of all MEG’s operations, it primarily serves as a third-party auto dealership, connecting auto manu facturers and fleet operators to facilitate both group purchase and fractionalized direct sales of vehicles. In addition to its traditional financing, the company aims to provide supply chain financing, facilitate battery pack transactions, and other unique solutions such as pr epaid subsidy cards. The Internet of Vehicles industry is still in its early stages, as the comp any looks to leverage blockchain and the vast amount of data generated th rough electric vehicles to create an all-in- one sales and marketing platform. Through its data base, manufacturers could identify prospective customers and offer promotions such as energy rewards and other loyalty reward systems. MEG’s database will also assist the compa ny in finance leasing, user profiling, and identifying potential opportunities for insurance p rofit sharing. We believe Ideanomics’ ability to secure financing for commercial fleet owners will be instrumental to the success of MEG and the company’s long-term vision. Since 2018, the company has entered into several joint ventures and strategic partnerships aimed at the facilitation of vehicle financing. Current key partnerships include the company’s three-year, $6.0 billion financing partnership with First Auto Loan , the company’s joint ventures with iUnicorn, a top-f ive Chinese ride-hailing company, Beijing Central Finova Financial Services, for the adoption of elec tric buses, and China State-Owned-Entity Yunnan Energy, which aims to promote the use of electric t rucks in the Yunnan mining industry. As noted abov e, the company has successfully procured financing for ride-hailing and taxi vehicles, first unlocking deliveries in 1Q20, and management hopes to facilit ate financing for bus and truck fleets later this y ear. eMobility Product Portfolio Ideanomics has a portfolio of five EV-related techn ology businesses, four of which the company acquire d in the last two years, WAVE, Tree Technologies, Ene rgica, and Solectrac, plus the company’s truck and specialty vehicle manufacturing business, Medici Mo tor Works. Management also extended a $15 million promissory note to SilkEV, an Italian EV de sign services company. The combined companies have made a limited historical contribution to reve nues, as Medici and Solectrac remain in pre-revenue stages, Energica is a minority investment, and Idea nomics acquired WAVE in January 2021. Figure 6: Ideanomics eMobility Group Product Brands & Investments Source: Ideanomics Company filings and ROTH Capital Partners. Page 6 of 35 IDEANOMICS, INC Company Note - April 14, 2021
25. VALUATION We are introducing a $7.00 price target using a discounted EV/EBITDA methodology. Our 12-month price target uses a 30x multiple on 2025E EBITDA of $123 million, discounting back at 12.5% for thre e years. We note shares of Ideanomics, similar to shares of EV producers and technology companies across the eMoblity sector, are trading at a high multiple factoring a long-term growth outlook, and changes to this macro outlook could bring increased trading volatility. Risks to the achievement of our price target could come from delayed launch or production ramp of co mmercial products or lumpy progress at different Ideanomics businesses. Ideanomics is a highly acquisitive co mpany, and the company faces risks related to both the completion of strategic acquisitions and the integra tion of new properties into the portfolio. Access to third-party financing also presents a risk, as this wil l play an important role in the development of commercial EV fleets, where we note Ideanomics has more experie nce than most electric vehicle companies from operating its MEG business unit. We also see typical compe titive, manufacturing, regulatory, and intellectual property risks as important. RISKS ■ Ideanomics is a highly acquisitive company. If management is unable to complete a strategic transact ion, or if a transaction encounters operating and integration difficulties after it is acquired, this wil l create risks for investors. ■ The long-term success of the Mobile Energy Group (MEG) is dependent on acquiring suitable financing partners to underwrite customer purchases of commercial electric vehicles, the battery-as-a-service, and other planned financial service offerings. Over the next few years, MEG will need to secure hundreds of millions of dollars in financing arrangements for fleet operators, and the company has faced challen ges here in the past, creating risks for investors. ■ Ideanomics is organizing to operate as an all-in-one provider of electric vehicles, financing, and E V charging, all of which are developed markets with experienced market leaders that provide significant competit ion across the businesses. ■ The company faces risks related to its several businesses and centralized financial reporting, where an error consolidating financial results or the related accounting could present risks. ■ Both the eMobility Group and Ideanomics Capital operate in highly regulated markets, where complianc e with often-changing rules and diverse regulatory bodies creates risk for investors. ■ Ideanomics has several early-stage portfolio investments where the ability to introduce compelling p roducts and scale the business both present risk to investors. ■ Investors in Ideanomics face risks related to the ongoing SEC investigation, which results in elevat ed ongoing legal expenses and could result in an enforcement action. ■ The company has a history of financial losses, and the access to capital presents a risk to investor s since this could limit growth or acquisition activity and possibly introduce volatility. ■ The company faces scaleup and manufacturing risk, where the initial production of new products could face delays, cost overruns, or component shortages that adversely impact operations. ■ Investors in Ideanomics face international business risk as the company must comply with diverse reg ulatory requirements and is exposed to local economic and political risks in served markets. ■ The company faces risks relating to its intellectual property, and if management is unable to protec t its technology position, this could have a material impact on competitive positioning. ■ The company is exposed to technology risks, where the possible introduction of new competing technol ogies could adversely impact Ideanomics’ competitive position. Page 25 of 35 IDEANOMICS, INC Company Note - April 14, 2021
24. Figure 25: Ideanomics Inc. Executive Compensation Source: Ideanomics Inc. SEC filings (2020 10-K & 8- K filed April 5, 2021) and ROTH Capital Partners. Figure 26: Ideanomics Inc. Ownership Structure Source: Thomson Reuters Eikon (as of April 5, 2021) and ROTH Capital Partners. Name Designation Year Salary ($) Option Awards ($) All other comp. ($) Total ($) Alf Poor CEO 2020 383,333 1,000,000 500 ,000 1,883,333 Conor McCarthy Chief Financial Officer 2020 289,900 - 350,000 639,900 Kirsten Helsel * Chief Revenue Officer 2020 300,000 - - 300,000 * Ms. Helsel was hired on April 5, 2021, and will b e eligible to receive up to 1 million stock options after 3 months of employment Name Shares (M) % owned Name Shares (M) % owned Dr. Bruno Zheng Wu 35.138 14.704% Susqueha nna International Group, LLP 5.047 1.358% Shane McMahon 8.321 3.482% Wilmington Tr ust Investment Management LLC 4.580 1.232% John Wallace 0.769 0.322% D. E. Shaw & C o., L.P. 0.946 0.255% Jerry Fan 0.255 0.107% Virtu Americas LL C 0.745 0.201% Alfred Poor 0.250 0.105% Morgan Stanley & Co. LLC 0.632 0.170% James Cassano 0.134 0.056% Group One Tra ding, L.P. 0.567 0.153% Federico Tovar 0.060 0.025% HRT Financia l LP 0.383 0.103% Kang Zhao 0.060 0.025% Simplex Trading, LLC 0.355 0.095% State Street Global Advisors (US) 0.345 0.09 3% Millennium Management LLC 0.343 0.092% EXECUTIVE OFFICERS, DIRECTORS AND MANAGEMENT TOP INS TITUTIONAL INVESTORS Page 24 of 35 IDEANOMICS, INC Company Note - April 14, 2021
15. Figure 19: Global Medium-Duty Commercial, Forecast Figure 20: Global Heavy-Duty Commercial, Forecast Source: BNEF and ROTH Capital Partners. Source: BNEF and ROTH Capital Partners. Two- and Three-Wheel EV Market Outlook The two-wheel (moped, scooter, motorcycle) electric vehicle market has developed much more rapidly than other transportation markets, benefitting from the more limited range requirements of many smalle r two-wheelers and the use of cheap lead-acid batteri es. Heavier and higher-value vehicles typically us e lithium batteries, allowing their owners to achieve faster acceleration and a much greater driving ran ge. BNEF estimates in 2020, there were 184 million elec tric two-wheelers in operation globally, out of a t otal fleet of around 900 million vehicles. This represe nts 20% penetration into the global fleet of motorc ycles, scooters, and mopeds, and we understand that today around 30% of new two-wheeler sales are already electric in the major markets of China, Taiwan, Vie tnam, and India. The three-wheeler market, includi ng tuk-tuks and rickshaws, is also already around 30% penetrated with electric drive technology. Commercial EV Market Evolution Commercial EVs started gaining traction in the midd le of the decade, beginning with the adoption of al l- electric buses, and shortly afterward in medium- an d heavy-duty trucks, with early growth primarily fr om the focus on reducing pollution in China. BNEF est imate that in 2020 there were around 500,000 electr ic buses and 400,000 electric delivery vehicles in ope ration globally. The light commercial vehicle cate gory benefits from improved ownership economics, with Ch ina and Europe accounting for 65% and 31% of the global fleet deployed. IEA data shows that Chi na dominates the global electric bus fleet, with 95 % of global electric bus registrations and 98% of all un its operating in China, but U.S. sales are accelera ting. Figure 21: New Electric Bus Registrations by Region Figure 22: Global Medium & Heavy Duty E-Truck Sales Source: International Energy Agency and ROTH Capita l Partners. Source: International Energy Agency and ROTH Capita l Partners. 102.9 127.3 104.1 91.4 71.8 0.3 1.4 0.9 2.1 3.1 0.0 0.5 1.0 1.5 2.0 2.5 3.0 3.5 0.0 20.0 40.0 60.0 80.0 100.0 120.0 140.0 2015 2016 2017 2018 2019 Rest of World (Thous.) China (Thous.) China Rest of World 6,344 1,758 3,813 4,680 5,805 148 344 70 195 23 0 1,000 2,000 3,000 4,000 5,000 6,000 7,000 2019 2018 2017 2016 2015 2014 2013 2012 2011 2010 China USA Europe Page 15 of 35 IDEANOMICS, INC Company Note - April 14, 2021
4. IDEANOMICS E-MOBILITY GROUP Ideanomics’ eMobility business unit includes six un ique businesses where each enables the deployment of commercial electric vehicles. The combined port folio of products and services is shaped to reach across the entire scope of customer needs, with com plementary financing as an option to facilitate adoption. Medici, Tree Technologies, Solectrac, an d Energica bring commercial vehicles, while WAVE adds differentiated inductive charging technology, and Mobility Energy Group brings expertise in commercial electric vehicle financing. The existin g portfolio also allows Ideanomics to gain cross- portfolio synergies from shared resources. For exa mple, management can assign battery pack production to another company unit, where the packs would alternatively be outsourced at a higher cost . Another example is the integration of WAVE inductiv e charging units on Medici buses when these launch in the U.S. market this year. This coordination al lows faster execution, savings versus alternatives, and more efficient sales and business development. Figure 1: Ideanomics eMobility Group Products & Ser vices Source: Ideanomics and ROTH Capital Partners. We expect the Ideanomics eMobility Group to achieve impressive growth over the next few years and forecast revenue growth from $25 million in 2021 and $42 million in 2022 to $390 million in 2025. We expect all of the company’s businesses to participa te in this growth trajectory. Early catalysts will include the commercial launch and orders for vehicles offer ed by Tree Techologies, Medici, Solectrac, and Energica. The financing capabilities and partnersh ips brought by Mobility Energy Group (MEG) will als o play an important role, and similarly, we expect WA VE inductive charging to achieve solid growth, also helping commercial fleet customers move past typica l concerns about range and available vehicle uptime. Figure 2: Ideanomics eMobility Revenue Forecast Figure 3: Ideanomics eMobility Mix, 2025E Source: Ideanomics SEC filings & ROTH Capital Part ners. Source: ROTH Capital Partners estimates. Products Services Vehicles Financial Services Charging-as-a-Service Vehicle-as-a-Service SaaS / Data Services Charging Energy $- $50 $100 $150 $200 $250 $300 $350 $400 $450 2020 2021E 2022E 2023E 2024E 2025E MEG Solectrac Treeletrik Medici Motor Works WAVE Page 4 of 35 IDEANOMICS, INC Company Note - April 14, 2021
14. EV MARKET OUTLOOK Growth in the broader electric vehicle ecosystem un derpins the long-term opportunity for Ideanomics, where commercial vehicles and related battery, char ging, electricity sales, ADAS hardware, and data- driven services are all sources of potential future revenue. The company’s exposure to two-wheel electric vehicles (mopeds, scooters, and motorcycle s) also positions Ideanomics well for long-term growth. Figure 15: Passenger Car Sales by Drivetrain, Forec ast Figure 16: Passenger Car Fleet by Drivetrain, Forec ast Source: BNEF and ROTH Capital Partners. Source: BNEF and ROTH Capital Partners. Passenger EV Market Outlook Forecasts for EV demand vary widely, and we use the Bloomberg New Energy Finance (BNEF) estimates for a near consensus estimate. BNEF fore casts that electric passenger vehicle sales will ri se from around 3.2 million units in 2020 to comprise 10% of passenger vehicle sales or 6.9 million units in 2025, and to 28% of vehicles sold or 26 million veh icles by 2030. This growth should support the expansion of the passenger electric vehicle fleet f rom around 7 million vehicles today, or 0.6% of the total fleet, to around 350 million vehicles or 23% of the global passenger fle et by 2030. Major drivers include improving battery costs, strong government support for the superior environmental footprint, stricter fuel economy standards for conventional ve hicles, rapidly approaching price parity for EVs, a nd shifting consumer preferences. Figure 17: Global EV Forecast by Segment Figure 18: Global Light-Duty Commercial Forecast Source: BNEF and ROTH Capital Partners. Source: BNEF and ROTH Capital Partners. 0 10 20 30 40 50 60 70 80 90 100 2015 2016 2017 2018 2019 2020E 2021E 2022E 2023E 2024E 2025E 2026E 2027E 2028E 2029E 2030E 2031E 2032E 2033E 2034E 2035E 2036E 2037E 2038E 2039E 2040E Vehicles (Millions) BEV Plug-In Hybrid Fuel Cell ICE 0 0.2 0.4 0.6 0.8 1 1.2 1.4 1.6 1.8 2015 2016 2017 2018 2019 2020E 2021E 2022E 2023E 2024E 2025E 2026E 2027E 2028E 2029E 2030E 2031E 2032E 2033E 2034E 2035E 2036E 2037E 2038E 2039E 2040E Vehicles (Billions) ICE Fuel Cell Plug-In Hybrid BEV Page 14 of 35 IDEANOMICS, INC Company Note - April 14, 2021
3. COMPANY OVERVIEW Ideanomics, Inc. is a disruptive technology company , with two business units serving the opportunity i n commercial electric vehicles and the deployment of innovative financial services technology. The company has grown through a series of 11 strategic acquisitions and investments, bringing to gether a portfolio of seven electric vehicle-related compani es, and five fintech assets operating worldwide. Ideanomics’ commercial EV business has significant operations in China and a forward-looking focus expanding to serve customers in the U.S. and Europe an markets. Management’s vision is to offer a broad portfolio of products and services for commer cial electric vehicles providing customers the vehicles, batteries, charging, and related energy s ales, with financial services ranging from vehicle financing to bundled charging and vehicles as a ser vice, as well as comprehensive software and data support. We believe both business units are positi oned to benefit from cross-portfolio sharing of resources and technology, unlocking synergies avail able for the entrepreneurs leading each of the individual businesses. Ideanomics was incorporated in Nevada in 2004 and c ame public through a merger with a public shell in 2007. Since the arrival of Chief Executive Officer , Alf Poor, in September 2018, the company has refined the business model to focus exclusively on technology for the electric vehicle ecosystem and fintech. Ideanomics first entered the fintech indu stry in 2017, acquiring a network of businesses supporting trading in petroleum products and electr onic components. Management then moved to pursue strategic growth in electric vehicles beginn ing in 2018, looking at both China and the global opportunity for technologies that support the adopt ion of commercial vehicles. The company reports financial results in a single s egment, with two distinct business units, the eMobi lity Group, and Ideanomics Capital. We view historic re sults as less meaningful given significant repositioning of the business model and forecast re venue of $105 million and $130 million in 2021 and 2022, respectively, growing to $350 million in 2025. The eMobility Group is the primar y driver of this forecast, where we model growth from $25 million in 2021 and $42 million in 2022 to $240 million in 2025. Ideanomics Capital is also well positioned f or growth, where we model revenue of $80 million in 2021 and $88 million in 2022, reaching $110 million in 2025. We expect Ideanomics to reach its first EBITDA profitability in 2023, supported by a positi ve inflection in eMobility Group sales and solid pr ofits at Ideanomics Capital. The company’s eMobility Group, consists of six businesses focused on the adoption of commercial electric vehicles. Through a series of 12 strategi c acquisitions and investments, management has consolidated businesses in commercial EV production , battery packs, charging, financing, and other services to retain a broad portfolio. The entrepre neurs of these companies operated independently before joining the eMobility Group, and now benefit from improved technical and financial resources fr om across the group. We expect management to remain a cquisitive consolidating electric vehicle-related technology companies that enhance Ideanomics’ broad er execution capabilities. The Ideanomics Capital portfolio includes five busi nesses with differing fintech expertise, all innova ting solutions for areas in finance that are seeing rapi d evolution. This group sees similar cross-busines s synergies to the eMobility Group, where business de velopment, software and blockchain technology, and security solutions are all enhanced through col laboration. Page 3 of 35 IDEANOMICS, INC Company Note - April 14, 2021
30. Regulation Analyst Certification ("Reg AC"): The research analyst primarily responsible for the cont ent of this report certifies the following under Reg AC: I hereby certify that all views expressed in this report accurately refl ect my personal views about the subject company or companies and its or their securities. I also certify that no part of m y compensation was, is or will be, directly or indirectly, related to the specific recommendations or views expressed in this report. Disclosures: Within the last twelve months, ROTH has received compensation for investment banking services from I deanomics, Inc, Adomani, Inc., Ballard Power Systems, Inc., Blink Charging Co., ChargePoint Holdings, Inc., Flux Pow er Holdings, Inc., GreenPower Motor Company Inc., Plug Power Inc. and Electra Meccanica Vehicles Corp.. ROTH makes a market in shares of Ideanomics, Inc, Beam Global, Blue Bird Corporation, Ballard Power Systems, Inc., Blink Charging Co., ChargePoint Holdings, Inc., Flux Power Holdings, Inc., Arcimoto, Inc., Canoo, In c., GreenPower Motor Company Inc., Plug Power Inc., Electra Meccanica Vehicles Corp., Tesla, Inc. and Workhorse Group, In c. and as such, buys and sells from customers on a principal basis. Shares of Ideanomics, Inc may be subject to the Securities and Exchange Commission's Penny Stock Rul es, which may set forth sales practice requirements for certain low-priced securities. Within the last twelve months, ROTH has managed or co-managed a public offering for Blink Charging C o., Flux Power Holdings, Inc., GreenPower Motor Company Inc. and Plug Power Inc.. Within the last twelve months, ROTH has received compensation for non-investment banking securities- related services from Workhorse Group, Inc.. Rating and Price Target History for: Ideanomics, Inc (IDE X) as of 04-13-2021 6 5 4 3 2 1 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 Created by: BlueMatrix Rating and Price Target History for: Beam Global (BEEM) as of 04-13-2021 80 70 60 50 40 30 20 10 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 02/05/21 I:B:$85 03/31/21 B:$65 Created by: BlueMatrix Page 30 of 35 IDEANOMICS, INC Company Note - April 14, 2021
2. INVESTMENT THESIS Initiating coverage on Ideanomics at Buy with a $7. 00 target. Ideanomics is a disruptive technology company, with two business units serving emerging g rowth opportunities in commercial electric vehicles and the deployment of financial services technology . Management’s vision for the eMobility Group is t o provide a complete portfolio of products and servic es for commercial electric vehicles, including vehi cles, batteries, charging equipment, and related energy s ales. These will be packaged with EV-specific financial services, including vehicle and battery f inancing, to charging and vehicles-as-a-service, pl us comprehensive software and data support. The Idean omics Capital business includes five companies with different fintech expertise, all innovating so lutions for broader financial market sectors that a re seeing rapid evolution. The Ideanomics portfolio w as assembled largely from a series of 11 acquisitions and investments over the past three years, investin g around $200 million in cash and company stock. We see early success at Tree Technologies and WAVE in the eMobility Group, and Timios at Ideanomics Capital, as evidence that management is achieving the available portfolio synergies. The $14 million order for 10,000 Treeletrik motorcy cles announced on the 4Q20 earnings call precedes an even larger order expected for delivery in Indonesia. Management states the purchase order breaks down into several individual orders, a ll incremental to the initial 10,000 units, which i s one of the reasons for the delayed announcement. This Indonesian order is the largest Malaysia-based Tree Technologies has received to date, and reaches back to an initial framework agreement signed with the distributor in January 2020. Indonesia is the worl d’s largest motorcycle market with a fleet of 105 m illion vehicles, and the distributor aims to sell 1 millio n to 1.5 million units over the next few years. Management also indicated it would set up a local a ssembly facility in Indonesia to incorporate local market content and help sustain long-term margins f or Tree Technologies. We understand the customer has financing and expect initial deliveries on this purchase order to start later this summer. Ideanomics’ portfolio approach unites entrepreneurs at solid but early-stage companies with a capable team to gain synergies by cross-company sha ring of resources. We believe this approach allows more effective business development, procure ment leverage, internal sourcing versus expensive outsourcing, and technology solutions supplemented by efforts at other sister businesses. Examples include the incorporation of WAVE inductive chargin g solutions in Medici commercial electric vehicles slated for launch this year as well as the cross-po rtfolio procurement of battery packs. WAVE inductive charging solutions are emerging as a n important product for commercial EV charging, likely improving adoption rates for comme rcial electric vehicles. Antelope Valley Transit Authority (AVTA) is the largest EV bus operator in the U.S. with 95 electric buses, where AVTA states the safety and simplicity of inductive charging are the most important factors supporting the choice. A 10 minute dwell time for a bus above a 250 kW charging pad adds 18 miles in useable range, allowing AVTA to use EVs on 350-mile routes. Other financia l benefits include a smaller fleet size or better utilization. We forecast WAVE growth from around $ 5 million in 2021 and $85 million in 2025. Our model reflects rapid growth in eMobility consis tent with general EV sector expectations and a lower growth rate at Ideanomics Capital. We forecast revenue of $105 million and $130 million in 2021 and 2022, and forecast growth to $350 million in 2025, driven primarily by the expanding adoption of commercial EV fleets. We estimate eMobility rev enue of $25 million and $42 million in 2021 and 2022 will grow to $240 million in 2025, with near-term g rowth benefiting from the $14 million award at Tree Technologies. We forecast the first EBITDA profita bility in 2023 on scaling revenue. We are introducing a $7.00 price target using a dis counted EV/EBITDA methodology. Our price target uses a 30x multiple on 2025E EBITDA of $123 million, discounting back at 12.5% for three years. Risks to the achievement of our price target could come from delayed launch or production ramp of commercial products or lumpy progress at different Ideanomics businesses. Ideanomics is a highly acquisitive company, and the company faces risks re lated to both the completion of strategic acquisiti ons and the integration of new properties into the port folio. Access to third-party financing also presen ts a risk, as this will play an important role in the de velopment of commercial EV fleets, where Ideanomics has more experience than most electric vehicle comp anies from operating its MEG business. We also see typical competitive, manufacturing, regulatory, and intellectual property risks as important. Page 2 of 35 IDEANOMICS, INC Company Note - April 14, 2021
32. Rating and Price Target History for: ChargePoint Holdings , Inc. (CHPT) as of 04-13-2021 50 40 30 20 10 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 02/05/21 I:B:$46 Created by: BlueMatrix Rating and Price Target History for: Flux Power Holdings , Inc. (FLUX) as of 04-13-2021 35 30 25 20 15 10 5 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 10/12/20 I:B:$13 02/12/21 B:$20 Created by: BlueMatrix Rating and Price Target History for: Arcimoto, Inc. (FUV) a s of 04-13-2021 40 35 30 25 20 15 10 5 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 11/01/18 I:B:$9 02/15/19 B:$10.5 07/03/19 B:$7 12/31/19 B:$5 04/15/20 B:$3 06/15/20 B:$5 07/01/20 B:$8 08/20/20 N:$8 Created by: BlueMatrix Page 32 of 35 IDEANOMICS, INC Company Note - April 14, 2021
31. Rating and Price Target History for: Blue Bird Corporatio n (BLBD) as of 04-13-2021 30 25 20 15 10 5 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 08/09/18 B:$24 12/07/18 B:$22 02/07/19 B:$23 05/24/19 UR:NA 10/10/19 B:$23 12/12/19 B:$24 02/13/20 B:$25 04/06/20 UR:NA 04/28/20 N:$12 12/17/20 N:$15 02/11/21 N:$20 Created by: BlueMatrix Rating and Price Target History for: Ballard Power System s, Inc. (BLDP) as of 04-13-2021 50 40 30 20 10 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 11/05/18 N:$2.5 11/14/18 N:$3 07/01/19 S:$3 03/06/20 N:$11 03/16/20 N:$8 05/06/20 N:$10 06/29/20 B:$20 07/13/20 B:$25 03/12/21 B:$32 Created by: BlueMatrix Rating and Price Target History for: Blink Charging Co. (BLNK) as of 04-13-2021 70 60 50 40 30 20 10 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 02/05/21 I:B:$67 03/26/21 B:$58 Created by: BlueMatrix Page 31 of 35 IDEANOMICS, INC Company Note - April 14, 2021
33. Rating and Price Target History for: Canoo, Inc. (GOEV) as of 04-13-2021 24 22 20 18 16 14 12 10 8 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 12/16/20 I:B:$30 03/30/21 N:$12 Created by: BlueMatrix Rating and Price Target History for: GreenPower Motor Comp any Inc. (GP) as of 04-13-2021 35 30 25 20 15 10 5 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 04/28/20 I:B:$5.23 07/13/20 B:$23.18 09/01/20 B:$31 02/12/21 B:$41 Created by: BlueMatrix Rating and Price Target History for: Plug Power Inc. (PLU G) as of 04-13-2021 80 70 60 50 40 30 20 10 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 01/30/19 N:$1.3 08/12/19 N:$2.1 11/05/19 N:$3 11/11/19 B:$6 06/24/20 B:$12 07/13/20 B:$13 11/10/20 B:$22 11/30/20 B:$30 01/12/21 B:NA 03/01/21 B:$65 Created by: BlueMatrix Page 33 of 35 IDEANOMICS, INC Company Note - April 14, 2021
34. Rating and Price Target History for: Electra Meccanica Veh icles Corp. (SOLO) as of 04-13-2021 12 10 8 6 4 2 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 07/09/19 I:B:$7.5 11/23/20 B:$12.25 Created by: BlueMatrix Rating and Price Target History for: Tesla, Inc. (TSLA) as of 04-13-2021 1,000 800 600 400 200 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 11/01/18 I:N:$54 04/11/19 N:$48 04/25/19 N:$47.6 06/10/19 B:$47.6 07/22/19 N:$47.6 07/25/19 N:$44.8 10/23/19 N:$49.8 10/29/19 S:$49.8 01/30/20 S:$70 07/13/20 N:$150 Created by: BlueMatrix Rating and Price Target History for: Workhorse Group, In c. (WKHS) as of 04-13-2021 50 40 30 20 10 0 Q1 Q2 Q3 2019 Q1 Q2 Q3 2020 Q1 Q2 Q3 2021 Q1 Q2 04/28/20 I:B:$4 06/25/20 B:$12 07/13/20 B:$27 09/17/20 B:$33 10/13/20 N:$27 11/10/20 N:$19 02/24/21 N:$15 Created by: BlueMatrix Each box on the Rating and Price Target History chart above represents a date on which an analyst ma de a change to a rating or price target, except for the first box, which may only represent the first note written du ring the past three years. Distribution Ratings/IB Services shows the number of companies in each rating category from which Roth or an affiliate received compensation for investment banking services in the past 12 month. Distribution of IB Services Firmwide Page 34 of 35 IDEANOMICS, INC Company Note - April 14, 2021
1. Craig Irwin , (646) 358-1910 cirwin@roth.com Andrew Scutt , (646) 616-2794 ascutt@roth.com Sales (800) 933-6830, Trading (800) 933-6820 COMPANY NOTE | EQUITY RESEARCH | April 14, 2021 Sustainability: eMobility Ideanomics, Inc | IDEX - $2.71 - NASDAQ | Buy Initiation of Coverage Stock Data 52-Week Low - High $0.37 - $5.53 Shares Out. (mil) 419.32 Mkt. Cap.(mil) $1,136.34 3-Mo. Avg. Vol. 37,700,012 12-Mo.Price Target $7.00 Cash (mil) $330.0 Tot. Debt (mil) $7.3 Note: Cash position of $330m is as of 3/29. Revenue ($ millions) Yr Dec —2020— —2021E— —2022E— Curr Curr 1Q 0.4A 25.0E - 2Q 4.7A 25.5E - 3Q 10.6A 26.5E - 4Q 11.1A 28.0E - YEAR 26.8A 105.0E 145.0E EBITDA Yr Dec —2020— —2021E— —2022E— Curr Curr 1Q (3.6)A (7.0)E - 2Q (4.3)A (6.7)E - 3Q 0.3A (6.3)E - 4Q (15.6)A (5.9)E - YEAR (23.2)A (25.8)E (4.9)E EPS $ Yr Dec —2020— —2021E— —2022E— Curr Curr 1Q (0.08)A (0.03)E - 2Q (0.15)A (0.03)E - 3Q (0.03)A (0.03)E - 4Q (0.18)A (0.02)E - YEAR (0.46)A (0.11)E (0.05)E 7.00 6.00 5.00 4.00 3.00 2.00 1.00 0.00 May-20 Jun-20 Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20 Jan-21 Feb-21 Mar-21 Apr-21 400.0 350.0 300.0 250.0 200.0 150.0 100.0 50.0 0.0 PriceVol (m) IDEX One-Year Price and Volume History IDEX: Portfolio Effect Lifts Traction in Commercial EVs; Buy & $7.00 PT Initiating coverage on Ideanomics at Buy and a $7.00 PT. Ideanomics has united a strategic selection of 12 companies to target the emerging growth opportunities in commercial electric vehicles and fintech. We like the stock for the rapid success of IDEX's portfolio of commercial EV tech companies, as entrepreneur founders seem to benefit from collaborative resources and technology, also accelerating business development. Visible success at Tree Technologies and WAVE likely points to rising momentum across the group. ■ We initiate coverage of Ideanomics at Buy with a $7.00 PT. Ideanomics is a disruptive technology company that has assembled a portfolio of companies targeting growth in two markets: commercial electric vehicles and fintech. Mgmt has strategically assembled Ideanomics to bring reality to its vision of a full-service provider for commercial EV fleets. The current portfolio includes a range of vehicles, financing solutions, and battery & charging products and services, uniting the entrepreneurs and founders of different companies to benefit from shared resources. ■ Tree Technologies $14m order confirms early success of the portfolio strategy. On IDEX's 4Q20 earnings call, mgmt announced an initial 10,000 unit purchase order out of Indonesia for the company's Treeletrik electric motor bikes. The $14m order has financing and is the first tranche of a much larger anticipated purchase order that mgmt discussed on the call. The cost structure and performance of Treeletrik bikes out of Malaysia benefits from battery technology from the Italian sister company Energica. ■ Inductive charging solutions provider WAVE has sales traction for design simplicity and safety, and eliminates range concerns. WAVE has deployed ~60 charging units to date, ranging from 50 kW to 250 kW. Pads are placed along bus or commercial vehicle's route, providing in-service charging while vehicles load and unload. Availability of WAVE charging on Medici vehicles likely lifts sales prospects for both parties. WAVE generated $7m in revenue in 2020, and we model growth to $85m in 2025. ■ Near-term fintech revenue benefits from Timios. In November 2020, IDEX acquired real estate fintech service provider Timios for a total consideration of $46.5m. Timios reported revenues of $45.1m and $80.1m in 2019 and 2020, respectively, and generates both positive FCF and EBITDA. ■ Our model reflects strong growth in eMobility, while Ideanomics Capital likely generates healthy profits but with much lower growth. ■ We are introducing a $7.00 price target using a discounted EV/EBITDA methodology. Our 12-month target uses a 30x multiple on 2025E EBITDA of $123 million, discounting back at 12.5% for three years. Important Disclosures & Regulation AC Certification(s) are located on page 30 to 35 of this report. Roth Capital Partners, LLC | 888 San Clemente Drive | Newport Beach CA 92660 | 949 720 5700 | Member FINRA/SIPC
28. Craig Irwin Tel: (646) 358-1910 cirwin@roth.com Ideanomics, Inc. - Cash Flows (USD MM; YE Dec 31; G 2018 1Q19 2Q19 3Q19 4Q19 2019 1Q20 2Q20 3Q20 4Q20 2020 1Q21E 2Q21E 3Q21E 4Q21E 2021E 2022E 2023E 2024E 2025E Net Income (28.4) 19.9 5.3 (12.3) (110) (96.8) (12.6) (26.4) (8.7) (58.3) (106) (11.7) (11.1) (10.7) (10.2) (43.7) (21.8) (2.6) 29.1 105.8 Depreciation 0.4 0.2 0.4 0.8 0.8 2.2 0.5 0.5 0.7 3.7 5.3 1.5 1.4 1.3 1.3 5.5 4.6 4.3 4.9 5.0 Share-based Comp. 3.4 0.2 3.7 2.5 2.6 9.1 2.2 3.4 3.3 3.1 12.0 3.3 3.3 3.3 3.3 13.2 13.2 13.5 13.5 13.5 Other, (Net) 2.2 (25.6) (13.2) 5.4 90.0 56.6 4.6 17.3 (3.1) 39.8 58.6 - - - - - - - - - Working Capital, (Net) 2.3 0.4 2.8 0.7 11.2 15.1 1.5 (1.3) (3.6) (7.9) (11.3) 1.7 1.3 0.9 0.9 4.8 1.9 2.6 5.6 12.8 Cash From Operations (20.2) (4.8) (1.1) (2.8) (5.1) (13.8) (3.9) (6.5) (11.5) (19.6) (41.5) (5.2) (5.1) (5.2) (4.7) (20.2) (2.0) 17.9 53.1 137.0 Capital Expenditures, (Net) (6.8) (0.6) (0.8) (0.2) (0.3) (1.8) (0.0) (0.0) (0.0) (0.1) (0.2) (1.0) (1.0) (1.0) (1.0) (4.0) (4.0) (5.0) (5.0) (5.0) Other Investing (12.4) (0.6) (0.3) 0.7 0.2 0.0 - (1.8) 1.4 (2.9) (3.3) (15.0) - - - (15.0) - - - - Cash From Investing (19.1) (1.2) (1.0) 0.5 (0.1) (1.8) (0.0) (1.9) 1.4 (3.0) (3.5) (16.0) (1.0) (1.0) (1.0) (19.0) (4.0) (5.0) (5.0) (5.0) Debt, (Net) 13.0 2.4 1.2 3.0 2.6 9.1 (3.0) 0.5 - 17.5 15.0 - - - - - - - - - Preferred Stock - - - - - - - - - - - - - - - - - - - - Warrants & Options, (Net) 21.5 2.5 - - 0.3 2.8 1.0 38.1 - 152.3 191.4 85.4 - - - 85.4 - - - - Equity, (Net) - - - - - - - - - - - 100.0 - - - 100.0 - - - - Other, (Net) 0.4 - - - 3.2 3.2 9.1 0.0 - (7.5) 1.6 - - - - - - - - - Cash from Financing 34.9 4.9 1.2 3.0 6.0 15.1 7.1 38.6 - 162.3 208.0 185.4 - - - 185.4 - - - - FX Impact (0.1) 0.0 (0.0) (0.0) 0.0 (0.0) 0.0 0.3 1.4 (1.6) 0.1 - - - - - - - - - Change In Cash (4.5) (1.1) (1.0) 0.6 0.9 (0.5) 3.3 30.5 (8.8) 138.2 163.1 164.2 (6.1) (6.2) (5.7) 146.2 (6.0) 12.9 48.1 132.0 Beginning Cash 7.6 3.1 2.0 1.1 1.7 3.1 2.6 5.9 36.4 27.6 2.6 165.8 330.0 323.9 317.7 165.8 311.9 305.9 318.8 366.9 Ending Cash 3.1 2.0 1.1 1.7 2.6 2.6 5.9 36.4 27.6 165.8 165.8 330.0 323.9 317.7 311.9 311.9 305.9 318.8 366.9 499.0 Free Cash Flow (13.4) (4.2) (0.3) (2.6) (4.8) (12.0) (3.8) (6.5) (11.5) (19.4) (41.3) (4.2) (4.1) (4.2) (3.7) (16.2) 2.0 22.9 58.1 142.0 Free Cash Flow / Share ($0.17) ($0.04) ($0.00) ($0.02) ($0.04) ($0.10) ($0.02) ($0.04) ($0.05) ($0.07) ($0.19) ($0.01) ($0.01) ($0.01) ($0.01) ($0.04) $0.00 $0.05 $0.14 $0.34 Source: SEC filings, Thomson Reuters Eikon & ROTH C apital Partners Page 28 of 35 IDEANOMICS, INC Company Note - April 14, 2021
29. Craig Irwin Tel: (646) 358-1910 cirwin@roth.com Ideanomics, Inc. - Balance Sheet (USD MM; YE Dec 31; GAA 2018 1Q19 2Q19 3Q19 2019 1Q20 2Q20 3Q20 2020 1Q21E 2Q21E 3Q21E 2021E 2022E 2023E 2024E 2025E Cash 3.1 2.0 1.1 1.7 2.6 5.9 36.4 27.6 165.8 330.0 323.9 317.7 311.9 305.9 318.8 366.9 499.0 Accounts Receivable, (Net) 19.4 19.4 19.4 2.9 3.7 3.1 2.6 5.9 7.4 13.8 19.0 22.8 26.9 36.2 47.3 70.8 123.9 Prepayments 2.0 2.6 0.7 1.0 0.6 0.5 1.4 1.0 2.6 2.6 2.6 2.6 2.6 2.6 2.6 2.6 2.6 Licensed Content 17.0 - - - - - - - - - - - - - - - - Other Current 3.6 3.8 6.7 2.4 0.6 0.6 2.2 1.0 4.0 4.0 4.0 4.0 4.0 4.0 4.0 4.0 4.0 Current Assets 45.1 27.8 27.9 8.0 7.5 10.1 42.5 35.6 179.8 350.4 349.5 347.1 345.4 348.7 372.7 444.3 629.5 Intangible Assets 3.0 68.4 74.4 82.0 52.8 51.6 51.5 52.4 29.7 29.7 29.7 29.7 29.7 29.7 29.7 29.7 29.7 LT Investments 26.4 22.9 22.7 42.2 22.6 22.6 22.6 22.7 8.6 8.6 8.6 8.6 8.6 8.6 8.6 8.6 8.6 Property & Equipment, (Net) 15.0 15.6 16.3 14.5 12.9 12.9 12.7 9.5 7.6 7.1 6.7 6.3 6.1 5.4 6.1 6.2 6.2 Operating Lease, ROU - 6.8 6.2 6.8 6.9 6.1 7.6 7.4 7.1 7.1 7.1 7.1 7.1 7.1 7.1 7.1 7.1 Goodwill 0.7 0.7 0.7 10.0 23.3 10.8 10.5 10.5 1.2 1.2 1.2 1.2 1.2 1.2 1.2 1.2 1.2 Other Assets, (Net) 4.0 4.0 1.3 1.3 0.9 0.9 0.6 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 0.5 Total Assets 94.2 146.2 149.4 164.8 126.9 114.9 148.0 138.5 234.4 404.6 403.2 400.5 398.5 401.2 425.8 497.6 682.8 Accounts Payable 20.1 20.2 21.3 4.1 7.3 5.5 2.9 6.1 5.1 9.9 14.2 17.5 21.0 29.6 38.8 58.3 102.4 Deferred Revenue 0.4 14.7 0.5 0.5 0.5 0.5 0.6 1.2 1.1 1.1 1.1 1.1 1.1 1.1 1.1 1.1 1.1 ST Promissory Note 4.1 4.3 4.5 1.3 8.0 10.6 10.8 12.8 0.6 0.6 0.6 0.6 0.6 0.6 0.6 0.6 0.6 Operating Lease Liability - - 0.9 0.9 1.1 1.3 1.6 0.5 - - - - - - - - - Accrued Expenses, (Net) - - - - 0.9 1.0 0.9 0.9 1.8 1.8 1.8 1.8 1.8 1.8 1.8 1.8 1.8 Other Current Liabilities 5.3 5.5 7.8 9.1 18.9 12.0 12.5 8.3 4.6 7.8 10.1 11.4 12.8 15.5 20.0 29.6 51.5 Current Liabilities 29.9 44.8 35.0 15.9 36.8 30.8 29.3 29.7 13.1 21.2 27.7 32.3 37.3 48.5 62.3 91.4 157.3 Total LT Debt 11.3 12.0 12.5 18.6 6.6 8.4 - - - - - - - - - - - Operating Lease Liability - 7.0 5.7 6.3 6.2 6.0 11.7 6.8 6.8 6.8 6.8 6.8 6.8 6.8 6.8 6.8 6.8 Other Non-Current Liabilities 8.5 8.4 8.0 6.4 17.3 15.8 15.1 12.8 12.8 12.8 12.8 12.8 12.8 12.8 12.8 12.8 12.8 Total Liabilities 49.8 72.3 61.2 47.3 66.9 61.1 56.1 49.3 32.6 40.8 47.3 51.9 56.9 68.1 81.8 111.0 176.9 Total Equity 44.5 74.0 88.2 117.5 60.0 53.9 91.9 89.1 201.8 363.8 356.0 348.6 341.7 333.1 344.0 386.6 505.9 Total Liabilities & Equity 94.2 146.2 149.4 164.8 126.9 114.9 148.0 138.5 234.4 404.6 403.2 400.5 398.5 401.2 425.8 497.6 682.8 Total Cash 3.1 2.0 1.1 1.7 2.6 5.9 36.4 27.6 165.8 330.0 323.9 317.7 311.9 305.9 318.8 366.9 499.0 Total Debt 15.5 23.4 23.6 27.2 22.0 26.3 24.1 20.1 7.3 7.3 7.3 7.3 7.3 7.3 7.3 7.3 7.3 Net Cash (12.3) (21.4) (22.5) (25.5) (19.4) (20.4) 12.3 7.5 158.4 322.7 316.6 310.4 304.6 298.6 311.5 359.6 491.6 Days Sales Outstanding 376 65 122 327 4748 815 55 36 55 39 59 72 81 88 80 76 71 Days Payable 387 7110 2641 4751 2167 1749 86 41 51 29 47 60 70 92 90 89 88 Source: SEC filings, Thomson Reuters Eikon & ROTH C apital Partners Page 29 of 35 IDEANOMICS, INC Company Note - April 14, 2021
27. Craig Irwin Tel: (646) 358-1910 cirwin@roth.com Ideanomics, Inc. - Earnings Model (USD MM; YE Dec 31; GAAP) 2018 1Q19 2Q19 3Q19 4Q19 2019 1Q20 2Q20 3Q20 4Q20 2020 1Q21E 2Q21E 3Q21E 4Q21E 2021E 2022E 2023E 2024E 2025E Ideanomics eMobility - - - - - 2.7 0.1 0.7 8.9 9.8 19.5 5.0 5.5 6.5 8.0 25.0 42.0 95.0 182.5 390.0 Ideanomics Capital - - - - - 41.9 0.3 4.0 1.7 1.2 7.3 20.0 20.0 20.0 20.0 80.0 88.0 95.0 102.5 110.0 Total Revenue 377.7 26.9 14.5 3.1 0.1 44.6 0.4 4.7 10.6 11.1 26.8 25.0 25.5 26.5 28.0 105.0 145.0 190.0 285.0 500.0 Operating Expenses: Cost of Sales 374.6 0.3 0.7 0.2 0.2 1.5 0.3 4.4 9.9 10.0 24.7 23.3 23.5 24.1 25.2 96.0 113.1 138.7 199.5 335.0 SG&A 22.5 4.2 6.5 7.8 6.4 24.9 5.8 6.7 7.6 12.2 32.4 10.8 10.8 10.8 10.8 43.0 45.0 45.0 47.0 50.0 R&D 1.7 - - - - - - - 1.3 0.3 1.6 1.3 1.3 1.3 1.3 5.0 5.0 5.5 5.5 5.5 Dept & Amort 0.4 0.2 0.4 0.8 0.8 2.2 0.5 0.5 0.7 3.7 5.3 1.5 1.4 1.3 1.3 5.5 4.6 4.3 4.9 5.0 Other income (expense) 4.9 1.4 1.2 3.7 78.4 84.6 3.2 9.3 3.1 34.0 49.6 - - - - - - - - - Operating Profit (26.2) 20.9 5.7 (9.4) (85.8) (68.6) (9.4) (16.3) (12.0) (49.2) (86.9) (11.8) (11.4) (10.9) (10.5) (44.5) (22.7) (3.5) 28.1 104.5 Interest expense (0.8) (0.7) (0.6) (0.6) (3.7) (5.6) (3.2) (8.9) (2.0) (1.9) (16.0) 0.1 0.3 0.3 0.3 0.8 1.0 0.9 1.0 1.2 Other income (expense) (1.5) (0.3) (0.3) (2.3) (19.3) (22.2) (0.0) (1.3) 5.3 (7.2) (3.2) - - - - - - - - - EBT (28.5) 19.8 4.8 (12.3) (108.8) (96.4) (12.6) (26.4) (8.7) (58.3) (106.0) (11.7) (11.1) (10.7) (10.2) (43.7) (21.8) (2.6) 29.1 105.8 Provision for Income Taxes (0.0) (0.1) (0.4) - 0.9 0.4 - - - - - - - - - - - - - - Tax Rate - - - - - - - - - - - - - - - - - - - - Net Income (28.4) 19.9 5.3 (12.3) (109.7) (96.8) (12.6) (26.4) (8.7) (58.3) (106.0) (11.7) (11.1) (10.7) (10.2) (43.7) (21.8) (2.6) 29.1 105.8 Non-Controlling Interest 1.0 0.0 0.0 (1.4) 0.5 (0.9) 0.3 0.0 0.4 7.1 7.8 - - - - - - - - - Deemed Dividends - - - - (0.8) (0.8) - (0.2) - - (0.2) - - - - - - - - - Net to Common (27.4) 19.9 5.3 (13.7) (110.0) (98.5) (12.3) (26.6) (8.3) (51.2) (98.4) (11.7) (11.1) (10.7) (10.2) (43.7) (21.8) (2.6) 29.1 105.8 GAAP EPS ($0.35) $0.19 $0.05 ($0.11) ($0.80) ($0.82) ($0.08) ($0.15) ($0.03) ($0.18) ($0.46) ($0.03) ($0.03) ($0.03) ($0.02) ($0.11) ($0.05) ($0.01) $0.07 $0.25 Basic Shares 78.4 105.3 108.7 127.6 137.2 119.8 157.9 180.0 237.5 278.5 213.5 382.1 419.6 419.8 420.1 410.4 420.7 421.7 422.7 423.7 Diluted Shares 78.4 116.3 112.5 127.6 137.2 119.8 157.9 180.0 237.5 278.5 213.5 382.1 419.6 419.8 420.1 410.4 420.7 421.7 422.7 423.7 As a % of Revenue: Revenue 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Gross Margin 1% 99% 95% 92% -280% 97% 12% 5% 7% 9% 8% 7% 8% 9% 10% 9% 22% 27% 30% 33% SG&A 6% 16% 45% 250% n/m 56% n/m 143% 72% 110% 121% 43% 42% 41% 38% 41% 31% 24% 16% 10% R&D 0% 0% 0% 0% 0% 0% 0% 0% 12% 3% 6% 5% 5% 5% 4% 5% 3% 3% 2% 1% Depreciation & Amort. 0% 1% 3% 26% 1277% 5% 126% 10% 7% 33% 20% 6% 6% 5% 5% 5% 3% 2% 2% 1% Operating Margin -7% 78% 40% -303% n/m -154% n/m -347% -113% -444% -325% -47% -45% -41% -37% -42% -16% -2% 10% 21% Adj-EBITDA Reconciliation Net Income (Loss) (27.4) 19.9 5.3 (13.7) (110.0) (98.5) (12.3) (26.6) (8.3) (51.2) (98.4) (11.7) (11.1) (10.7) (10.2) (43.7) (21.8) (2.6) 29.1 105.8 Interest Expense 0.8 0.7 0.6 0.6 3.7 5.6 3.2 8.9 2.0 1.9 16.0 (0.1) (0.3) (0.3) (0.3) (0.8) (1.0) (0.9) (1.0) (1.2) Depreciation & Amort. 0.4 0.2 0.4 0.8 0.8 2.2 0.5 0.5 0.7 3.7 5.3 1.5 1.4 1.3 1.3 5.5 4.6 4.3 4.9 5.0 Taxes 0.0 0.1 0.4 - (0.9) (0.4) - - - - - - - - - - - - - - EBITDA (21.3) 22.4 7.8 (8.6) (28.1) (6.5) (5.5) (7.9) (2.5) (11.6) (27.5) (10.3) (10.0) (9.6) (9.2) (39.0) (18.1) 0.8 33.0 109.5 Non-Controlling Interest (1.0) (0.0) (0.0) 1.4 0.3 1.7 (0.3) 0.2 (0.4) (7.1) (7.6) - - - - - - - - - Stock Comp. 3.4 0.2 3.7 2.5 2.6 9.1 2.2 3.4 3.3 3.1 12.0 3.3 3.3 3.3 3.3 13.2 13.2 13.5 13.5 13.5 Adj-EBITDA (18.9) 22.6 11.5 (4.6) (25.2) 4.3 (3.6) (4.3) 0.3 (15.6) (23.2) (7.0) (6.7) (6.3) (5.9) (25.8) (4.9) 14.3 46.5 123.0 Source: SEC filings, Thomson Reuters Eikon & ROTH C apital Partners Page 27 of 35 IDEANOMICS, INC Company Note - April 14, 2021
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