10-Q: SES AI Reports First Revenue, Acquires UZ Energy Amidst Losses
Quarterly Report
SES AI Corporation generated its first revenue in Q3 2025, driven by service contracts and the acquisition of UZ Energy, while continuing to incur significant operating losses.
Summary
- SES AI Corporation reported its first revenue from principal business activities, totaling $7.1 million for Q3 2025 and $16.4 million for the nine months ended September 30, 2025.
- The company acquired 100% of Shenzhen UZ Energy Co. Ltd., a China-based battery energy storage system (ESS) manufacturer, on September 15, 2025, for an aggregate consideration of approximately $25.8 million.
- Net loss for Q3 2025 improved to $20.9 million from $30.2 million in Q3 2024, and for the nine months ended September 30, 2025, improved to $56.0 million from $65.6 million in the prior year period.
- Gross profit for Q3 2025 was $3.6 million (51% margin) and $10.8 million (66% margin) for the nine months ended September 30, 2025.
- Research and development (R&D) expenses decreased by 36% to $15.6 million in Q3 2025, but increased by 7.7% to $55.2 million for the nine months, primarily due to a $10.5 million increase in AI infrastructure costs.
- General and administrative (G&A) expenses decreased by 32% to $6.7 million in Q3 2025 and by 29% to $20.5 million for the nine months, mainly due to headcount reductions and lower professional services.
- Cash and cash equivalents decreased significantly to $35.3 million as of September 30, 2025, from $128.8 million at December 31, 2024, primarily due to cash used in operating and investing activities.
- The company repurchased 1,340,656 shares of Class A common stock for $1.6 million during Q3 2025 under a $30 million authorization, with approximately $28.4 million remaining.
- Disclosure controls and procedures were deemed not effective as of September 30, 2025, due to a material weakness in the review control for Sponsor Earn-Out liabilities valuation.
Sentiment
Score: 5
Explanation: While the company achieved its first revenue and made strategic progress with the UZ Energy acquisition and AI advancements, it continues to incur significant operating losses and faces substantial risks related to commercialization, capital needs, and internal control weaknesses. The positive developments are balanced by ongoing financial challenges and market uncertainties inherent in an early-stage, capital-intensive technology company.
Positives
- Generated first revenue from principal business activities, totaling $7.1 million in Q3 2025 and $16.4 million year-to-date, indicating progress in commercialization.
- Acquisition of Shenzhen UZ Energy Co. Ltd. strengthens capabilities in the Energy Storage System (ESS) market and provides immediate revenue generation opportunities.
- Net loss improved by 30.7% in Q3 2025 and 14.7% year-to-date compared to the prior year periods, reflecting some operational efficiency gains.
- Gross margins of 51% in Q3 2025 and 66% year-to-date demonstrate healthy profitability on initial revenue streams.
- Advancements in AI initiatives, including the launch of the Molecular Universe (MU) model and MU-1 platform, and achieving 95% prediction accuracy for AI for Safety in 2024.
- Extension of the Joint Development Agreement (JDA) with Hyundai Motor Company for B-sample Li-Metal battery technology until December 2025, maintaining key OEM partnerships.
- Capital expenditures decreased significantly in 2025, reflecting a strategic shift towards less capital-intensive AI/software development over manufacturing equipment.
Negatives
- Continued to incur substantial net losses of $20.9 million in Q3 2025 and $56.0 million year-to-date, consistent with an early-stage growth company.
- Cash and cash equivalents decreased significantly by $93.5 million year-to-date, indicating a high cash burn rate.
- Interest income decreased by $1.4 million in Q3 2025 and $4.5 million year-to-date due to lower investment balances from cash used in operations.
- Disclosure controls and procedures were not effective as of September 30, 2025, due to a material weakness in internal control over financial reporting related to Sponsor Earn-Out liabilities valuation.
- The company faces significant customer concentration, with one customer accounting for 51% of Q3 2025 revenue and 59% year-to-date, and a second customer accounting for 35% of Q3 2025 revenue and 15% year-to-date.
Risks
- May not be able to successfully integrate UZ Energy's operations, potentially diverting management attention and impacting financial results.
- Faces significant challenges in developing and commercializing Lithium-Metal (Li-Metal) batteries for electric vehicles (EVs) and urban air mobility (UAM), with unpredictable development pace and potential delays.
- Expects to continue incurring losses for the foreseeable future and may never achieve or maintain profitability.
- Will need substantial additional capital in the future to fund business operations and may be unable to meet future capital requirements, impairing financial position.
- The market for UAM and AI-based services is still emerging and may not achieve the expected growth potential.
- Batteries may fail to perform as expected, leading to product recalls, product liability claims, and financial/reputational risks.
- Reliance on third-party component and product manufacturing, many located outside the U.S., exposes the company to supply chain disruptions and diminished control over production.
- The unavailability, reduction, or elimination of government and economic incentives or subsidies (e.g., termination of EV tax credits by OBBBA) could materially adversely affect business and demand for products.
- Changes in U.S. and foreign government policy, including tariffs and new export controls (e.g., China's controls on Li-ion batteries), could adversely impact global economic conditions and business operations.
- The price of Class A common stock has been and may continue to be volatile, and the company faces a risk of NYSE delisting if it fails to satisfy listing requirements again.
- Concentrated ownership by Dr. Qichao Hu and affiliated entities could lead to conflicts of interest with other stockholders.
- History of material weaknesses in internal control over financial reporting, and failure to remediate or identification of new ones could adversely impact stock value.
Future Outlook
The company expects to continue incurring substantial operating expenses and net losses for the foreseeable future as it progresses towards commercialization. It anticipates needing additional funding beyond existing liquidity sources to finance further development, potential acquisitions, and unexpected delays. The focus remains on accelerating the energy transition through AI-enhanced material discovery and battery management, with continued investment in AI infrastructure and expansion into the ESS market through the UZ Energy acquisition.
Management Comments
- Management believes that its AI for Science has the potential to accelerate pipeline material discovery by mapping the vast universe of small molecules, with the goal to improve battery performance and safety.
- Management believes that its AI for Manufacturing can accelerate the timeline for optimizing cell design and process and improving manufacturing quality.
- Management's ultimate goal for AI for Safety is to reach near 100% safety in the field, which is believed to be paramount to both EV and UAM OEMs.
- Management believes the intersection of digital infrastructure and the need for power is one of the most critical themes of our time, creating a significant opportunity for ESS.
- Management believes that its AI-enhanced Li-Metal battery technology demonstrates industry-leading energy density and performance and has the ability to deliver lightweight batteries, reduce range anxiety, provide fast-charge capability, and incorporate AI software for battery management.
- Management believes that UAM and drones are perfect fits for high energy density and high-power density Li-Metal and Li-ion batteries, and that B-sample battery cell technology requires less additional development for these applications than for EVs.
- Management believes that the acquisition of UZ Energy strengthens capabilities in the ESS market and will provide opportunities for revenue generation.
Industry Context
The company operates in the rapidly evolving and highly competitive EV battery market, alongside emerging sectors like Urban Air Mobility (UAM) and Energy Storage Systems (ESS). Its strategy to integrate AI across material discovery, manufacturing, and safety aligns with broader industry trends emphasizing efficiency, performance, and safety in battery technology. The acquisition of UZ Energy positions the company to capitalize on the growing demand for ESS, driven by the increasing need for power in digital infrastructure and renewable energy integration. However, the industry faces challenges from changing government incentives (e.g., termination of U.S. EV tax credits) and geopolitical trade policies (e.g., China's export controls on Li-ion batteries), which could impact demand and supply chains.
Comparison to Industry Standards
- The filing states that the EV battery market is highly competitive, and certain other battery manufacturers have significantly greater resources than SES AI Corporation. No specific comparable companies or projects are detailed for direct performance comparison.
- The company's B-sample Li-Metal battery technology is being developed through joint development agreements with major global automakers like Hyundai and Honda, indicating alignment with industry-standard development phases (A-sample, B-sample, C-sample).
- The AI for Safety program achieved 95% prediction accuracy in 2024, meeting its internal target, which is a key metric for battery management systems in the automotive and UAM sectors, though no direct comparison to competitor benchmarks is provided.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Science Officer | NA | Hong Gan | August 14, 2025 | Adopted a Rule 10b5-1 trading plan for potential exercise and sale of vested stock options; no change in role. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Control Weakness | Disclosure controls and procedures were not effective as of September 30, 2025, due to a material weakness in a review control associated with the valuation of Sponsor Earn-Out liabilities, which did not evaluate a key assumption at an appropriate level of precision. | September 30, 2025 | While no material misstatements occurred in the current financial statements, such weaknesses could adversely affect the ability to record, process, summarize, and report financial information reliably. |
Legal Proceedings
- Not currently a party to any litigation or legal proceedings that are likely to have a material adverse effect on the business.
Related Party Transactions
- General Motors (GM) was considered a related party until October 29, 2024, when the Director Nomination Agreement was terminated and GM ended its board representation.
- Joint development agreements (JDAs) with Hyundai Motor Company and Honda Motor Company, Ltd. involve related party transactions for research and development activities.
Stakeholder Impact
- Shareholders: Potential for continued stock price volatility, risk of NYSE delisting, and potential dilution from future capital raises.
- Employees: Headcount reductions contributed to decreased personnel costs and stock-based compensation, indicating workforce adjustments.
- Customers: Product performance and successful integration into OEM vehicles are critical for future orders and revenue generation.
- Suppliers: Dependence on third-party component and product manufacturers, many located outside the U.S., poses supply chain risks.
- Creditors: Continued operating losses and significant cash burn may impact the company's ability to secure future debt financing if needed.
Next Steps
- Continue to design updated processes and controls and maintain sufficient and appropriate review documentation for the assessment of all key assumptions related to the valuation of Sponsor Earn-Out liabilities to remediate the identified material weakness in internal controls.
- Finalize the purchase price allocation for the UZ Energy acquisition no later than one year from the acquisition date.
- Monitor compliance with conditions attached to the Korean government grant, including required minimum investments and job creation.
- Continue to evaluate the impact of recently issued accounting pronouncements (ASU 2023-9, ASU 2024-03, ASU 2025-05, ASU 2025-06) on consolidated financial statements.
- Continue research and development activities for B-sample Li-Metal battery technology under the extended JDA with Hyundai until December 2025.
- Continue to operate under the B-sample services agreement with Honda Motor Company, Ltd. through December 2025.
- Actively monitor the market price of Class A common stock to ensure continued compliance with NYSE listing requirements.
Key Dates
| Date | Description |
|---|---|
| October 18, 2013 | Shenzhen UZ Energy Co. Ltd. was established. |
| December 31, 2024 | Accounts Date for the Company's financial statements. |
| February 28, 2025 | Annual Report on Form 10-K for the year ended December 31, 2024, was filed with the SEC. |
| February 28, 2025 | Company entered into an at-the-market equity offering program for up to $150.0 million. |
| March 2025 | Received notice from the NYSE regarding non-compliance with the $1.00 minimum share price listing standard. |
| April 24, 2025 | Board approved a stock repurchase program authorizing purchases of up to $30 million of outstanding common stock. |
| April 30, 2025 | Amended Annual Report on Form 10-K for the year ended December 31, 2024, was filed with the SEC. |
| April 2025 | Launched the new AI model Molecular Universe (MU). |
| July 4, 2025 | Tax legislation known as the One Big Beautiful Bill Act (OBBBA) was enacted in the United States. |
| July 25, 2025 | Wholly owned subsidiary, SES AI International I Pte Ltd, entered into a Share Transfer and Share Purchase Agreement to acquire Shenzhen UZ Energy Co. Ltd. |
| End of July 2025 | Regained compliance with NYSE listing standards, with Class A common stock closing at or above $1.00 for 30 consecutive trading days. |
| August 14, 2025 | Chief Science Officer, Hong Gan, adopted a Rule 10b5-1 trading plan. |
| September 15, 2025 | Acquisition of Shenzhen UZ Energy Co. Ltd. closed. |
| September 30, 2025 | End of the quarterly reporting period. |
| September 30, 2025 | Phase out of electric vehicle tax credits under the OBBBA for vehicles purchased after this date. |
| October 2024 | Began generating revenue from principal business activities. |
| October 2025 | Unveiled the latest AI platform, MU-1. |
| October 2025 | China announced new export controls over certain high-performance lithium-ion batteries, cathode active materials, and anode active materials. |
| October 29, 2024 | General Motors (GM) and the Company mutually agreed to terminate the Director Nomination Agreement, and GM terminated its board representation. |
| November 10, 2025 | Number of Class A and Class B common stock shares outstanding reported. |
| November 12, 2025 | Date of filing of this Quarterly Report on Form 10-Q. |
| December 2025 | Joint development agreement (JDA) with Hyundai Motor Company extended until this date. |
| December 2025 | B-sample services agreement with Honda Motor Company, Ltd. term through this date. |
| December 15, 2024 | Effective date for ASU 2023-9, 'Improvements to Income Tax Disclosures', for annual periods beginning after this date. |
| December 15, 2025 | Effective date for ASU 2025-05, 'Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets', for annual periods beginning after this date. |
| December 15, 2026 | Effective date for ASU No. 2024-03, 'Disaggregation of Income Statement Expenses', for annual periods beginning after this date. |
| December 15, 2027 | Effective date for ASU No. 2025-06, 'Targeted Improvements to the Accounting for Internal-Use Software', for annual periods beginning after this date. |
| February 28, 2026 | Deadline for completion of the audit of UZ Energy's 2025 financial statements for contingent consideration payments. |
| February 28, 2027 | Deadline for completion of the audit of UZ Energy's 2026 financial statements for contingent consideration payments. |
| June 30, 2026 | Phase out of electric vehicle charging infrastructure tax credits under the OBBBA for infrastructure placed in service after this date. |
Recommendation
holdThe company is in an early commercialization phase, showing initial revenue generation and strategic moves like the UZ Energy acquisition and AI advancements. However, it continues to incur significant losses, has a history of internal control weaknesses, and faces substantial risks related to Li-Metal battery commercialization, capital requirements, and market competition. A 'Hold' recommendation reflects the balance between these strategic positives and the inherent risks and financial challenges of an early-stage growth company in a capital-intensive industry. Investors should monitor progress on profitability, capital management, and risk mitigation.
Keywords
Lithium-Metal battery, EV battery, AI, Energy Storage Systems, UAM, SEC filing, 10-Q, SES AI, Battery technology, Corporate governance, Financial results
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