Smith Electric Vehicles (SMTH)

[Joz]

Smith Electric moves closer to IPO, with third Filing…



May 24, 2012 at 11:01 am by Michelle Leder

Smith Electric moves closer to IPO…

Given the whole fiasco with Facebook’s (FB) IPO last week (Felix Salmon over at Reuters has a great recap of the many problems here), you’d think that might diminish the hopes of smaller, or at least less meteoric, companies looking to plunge into the IPO pool. But that doesn’t seem to have happened at Smith Electric Vehicles. The Kansas City-based manufacturer of electric trucks and other commercial vehicles, filed an amended S-1 late yesterday.

Smith first filed an S-1 back on Nov. 10. That filing said that Smith was looking to raise $125 million (there’s some details about that filing in this GigaOm story). Since then, Smith has filed a Form D in mid-February, noting that the company was trying to raise $40 million from private investors (here’s another GigaOm story about that filing) and announced a $25 million investment and joint-venture partnership with the Wanxiang Group in China. But then last month, it filed its first amended S-1 and now it’s just filed another, which is one pretty strong indication that they’re moving forward, since nobody goes through the process of filing a 652-page document for kicks and giggles.

Speaking of girth, yesterday’s filing is 25% larger than the first amended filing last month. The primary thing bulking things up is the long list of employment agreements and a bunch of supplier agreements that Smith has sought confidential treatment on (which isn’t all that uncommon, just to be clear). One new disclosure that jumped out at us was this statement that wasn’t in prior filings:

"...We are an “emerging growth company” under the federal securities laws and will be subject to reduced public company reporting requirements..."


That refers to the newly passed JOBS Act, or Jumpstart our Business Startups Act, which the SEC released some guidance on last month. Given the size of the document, one could only imagine how much longer it would be if they weren’t subject to reduced disclosure!

Other changes in yesterday’s filing include some interesting new disclosures about Wanxiang, which describe the transactions between the two companies as “preliminary and ongoing and there is no assurance regarding the timing or terms under which either transaction may be consummated, if at all”, which press release aside, could explain why Smith is suddenly much more interested in going public, as opposed to turning to joint-venture partners or private equity money.

There are also some new numbers in the filing, including the fact that Smith lost $51 million in 2011, compared with a $30.3 million loss in 2010. And yet, CEO Bryan Hansel’s salary was increased to $425K last November, a 21% increase, according to the filing.

As with most IPOs, the risk factors are always a good read and Smith doesn’t disappoint on this front. This one, in particular jumped out at us: “if we are unable to remediate our material weaknesses in our internal control over financial reporting, our ability to produce accurate and timely financial statements could be impaired, which could negatively impact our operating results, ability to operate our business and investors’ views of us.”

As someone in Rome said once upon a time, “Caveat Emptor”.



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