Filed pursuant to Rule 424(b)(3)
SEC File No. 333-258203
 
PROSPECTUS SUPPLEMENT NO. 3
(to Prospectus dated October 7, 2021)

 
INNOVIZ TECHNOLOGIES LTD.
 

 
PRIMARY OFFERING OF
16,231,241 ORDINARY SHARES

SECONDARY OFFERING OF
120,898,676 ORDINARY SHARES,
7,237,209 WARRANTS TO PURCHASE ORDINARY SHARES AND
7,137,209 ORDINARY SHARES UNDERLYING WARRANTS
 
OF
 
INNOVIZ TECHNOLOGIES LTD.
 

This prospectus supplement updates, amends and supplements the prospectus dated October 7, 2021 (as supplemented or amended from time to time, the “Prospectus”), which forms a part of our Registration Statement on Form F-1 (Registration No. 333-258203). Capitalized terms used in this prospectus supplement and not otherwise defined herein have the meanings specified in the Prospectus.
 
This prospectus supplement is being filed to update, amend and supplement the information included in the Prospectus with information on Innoviz’s financial results for the year ended December 31, 2021, which is set forth below.
 
This prospectus supplement is not complete without the Prospectus. This prospectus supplement should be read in conjunction with the Prospectus, which is to be delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent that the information in this prospectus supplement updates or supersedes the information contained in the Prospectus. Please keep this prospectus supplement with your Prospectus for future reference.
 
Our ordinary shares and warrants are listed on the Nasdaq Stock Market LLC under the trading symbols “INVZ” and “INVZW,” respectively. On March 1, 2022, the closing prices for our ordinary shares and warrants on the Nasdaq Stock Market LLC were $3.85 per ordinary share and $1.27 per warrant.

 
Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 7 of the Prospectus and other risk factors contained in the documents incorporated by reference therein for a discussion of information that should be considered in connection with an investment in our securities.
 
Neither the Securities and Exchange Commission, the Israeli Securities Authority nor any state securities commission has approved or disapproved of these securities or determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.
 
 
The date of this prospectus supplement is March 2, 2022.


Year-end 2021 Financial Results
 
In 2021, Innoviz successfully closed its business combination with a SPAC, which provided over $370 million in gross proceeds. Innoviz’s operating cash flow during 2021 was within its planned budget. At year-end, Innoviz maintained a high liquidity level consisting of $304 million in cash, short term deposits, and marketable securities, which enable the Company to execute its 2022 plans.
 
Revenues for 2021 were approximately $5.5 million, compared to $(9.4) million in 2020. InnovizOne-related revenues in 2021 were approximately $4.3 million, an increase of 28% compared to $3.3 million of InnovizOne-related revenues in 2020. The Company expects InnovizOne sales to continue to increase in 2022 and is also targeting to sell the first samples of InnovizTwo.
 
Operating expenses for 2021 were approximately $152.6 million, an increase from $66.2 million in 2020. Operating expenses in 2021 included approximately $64.7 million of stock-based compensation compared to $3.2 million of stock-based compensation in 2020. The increase in operating expenses was primarily due to increases in stock-based compensation and people-related expenses.
 
Research and development expenses for 2021 were approximately $93.3 million, an increase from $57.0 million in 2020. Research and development expenses in 2021 included approximately $25.5 million attributable to stock-based compensation compared to $2.6 million attributable to stock-based compensation in 2020.
 
INNOVIZ TECHNOLOGIES LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
U.S. dollars in thousands (except share and per share data)


   
Year Ended
  
   
December 31,
  
   
2021
    
2020
  
   
(Unaudited)
    
(Audited)
  
             
Revenues
  
$
5,466
    
$
(9,364
)
Cost of revenues
    
(10,488
)
    
(6,407
)
Gross loss
    
(5,022
)
    
(15,771
)
Operating expenses:
                
Research and development
  
$
93,336
    
$
57,029
  
Selling and marketing
    
23,735
      
5,430
  
General and administrative
    
35,560
      
3,753
  
Total operating expenses
    
152,631
      
66,212
  
Operating loss
    
(157,653
)
    
(81,983
)
Financial income, net
    
4,378
      
655
  
Loss before taxes on income
    
(153,275
)
    
(81,328
)
Taxes on income
    
(284
)
    
(183
)
Net loss
  
$
(153,559
)
  
$
(81,511
)
Basic and diluted net loss per ordinary share
  
$
(1.54
)
  
$
(5.99
)
Weighted average number of ordinary shares
used in computing basic and diluted net loss
per ordinary share
    
102,859,891
      
16,514,910
  


2
 
INNOVIZ TECHNOLOGIES LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
U.S. dollars in thousands

       
   
December 31,
    
December 31,
  
   
2021
    
2020
  
   
(Unaudited)
    
(Audited)
  
ASSETS
            
CURRENT ASSETS:
            
Cash and cash equivalents
  
$
23,640
    
$
49,950
  
Short term deposits
    
230,483
      
–
  
Marketable securities
    
11,607
      
–
  
Short-term restricted cash
    
901
      
8
  
Trade receivables
    
513
      
2,506
  
Inventory
    
4,256
      
2,164
  
Prepaid expenses and other current assets
    
3,029
      
3,287
  
Total current assets
    
274,429
      
57,915
  
LONG-TERM ASSETS:
                
Marketable securities
    
38,289
      
–
  
Restricted deposits
    
–
      
864
  
Other long-term assets
    
–
      
537
  
Property and equipment, net
    
14,502
      
13,245
  
Total long-term assets
    
52,791
      
14,646
  
Total assets
  
$
327,220
    
$
72,561
  
LIABILITIES, CONVERTIBLE PREFERRED SHARES AND SHAREHOLDERS' EQUITY (DEFICIT)
                
CURRENT LIABILITIES:
                
Trade payables
  
$
5,764
    
$
7,751
  
Advances from customers and deferred revenues
    
196
      
1,661
  
Employees and payroll accruals
    
8,997
      
5,528
  
Accrued expenses and other current liabilities
    
6,708
      
2,579
  
Short term loan and current maturities
    
–
      
275
  
Total current liabilities
    
21,665
      
17,794
  
LONG-TERM LIABILITIES:
                
Loan, net of current maturities
    
–
      
2,224
  
Long-term advances from customers and deferred revenues
    
4,517
      
3,473
  
Other long-term liabilities
    
597
      
–
  
Warrant liability
    
1,639
      
–
  
Total long-term liabilities
    
6,753
      
5,697
  
Convertible preferred shares
    
–
      
272,815
  
SHAREHOLDERS' EQUITY (DEFICIT):
                
Ordinary shares of no-par value
    
*–
      
*–
  
Additional paid-in capital
    
683,764
      
7,658
  
Accumulated deficit
    
(384,962
)
    
(231,403
)
Total shareholders' equity (deficit)
    
298,802
      
(223,745
)
Total liabilities, convertible preferred shares and shareholders' equity (deficit)
  
$
327,220
    
$
72,561
  

* Represents amount lower than $1

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INNOVIZ TECHNOLOGIES LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
U.S. dollars in thousands

   
Year Ended
December 31,
  
   
2021
    
2020
  
   
(Unaudited)
    
(Audited)
  
Cash flows from operating activities:
            
Net loss
  
$
(153,559
)
  
$
(81,511
)
Adjustments required to reconcile net loss to net cash used in operating activities:
                
Depreciation and amortization
    
3,960
      
2,661
  
Revaluation of warrant liabilities
    
(1,216
)
    
–
  
Increase in accrued interest and exchange rate on short-term and long-term deposits
    
(436
)
    
–
  
Amortization of premium, discount and accrued interest on marketable securities, net
    
104
      
–
  
Stock based compensation
    
64,736
      
3,196
  
Capital gain, net
    
(2,012
)
    
(6
)
Issuance of Preferred C-1 Shares to a customer
    
–
      
14,800
  
Interest and foreign exchange gain
    
(577
)
    
(572
)
Decrease (increase) in prepaid expenses and current assets
    
620
      
(1,296
)
Decrease (increase) in accounts receivable
    
1,993
      
(1,485
)
Increase in inventory
    
(2,092
)
    
(823
)
Increase (decrease) in trade payables
    
(1,997
)
    
606
  
Increase (decrease) in accrued expenses and other liabilities
    
3,076
      
(820
)
Increase in employees and payroll accruals
    
3,469
      
2,111
  
Increase (decrease) in advances from customers and deferred revenues
    
(421
)
    
1,198
  
Net cash used in operating activities
    
(84,352
)
    
(61,941
)
Cash flows from investing activities:
                
Purchase of property and equipment
    
(3,784
)
    
(5,120
)
Proceeds from sales of property and equipment
    
–
      
47
  
Withdrawal of (investment in) short term deposits, net
    
(230,047
)
    
34,720
  
Decrease (increase) in restricted deposits
    
56
      
(56
)
Investment in marketable securities
    
(50,000
)
    
–
  
Proceeds from sale of investee
    
2,178
      
–
  
Net cash provided by (used in) investing activities
    
(281,597
)
    
29,591
  
Cash flows from financing activities:
                
Cash received from reverse capitalization, net of Issuance cost
    
122,220
      
–
  
Issue of ordinary shares, net of Issuance cost
    
218,474
      
–
  
Proceeds from issuance of convertible preferred shares, net of issuance expenses
    
–
      
8,934
  
Proceeds from exercise of options
    
952
      
284
  
Repayment of loan
    
(2,638
)
    
(277
)
Net cash provided by financing activities
    
339,008
      
8,941
  
Effect of exchange rate changes on cash, cash equivalents and restricted cash
    
716
      
748
  
Decrease in cash, cash equivalents and restricted cash
    
(26,225
)
    
(22,661
)
Cash, cash equivalents and restricted cash at beginning of the period
    
50,766
      
73,427
  
Cash, cash equivalents and restricted cash at end of the period
  
$
24,541
    
$
50,766
  


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