lazr-20210630

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2021


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-38791

LUMINAR TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Delaware

83-1804317

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

2603 Discovery Drive

Suite 100

Orlando

Florida

32826

(Address of Principal Executive Offices)

(Zip Code)

(407) 900-5259

Registrant's telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Class A common stock, par value of $0.0001 per share

LAZR

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☒

Emerging growth company

☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

As of August 6, 2021, the registrant had 247,595,607 shares of Class A common stock and 94,618,203 shares of Class B common stock, par value $0.0001 per share, outstanding.

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LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

FORM 10-Q

TABLE OF CONTENTS


		Page
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS		2

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.		3
	Condensed Consolidated Balance Sheets (Unaudited)	3
	Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)	4
	Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) (Unaudited)	5
	Condensed Consolidated Statements of Cash Flows (Unaudited)	7
	Notes to Condensed Consolidated Financial Statements (Unaudited)	8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.		25
	Overview	25
	Industrialization and Customer Update	26
	Basis of Presentation	26
	Components of Results of Operations	27
	Results of Operations	29
	Liquidity and Capital Resources	30
	Off-Balance Sheet Arrangements	32
	Critical Accounting Policies and Estimates	32
	Recent Accounting Pronouncements	33
Item 3. Quantitative and Qualitative Disclosures About Market Risk.		34
Item 4. Controls and Procedures.		34

PART II. OTHER INFORMATION

Item 1. Legal Proceedings.		36
Item 1A. Risk Factors.		36
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.		36
Item 3. Defaults Upon Senior Securities.		36
Item 4. Mine Safety Disclosures.		36
Item 5. Other Information.		36
Item 6. Exhibits.		37
SIGNATURES		38

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CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (this “Form 10-Q”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which involve substantial risks and uncertainties. These statements reflect the current views of management with respect to future events and our financial performance. In some cases, you can identify these statements by forward-looking words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words or phrases, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements, which are subject to risks, uncertainties and assumptions about us, may include projections of our future financial performance, our anticipated growth strategies and anticipated trends in our business.

These statements are only predictions based on our current expectations and projections about future events. These statements involve known and unknown risks, uncertainties and other important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements. Given these risks, uncertainties and other factors, you should not place undue reliance on these forward-looking statements. These factors include the information set forth in Part 1, Item 1A, of our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 under the heading “Risk Factors” and Part II, Item 1A, of this Quarterly Report under the heading “Risk Factors”, which we encourage you to carefully read. Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. We undertake no obligation to update any forward-looking statements made in this Form 10-Q to reflect events or circumstances after the date of this Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law.

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands)


	June 30, 2021		December 31, 2020
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	134,689	$	208,944
Restricted cash	725		775
Marketable securities	445,755		276,710
Accounts receivable	2,444		5,971
Inventories, net	4,318		3,613
Prepaid expenses and other current assets	13,660		4,797
Total current assets	601,591		500,810
Property and equipment, net	9,258		7,689
Operating lease right-of-use assets	11,976		—
Goodwill	701		701
Other non-current assets	2,641		1,151
Total assets	$	626,167	$	510,351

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	6,996	$	6,039
Accrued and other current liabilities	12,904		10,452
Operating lease liabilities	4,275		—
Debt, current	64		99
Total current liabilities	24,239		16,590
Warrant liabilities	44,825		343,400
Debt, non-current	194		302
Operating lease liabilities, non-current	8,760		—
Other non-current liabilities	1,133		1,318
Total liabilities	79,151		361,610

Stockholders’ equity:
Class A common stock	24		22
Class B common stock	11		11
Additional paid-in capital	1,244,228		733,175
Accumulated other comprehensive income	7		34
Accumulated deficit	(697,254)		(584,501)
Total stockholders’ equity	547,016		148,741
Total liabilities and stockholders’ equity	$	626,167	$	510,351

See accompanying notes to the unaudited condensed consolidated financial statements.

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LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited, in thousands, except share and per share data)


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenue	$	6,309	$	3,424	$	11,622	$	7,296
Cost of sales	7,853		7,442		15,492		11,285
Gross loss	(1,544)		(4,018)		(3,870)		(3,989)
Operating expenses:
Research and development	19,913		9,708		33,923		18,116
Sales and marketing	3,507		1,232		6,142		3,075
General and administrative	19,237		4,892		29,510		9,505
Total operating expenses	42,657		15,832		69,575		30,696
Loss from operations	(44,201)		(19,850)		(73,445)		(34,685)
Other income (expense), net:

Change in fair value of warrant liabilities	6,928		(4,265)		(39,721)		(4,574)
Loss on extinguishment of debt	—		(866)		—		(866)
Interest expense and other	(288)		(489)		(488)		(1,021)
Interest income and other	731		35		901		130
Total other income (expense), net	7,371		(5,585)		(39,308)		(6,331)


Net loss	$	(36,830)	$	(25,435)	$	(112,753)	$	(41,016)
Net loss attributable to common stockholders	$	(36,830)	$	(25,435)	$	(112,753)	$	(41,016)
Net loss per share attributable to common stockholders:
Basic and diluted	$	(0.11)	$	(0.20)	$	(0.33)	$	(0.32)
Shares used in computing net loss per share attributable to common stockholders:
Basic and diluted	340,255,023		129,650,239		336,641,349		128,780,581
Comprehensive Loss:
Net loss	$	(36,830)	$	(25,435)	$	(112,753)	$	(41,016)
Net unrealized gains (losses) on available-for-sale debt securities	16		16		(27)		9
Comprehensive loss	$	(36,814)	$	(25,419)	$	(112,780)	$	(41,007)

See accompanying notes to the unaudited condensed consolidated financial statements.

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LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit)

(Unaudited, in thousands, except share data)


	Series A Convertible Preferred Stock			Founders Convertible Preferred Stock		Class A Common Stock			Class B Common Stock			Additional Paid-in Capital			Accumulated Other Comprehensive Income (Loss)		Accumulated Deficit		Total Stockholders’ Equity (Deficit)
	Shares	Amount			Shares	Amount		Shares	Amount		Shares			Amount
Balance as of March 31, 2020	94,818,151	$	244,743		26,206,837	$	3	139,635,890	$	14	—	$	—		$	11,598	$	(8)	$	(237,784)	$	(226,177)





Share-based compensation	—	—			—	—		—	—		—	—			2,291		—		—		2,291
Other comprehensive income	—	—			—	—		—	—		—	—			—		16		—		16
Net loss	—	—			—	—		—	—		—	—			—		—		(25,435)		(25,435)
Balance as of June 30, 2020	94,818,151	$	244,743		26,206,837	$	3	139,635,890	$	14	—	$	—		$	13,889	$	8	$	(263,219)	$	(249,305)

Balance as of March 31, 2021	—	$	—		—	$	—	234,575,992	$	23	105,118,203	$	11		$	1,227,559	$	(9)	$	(660,424)	$	567,160





Issuance of Class A common stock upon exercise of stock options and vesting of restricted stock units	—	—			—	—		1,907,695	1		—	—			2,884		—		—		2,885



Share-based compensation	—	—			—	—		—	—		—	—			13,915		—		—		13,915
Payments of employee taxes related to vested restricted stock units	—	—			—	—		—	—		—	—			(140)						(140)
Cash received from Gores on settlement of recapitalization of escrow	—	—			—	—		—	—		—	—			10		—		—		10
Other comprehensive income	—	—			—	—		—	—		—	—			—		16		—		16
Net loss	—	—			—	—		—	—		—	—			—		—		(36,830)		(36,830)
Balance as of June 30, 2021	—	$	—		—	$	—	236,483,687	$	24	105,118,203	$	11		$	1,244,228	$	7	$	(697,254)	$	547,016

See accompanying notes to the unaudited condensed consolidated financial statements.

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LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit)

(Unaudited, in thousands, except share data)


	Series A Convertible Preferred Stock			Founders Convertible Preferred Stock		Class A Common Stock			Class B Common Stock			Additional Paid-in Capital			Accumulated Other Comprehensive Income (Loss)		Accumulated Deficit		Total Stockholders’ Equity (Deficit)
	Shares	Amount			Shares	Amount		Shares	Amount		Shares			Amount
Balance as of December 31, 2019	94,818,151	$	244,743		26,206,837	$	3	139,635,890	$	14	—	$	—		$	10,457	$	(1)	$	(222,203)	$	(211,730)





Share-based compensation	—	—			—	—		—	—		—	—			3,432		—		—		3,432
Other comprehensive income	—	—			—	—		—	—		—	—			—		9		—		9
Net loss	—	—			—	—		—	—		—	—			—		—		(41,016)		(41,016)
Balance as of June 30, 2020	94,818,151	$	244,743		26,206,837	$	3	139,635,890	$	14	—	$	—		$	13,889	$	8	$	(263,219)	$	(249,305)

Balance as of December 31, 2020	—	$	—		—	$	—	218,818,037	$	22	105,118,203	$	11		$	733,175	$	34	$	(584,501)	$	148,741




Issuance of Class A common stock upon exercise of warrants, stock options and vesting of restricted stock units	—	—			—	—		17,665,650	2		—	—			495,425		—		—		495,427



Share-based compensation	—	—			—	—		—	—		—	—			15,758		—		—		15,758
Payments of employee taxes related to vested restricted stock units	—	—			—	—		—	—		—	—			(140)		—		—		(140)
Cash received from Gores on settlement of recapitalization of escrow	—	—			—	—		—	—		—	—			10		—		—		10
Other comprehensive loss	—	—			—	—		—	—		—	—			—		(27)		—		(27)
Net loss	—	—			—	—		—	—		—	—			—		—		(112,753)		(112,753)
Balance as of June 30, 2021	—	$	—		—	$	—	236,483,687	$	24	105,118,203	$	11		$	1,244,228	$	7	$	(697,254)	$	547,016

See accompanying notes to the unaudited condensed consolidated financial statements.

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LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(Unaudited, in thousands)


	Six Months Ended June 30,
	2021		2020
Cash flows from operating activities:
Net loss	$	(112,753)	$	(41,016)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,332		1,241
Noncash lease expense related to operating right-of-use assets	1,748		—
Amortization of premium on marketable securities	602		—
Unrealized loss on marketable securities	60		—
Change in fair value of warrants	39,721		4,574
Impairment of inventories	1,453		2,481

Loss on extinguishment of debt	—		866
Share-based compensation	16,367		3,413

Other	512		—
Changes in operating assets and liabilities:
Accounts receivable	3,527		(3,940)
Inventories	(2,640)		(3,440)
Prepaid expenses and other current assets	(8,469)		(1,049)
Other non-current assets	(1,490)		638
Accounts payable	854		92
Accrued and other current liabilities	2,652		2,531
Other non-current liabilities	(1,659)		(369)
Net cash used in operating activities	(58,183)		(33,978)
Cash flows from investing activities:
Purchases of marketable securities	(376,289)		—
Proceeds from maturities of marketable securities	169,619		—
Proceeds from sales of marketable securities	36,937		285

Purchases of property and equipment	(2,710)		(708)

Net cash used in investing activities	(172,443)		(423)
Cash flows from financing activities:
Cash received from Gores on settlement of recapitalization of escrow	10		—



Proceeds from the issuance of debt	—		31,910
Repayment of debt	(143)		(3,843)



Principal payments on finance leases (capital lease prior to adoption of ASC 842)	(143)		(108)


Proceeds from exercise of warrants	153,927		—
Proceeds from exercise of stock options	2,812		—
Proceeds from issuance of restricted common stock	—		9
Payments of employee taxes related to vested restricted stock units	(140)		—
Repurchase of common stock and redemption of warrants	(2)		(4)
Net cash provided by financing activities	156,321		27,964
Net decrease in cash, cash equivalents and restricted cash	(74,305)		(6,437)
Beginning cash, cash equivalents and restricted cash	209,719		27,305
Ending cash, cash equivalents and restricted cash	$	135,414	$	20,868
Supplemental disclosures of cash flow information:
Cash paid for interest	$	37	$	1,328

Supplemental disclosures of noncash investing and financing activities:




Issuance of Class A common stock upon exercise of warrants	$	338,293	$	—

Operating lease right-of-use assets obtained in exchange for lease obligations upon adoption of ASC 842	10,849		—
Operating lease right-of-use assets obtained in exchange for lease obligations	2,876		—

Assets acquired under finance leases (capital lease prior to adoption of ASC 842)	—		123
Purchases of property and equipment recorded in accounts payable and accrued liabilities	222		65
Receivable from stock option exercises	394		—

See accompanying notes to the unaudited condensed consolidated financial statements.

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LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

Note 1. Organization and Description of Business

Luminar Technologies, Inc. and its wholly-owned subsidiaries (the “Company” or “Luminar”) was originally incorporated in Delaware on August 28, 2018 under the name Gores Metropoulos, Inc (“Gores”). The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. On December 2, 2020 (the “Closing Date”), the Company (at such time named Gores Metropoulos, Inc.) consummated the business combination (the “Business Combination”) pursuant to the Agreement and Plan of Merger (the “Merger Agreement”), dated August 24, 2020 with the pre-Business Combination Luminar Technologies, Inc. (“Legacy Luminar”). In connection with the consummation of the Business Combination, the Company changed its name from Gores Metropoulos, Inc. to Luminar Technologies, Inc. The Company’s common stock is listed on the NASDAQ under the symbol “LAZR.” The Company’s public warrants to purchase shares of Class A common stock were listed on the NASDAQ under the symbol “LAZRW,” until they were delisted on March 5, 2021 upon exercise and redemption.

Unless the context otherwise requires, the “Company” refers to the combined company and its subsidiaries following the Business Combination, “Gores” refers to the Company prior to the Business Combination and “Legacy Luminar” refers to Luminar Technologies, Inc., prior to the Business Combination. Refer to Note 3 to the financial statements of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 for additional information relating to the Business Combination.

The Company is a developer of advanced sensor technologies for the autonomous vehicle industry, encompassing the latest in Laser Imaging, Detection and Ranging (lidar) technology. The Company manufactures and distributes commercial lidar sensors. In addition, the Company develops ultra-sensitive pixel-based sensors and designs, tests and provides consulting services for non-standard integrated circuits that are essential for systems to meet the requirement of customers. Legacy Luminar was incorporated in Delaware on March 31, 2015. The Company has research and manufacturing facilities located in Palo Alto, California and Orlando, Florida, which is also the Company’s headquarters.

Note 2. Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation and Consolidation

The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. In the opinion of management, the condensed consolidated financial statements reflect all adjustments, which are normal and recurring in nature, necessary for fair financial statement presentation. All intercompany transactions and balances have been eliminated in consolidation.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, equity, revenues and expenses, and related disclosures. The significant estimates made by management include inventory reserves, valuation allowance for deferred tax assets, valuation of warrants, revenue, stock-based compensation expense and other loss contingencies. Management periodically evaluates such estimates and they are adjusted prospectively based upon such periodic evaluation. Actual results could differ from those estimates.

Segment Information

The Company has determined its operating segments using the same indicators which are used to evaluate its performance internally. The Company has two business activities: (i) manufacturing and distribution of lidar sensors that measure distance using laser light to generate a highly accurate 3D map for automotive mobility applications and (ii) development of ultra-sensitive pixel-based sensors and designing, testing and providing consulting services for non-standard integrated circuits that are essential for systems to meet the requirement of customers. The Company’s operating segments are (i) Autonomy Solutions and (ii) Component Sales. The Company’s chief operating decision maker (“CODM”), its Chief Executive Officer, reviews the operating results of these segments for the purpose of allocating resources and evaluating financial performance.

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LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

Concentration of Credit Risk

Financial instruments that potentially subject the Company to significant concentrations of credit risk, consist primarily of cash and cash equivalents, marketable investments and accounts receivable. A significant portion of the Company’s cash and cash equivalents is held at high-quality domestic financial institutions. Deposits held with the financial institutions may, at times, exceed the amount of insurance provided on such deposits. The Company held cash in foreign entities of $0.7 million and $0.6 million as of June 30, 2021 and December 31, 2020, respectively.

The Company’s revenue is derived from customers located in the United States and international markets. The Company mitigates its credit risks by performing ongoing credit evaluations of its customers’ financial conditions and requires advance payment from customers in certain circumstances. The Company generally does not require collateral.

Two customers accounted for 67% and 10%, respectively, of the Company’s accounts receivable at June 30, 2021 and one customer accounted for 86% of the Company’s accounts receivable at December 31, 2020.

Significant Accounting Policies

The Company’s significant accounting policies are disclosed in its Annual Report on Form 10-K for the year ended December 31, 2020. Other than the accounting policies discussed below related to equity investments and in Note 11 related to the adoption of Accounting Standards Codification (“ASC”) 842, Leases, there has been no material change to the Company’s significant accounting policies during the six months ended June 30, 2021.

Equity Investments

The Company’s holds marketable equity investments, over which the Company does not have a controlling interest or significant influence. Marketable equity investments are measured using the quoted prices in active markets with changes recorded in other income (expense), net on the condensed consolidated statement of operations.

Recently Adopted Accounting Pronouncements

In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2016-02, Leases (Topic 842) and issued subsequent amendments to the initial guidance in 2017, 2018 and 2019 (collectively “ASC 842”). Under the new guidance, a lessee is required to recognize assets and liabilities for both finance, previously known as capital, and operating leases with lease terms of more than 12 months. The ASU also requires disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. In transition, the Company recognized and measured leases at the beginning of the period of adoption, January 1, 2021, using a modified retrospective approach that included a number of optional practical expedients that the Company elected to apply. See Note 11 for disclosure on the impact of adopting this standard.

Recent Accounting Pronouncements Not Yet Effective

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (ASC 326): Measurement of Credit Losses of Financial Instruments, which, together with subsequent amendments, amends the requirement on the measurement and recognition of expected credit losses for financial assets held. ASU 2016-13 will be effective for the Company beginning January 1, 2023, with early adoption permitted. The Company is currently in the process of evaluating the effects of this pronouncement on the Company’s financial statements and does not expect it to have a material impact on the consolidated financial statements.

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LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

Note 3. Revenue

Disaggregation of Revenues

The Company disaggregates its revenue from contracts with customers by geographic region based on the primary locations where the customer is situated, type of good or service and timing of transfer of goods or services to customers (point-in-time or over time), as it believes it best depicts how the nature, amount, timing and uncertainty of its revenue and cash flows are affected by economic factors. Total revenue based on the disaggregation criteria described above are as follows (in thousands):


	Three Months Ended June 30,
	2021				2020
	Revenue		% of Revenue		Revenue		% of Revenue

Revenue by primary geographical market:
North America	$	4,061	64	%	$	640	19	%
Asia Pacific	154		2	%	205		6	%
Europe and Middle East	2,094		33	%	2,579		75	%
Total	$	6,309	100	%	$	3,424	100	%
Revenue by timing of recognition:
Recognized at a point in time	$	1,988	32	%	$	182	5	%
Recognized over time	4,321		68	%	3,242		95	%
Total	$	6,309	100	%	$	3,424	100	%
Revenue by segment:
Autonomy Solutions	$	5,822	92	%	$	2,809	82	%
Component Sales	487		8	%	615		18	%
Total	$	6,309	100	%	$	3,424	100	%


	Six Months Ended June 30,
	2021				2020
	Revenue		% of Revenue		Revenue		% of Revenue

Revenue by primary geographical market:
North America	$	6,600	57	%	$	1,725	24	%
Asia Pacific	475		4	%	213		3	%
Europe and Middle East	4,547		39	%	5,358		73	%
Total	$	11,622	100	%	$	7,296	100	%
Revenue by timing of recognition:
Recognized at a point in time	$	4,041	35	%	$	790	11	%
Recognized over time	7,581		65	%	6,506		89	%
Total	$	11,622	100	%	$	7,296	100	%
Revenue by segment:
Autonomy Solutions	$	10,158	87	%	$	6,106	84	%
Component Sales	1,464		13	%	1,190		16	%
Total	$	11,622	100	%	$	7,296	100	%

Volvo Stock Purchase Warrant

In March 2020, the Company issued a stock purchase warrant to Volvo Car Technology Fund AB (“VCTF”) in connection with an engineering services contract. VCTF is entitled to purchase from the Company up to 4,089,280 shares of Class A common stock, at a price of $3.1769 per share. The warrants vest and become exercisable in two tranches based on satisfaction of certain commercial milestones and the probability of reaching commercial production and delivering production units. The fair value of warrants, aggregating $2.9 million, represents consideration payable to a customer and would be recognized as reduction in revenue consistent with the revenue recognition pattern when these warrants become probable of

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LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

vesting. The Company’s management determined that the vesting of these warrants was not probable as of June 30, 2021. The following factors were considered in this determination:

During the second quarter of 2021, the Company issued a joint press release stating that Volvo intends to include Luminar’s Iris unit, the Company’s latest generation lidar sensor which meets the size, weight, cost, power and reliability requirements of automotive qualified series production, as standard on one of its vehicle programs as opposed to being only an option. While the announcement increased the targeted volume for the Company’s expected business with Volvo, the anticipated start of production and the necessary prototype testing procedures were not modified. As a result, this announcement does not impact the probability or likelihood of reaching commercial production.

The Company is in the process of transitioning from currently producing B-sample prototype Iris units at its advanced manufacturing operations in Orlando, Florida to producing C-sample prototype Iris units at its contract manufacturing partner. This transition is expected to occur by the end of this calendar year.

The Company recently completed its initial design freeze for the prototype C-sample Iris units. This design includes modifications from the Company’s B-sample Iris units as well as modifications to the production process for its contract manufacturing partner. The prototype units produced with this design and production process will need to undergo certain industry standard testing procedures. The Company’s management anticipates reaching the probability threshold for the initial tranche tied to reaching commercial production once it substantially completes these industry standard testing procedures, which is expected to be achieved in the second half of 2021.

Contract assets and liabilities

Contract assets primarily represent revenues recognized for performance obligations that have been satisfied but have not been billed. The Company’s contract assets as of June 30, 2021 and December 31, 2020 were $5.0 million and $0, respectively. Contract liabilities consist of deferred revenue and customer advanced payments. Deferred revenue includes billings in excess of revenue recognized related to product sales and other services revenue and is recognized as revenue when the Company performs under the contract. Customer advanced payments represent required customer payments in advance of product shipments according to customer’s payment term. Customer advance payments are recognized in revenue as or when control of the performance obligation is transferred to the customer. The Company’s contract liabilities were $0.6 million and $2.3 million as of June 30, 2021 and December 31, 2020, respectively, and were included in accrued and other current liabilities in the condensed consolidated balance sheets.

The significant changes in contract liabilities balances consisted of the following (in thousands):



	June 30, 2021		December 31, 2020
Beginning balance	$	2,284	$	225

Revenue recognized that was included in the contract liabilities beginning balance	(2,284)		(225)
Net increase due to cash received and not recognized as revenue and billings in excess of revenue recognized during the period	586		2,284
Ending balance	$	586	$	2,284

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LUMINAR TECHNOLOGIES, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

Note 4. Investments

Debt Securities

The Company’s investments in debt securities consisted of the following as of June 30, 2021 and December 31, 2020 (in thousands):


	June 30, 2021
	Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. Treasury	$	185,504	$	12	$	(81)	$	185,435
U.S. agency and government sponsored securities	4,994		—		(3)		4,991
Commercial paper	226,610		18		(8)		226,620
Corporate bonds	84,672		71		(14)		84,729
Asset-backed securities	14,019		12		—		14,031
Total debt securities	$	515,799	$	113	$	(106)	$	515,806
Included in cash and cash equivalents	$	86,520	$	4	$	(1)	$	86,523
Included in marketable securities	$	429,279	$	109	$	(105)	$	429,283

December 31, 2020

Cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair Value

U.S. Treasury