SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
 
For the month of June 2017
 
Commission File No. 001-36566

 
 
MOBILEYE N.V.
 
(Translation of registrant’s name into English)

 
 
Har Hotzvim
13 Hartom Street
PO Box 45157
Jerusalem 9777513, Israel
 
(Address of Principal Executive Offices)
 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
 
Form 20-F   x	Form 40-F   ¨	
 
Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
 
              Yes   ¨	No   x	

 

 

EARNINGS FOR THE FIRST QUARTER OF 2017
 
On June 1, 2017, Mobileye N.V. (the “Company”) issued a press release announcing its earnings for the first quarter of 2017.
 
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
EMPLOYMENT AGREEMENT AMENDMENTS
 
On June 1, 2017, the Company or its wholly-owned Israeli subsidiary, Mobileye Vision Technologies Ltd., entered into amendments (each, an “Amendment”) to the employment agreements (each, an “Employment Agreement”) previously entered into with each of Ziv Aviram and Ofer Maharshak (each an “Executive”). Each Amendment provides that in the event the employment of the Executive is terminated for any reason following the closing of the purchase agreement the Company previously entered into with Intel Corporation and Cyclops Holdings, Inc. (other than for Cause as defined in the Employment Agreement), the Company’s options and, only with respect to Mr. Maharshak, the Company’s restricted stock units then-held by the Executive shall automatically and immediately accelerate and vest in full upon such termination. All other terms and conditions in the Employment Agreement remain in full force and effect.
 
A copy of each Amendment is attached hereto as, respectively, Exhibit 4.1 and 4.2, and each is incorporated herein by reference.
 
Exhibit No.	 	Description of Exhibit	
4.1	 	Employment Agreement, dated June 1, 2017, between Mobileye Vision Technologies Ltd. and Ziv Aviram.
 	
4.2	 	Employment Agreement, dated June 1, 2017, between Mobileye N.V. and Ofer Maharshak.
 	
99.1	 	Press release dated June 1, 2017.	

 
  
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
Dated: June 1, 2017
 
 	MOBILEYE N.V.	
 	 	 	
 	By:	/s/ Ofer Maharshak	
 	 	Ofer Maharshak	
 	 	Chief Financial Officer	

 

 
Exhibit 4.1
 
Amendment #1 of Employment Agreement
 
This amendment #1 is entered into on June 1, 2017 by and between Ziv Aviram (the “Executive” ) and Mobileye Vision Technologies Ltd. a private limited liability company incorporated under the laws of the State of Israel with head offices at 13 Hartom Street, Jerusalem, Israel (the “Company” ), hereinafter together the “Parties”.
 
WHEREAS the Executive and the Company entered into an employment agreement on March 1, 1999, which was replaced by another employment agreement on July 24, 2014 (the “Employment Agreement” ); and
 
WHEREAS on March 12, 2017 Mobileye N.V., parent of the Company, entered into a purchase agreement with Intel Corporation and Cyclops Holdings, Inc. (“Purchase Agreement”); and
 
WHEREAS the Parties wish to clarify certain terms of the Employment Agreement;
 
NOW THEREFORE THE PARTIES AGREE AS FOLLOWS:
 
	1.	Notwithstanding the terms of the Employment Agreement, or any agreement or arrangement between the Executive and the Company or any of its Subsidiaries, in the event the employment of the Executive is terminated for any reason (including due to voluntary termination and resignation), following the closing of the Purchase Agreement (other than for Cause as defined in the Employment Agreement), the Company options then-held by the Executive shall automatically and immediately accelerate and vest in full upon such termination.	
 
	2.	All other terms and conditions of the Employment Agreement remain unaffected and continue to prevail.	

 
  
Mobileye Vision Technologies Ltd.	Executive
 	
Name: Amnon Shashua
 	Name: Ziv Aviram	
Title: Authorized Signatory
 	Title: President and Chief Executive Officer	
Date: June 1, 2017
 	Date: June 1, 2017	
Signature: /s/ Amnon Shashua
 	Signature: /s/Ziv Aviram	

 

 
Exhibit 4.2
 
Amendment #1 of Employment Agreement
 
This amendment #1 ( “Amendment” ) is entered into on June 1, 2017 by and between Ofer Maharshak ( “Executive” ) and Mobileye N.V. a company incorporated under the laws of the Netherlands with head offices at 13 Hartom Street, Jerusalem (“ Company ”), Israel, hereinafter together the “Parties”.
 
WHEREAS the Executive and Mobileye Vision Technologies Ltd. entered into an employment agreement dated March 27, 2016, which was replaced by another employment agreement on July 27, 2014 ( “Employment Agreement” ), which was later assigned to Mobileye N.V.; and
 
WHEREAS on March 12, 2017 the Company entered into a purchase agreement with Intel Corporation and Cyclops Holdings, Inc. (“Purchase Agreement”); and
 
WHEREAS the Parties wish to clarify certain terms of the Employment Agreement;
 
NOW THEREFORE THE PARTIES AGREE AS FOLLOWS:
 
	1.	Notwithstanding the terms of the Employment Agreement, or any agreement or arrangement between the Executive and the Company or any of its Subsidiaries, in the event the employment of the Executive is terminated for any reason (including due to voluntary termination and resignation), following the closing of the Purchase Agreement (other than for Cause as defined in the Employment Agreement), the Company RSUs and options then-held by the Executive shall automatically and immediately accelerate and vest in full upon such termination.	
 
	2.	All other terms and conditions of the Employment Agreement remain unaffected and continue to prevail.	

 
  
Mobileye N.V.	Executive
 	
Name: Amnon Shashua
 	Name: Ofer Maharshak	
Title: Authorized Signatory
 	Title: Chief Financial Officer	
Date: June 1, 2017
 	Date: June 1, 2017	
Signature: /s/ Amnon Shashua	Signature: /s/Ofer Maharshak	

 

Exhibit 99.1

 
Mobileye Announces First Quarter 2017 Financial Results
 
First Quarter 2017 Highlights:
 
	·	Total revenue of $124.7 million, an increase of 66% over the same quarter last year	
	·	GAAP Net Income of $33.5 million; Non-GAAP Net Income of $60.0 million - an increase of 53% and 73% over the same quarter last year, respectively	
	·	GAAP fully diluted EPS of $0.14; Non-GAAP fully diluted EPS of $0.25	
	·	Generated GAAP net cash from operating activities of $56.6 million; Non-GAAP free cash flow of $41.2 million	
 
JERUSALEM, Israel – June 1, 2017 – (NYSE: MBLY) – Mobileye N.V., the global leader in Advanced Driver Assistance Systems (“ADAS”) and autonomous driving technologies, today announced financial results for the first quarter ended March 31, 2017.
 
“Mobileye delivered solid first quarter results, growing both revenue and net income by over 50% on a year over year basis while generating cash at a high conversion rate,” said Ziv Aviram, co-founder, president, and chief executive officer of Mobileye. “Strategically, we added revenue visibility with new ADAS design wins, bolstered alliances with existing and new partners, and took a major step forward with our proprietary high-definition mapping product (REM™) by signing definitive collaboration agreements with several major automakers.”
 
“The pending acquisition of Mobileye by Intel will combine best-in-class technologies from both companies and accelerate delivery of a comprehensive value proposition for the automotive industry, while delivering compelling cash value to our shareholders,” Mr. Aviram noted.
 
First Quarter 2017 Financial Highlights
 
	·	Revenue : Total revenue for the first quarter of 2017 was $124.7 million, compared to $75.2 million in the prior-year period, representing a 66% increase. Within total revenue, original equipment manufacturing (OEM) revenue was $94.5 million, compared to $61.4 million in the prior-year period representing a 54% increase. EyeQ chip volume increased to 2,032 thousand EyeQ units, compared to 1,322 thousand units in the prior-year period. EyeQ Average Selling Price (ASP) per unit for the first quarter of 2017 was $45.1, up from $44.2 during the same period last year. The increase in OEM revenues is the result of new launches and the roll-out of Mobileye technology to more models within existing programs compared to the same quarter last year. After market (AM) revenue contributed the remaining $30.2 million of total revenue for the first quarter of 2017 compared to $13.8 million in the prior-year period representing a 188% increase. The increase in Aftermarket revenues is primarily the year-over-year effect of sequential revenue increases we experienced over the course of 2016.	

 	 	 	

 
	·	Net Income and Earnings per Share: GAAP net income for the first quarter of 2017 was $33.5 million, or $0.14 per diluted share. This compares to GAAP net income of $21.9 million, or $0.09 per diluted share for the prior-year period. GAAP net income for the first quarter of 2017 represents 26.9% of revenue compared to 29.1% for the prior-year period. GAAP results include share-based compensation expense, net of tax, of $19.9 million for the first quarter of 2017 compared to $12.8 million for the prior-year period. In addition, GAAP net income during the first quarter of 2017 included $6.5 million in expenses associated with the pending Intel transaction. The decline in profit margin is mainly the result of the incurrence of Intel transaction related expenses.	
 
Non-GAAP net income for the first quarter of 2017 was $60.0 million, or $0.25 per share based on 238.9 million weighted average diluted shares outstanding. This compares to non-GAAP net income of $34.7 million, or $0.15 per share based on 236.9 million weighted average diluted shares outstanding during the prior-year period. Non-GAAP net income for the first quarter of 2017 represents 48.1% of revenue, an increase in profitability compared to 46.2% for the prior-year period, which is the result of better gross margins and lower operating expenses as percentage of revenues. Non-GAAP net income excludes share-based compensation expense, expenses associated with the pending Intel transaction during the first quarter of 2017, and the applicable income tax effect. See the reconciliation information below for a more detailed discussion of this non-GAAP measure.
 
	·	Cash and Cash Flow : As of March 31, 2017, Mobileye had cash and cash equivalents, restricted bank deposits, and marketable securities of $677.2 million, compared to $633.4 million as of December 31, 2016.	
 
Mobileye generated $56.6 million in net cash from operating activities for the first quarter of 2017 compared to $32.5 million for the prior-year period. Mobileye generated $41.2 million in non-GAAP free cash flow for the first quarter of 2017 compared to $30.4 million for the prior-year period. Free cash flow generation during this quarter reflects the payment of the $12.9 million purchase price of the land for our new headquarters, as well as $6.1 million of transaction related expenses incurred in connection with the Intel transaction. Non-GAAP free cash flow represents GAAP net cash provided by operating activities minus capital expenditures. See the reconciliation information below for a more detailed discussion of this non-GAAP measure.

 

 
  
A reconciliation of the non-GAAP financial measures to GAAP measures has been provided in the financial tables included in this press release. An explanation of the non-GAAP financial measures and how they are calculated is included below under the heading "Non-GAAP Financial Measures." Mobileye has updated its reconciliation of GAAP to non-GAAP net income taking into account the Securities and Exchange Commission ("SEC") Staff guidance and added to the reconciliation the applicable tax effect on share-based compensation expense for all periods presented.
 
Acquisition of Land
 
In March 2017, Mobileye closed its purchase of land in Jerusalem, which we intend to use for the construction of a new R&D and innovation center (the “Mobileye Campus”) that also will host our headquarters. As a result of this transaction, Mobileye now owns 74% of the equity of a company called Azorei Kisalon (“Kisalon”) formed to own the land. This equity interest, together with a long-term lease agreement, and an agreement with the minority shareholders of Kisalon will enable us to build the Mobileye Campus. Subject to receipt of the necessary regulatory approvals, we intend to begin construction, and intend to invest approximately $195 million in the development of the Mobileye Campus.
 
Suspension of Conference Calls and Guidance
 
As announced on March 13, 2017, we entered into a purchase agreement with Intel Corporation (“Intel”) and Cyclops Holdings, Inc., a wholly owned subsidiary of Intel (the “Purchaser”) pursuant to which the Purchaser will offer to purchase all of the issued and outstanding ordinary shares of the Company, par value EUR 0.01 per share, for cash consideration (without interest and less applicable withholding taxes) of $63.54 per ordinary share (the “Offer”), as further detailed in the Tender Offer Statement and amendments filed by Intel with the Securities and Exchange Commission, the Schedule 14D-9 filed by the Company and the Company’s Notice of Annual General Meeting (“AGM”). The Company will hold the AGM on June 13, 2017.
 
In light of the pending transaction, the Company will not host an earnings conference call and will not provide guidance relating to its expected financial results for future periods.
 
About Mobileye
 
Mobileye N.V. is the global leader in the development of computer vision and machine learning, data analysis, localization and mapping for Advanced Driver Assistance Systems and autonomous driving. The Company’s technology keeps passengers safer on the roads, reduces the risks of traffic accidents, saves lives and has the potential to revolutionize the driving experience by enabling autonomous driving. The Company’s proprietary software algorithms and EyeQ® chips perform detailed interpretations of the visual field in order to anticipate possible collisions with other vehicles, pedestrians, cyclists, animals, debris and other obstacles. The Company’s products are also able to detect roadway markings such as lanes, road boundaries, barriers and similar items; identify and read traffic signs, directional signs and traffic lights; create a Roadbook™ of localized drivable paths and visual landmarks using REM™; and provide mapping for autonomous driving. The Company’s products are or will be integrated into car models from more than 25 global automakers. The Company’s products are also available in the aftermarket.

 	 	 	

 
Forward-Looking Statements
This press release contains certain forward-looking statements. Words such as "believes," "intends," "expects," "projects," "anticipates," and "future" or similar expressions are intended to identify forward-looking statements. These statements are only predictions based on the Company’s current expectations and projections about future events. You should not place undue reliance on these statements. Many factors may cause the Company’s actual results to differ materially from any forward-looking statement, including the risk factors and other matters set forth in the Company’s filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 20-F for the year ended December 31, 2016. The Company undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by law.
 
Non-GAAP Financial Measures
 
In this release, we provide financial information that has not been prepared in accordance with GAAP. We use these non-GAAP financial measures internally in analyzing our financial results and believe they are useful to investors as a supplement to GAAP measures. We believe that these non-GAAP financial measures also provide additional tools for investors to use in evaluating our ongoing operating results and trends and in comparing our financial results with those of other companies in our industry, many of which present similar non-GAAP financial measures to investors.
 
Non-GAAP financial measures should not be considered in isolation from, or considered as an alternative to, operating income, net income, earnings per share or any other measure of financial performance calculated and presented in accordance with GAAP. Our non-GAAP measure may not be comparable to similarly titled measures of other organizations because other organizations may not calculate non-GAAP measures in the same manner. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate. A reconciliation of our non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release.
 
Non-GAAP net income. To arrive at our non-GAAP net income, we exclude share-based compensation, expenses associated with the pending Intel transaction during the first quarter of 2017 and the applicable income tax effect from our GAAP net income. We believe that this non-GAAP measure is useful to investors in evaluating our operating performance for the following reasons:
 
	•	We believe that elimination of expenses associated with the pending Intel transaction and share-based compensation and the applicable income tax effect is appropriate because t he uniqueness of the expenses associated with the pending Intel transaction and treatment of share-based compensation expense item may vary for reasons unrelated to our overall operating performance. These items are mostly non-deductible expense.;	

 	 	 	

	•	We use this non-GAAP measure in conjunction with our GAAP financial measure for planning purposes, including the preparation of our annual operating budget, as a measure of operating performance and the effectiveness of our business strategies and in communications with our board of directors concerning our financial performance; and	
	•	We believe that this non-GAAP measure provides better comparability with our past financial performance, facilitates better period-to-period comparisons of operating results and may facilitate comparisons with similar companies, many of which may also use similar non-GAAP financial measures to supplement their GAAP reporting.	
 
Non-GAAP free cash flow. We define non-GAAP free cash flow as GAAP net cash provided by operating activities minus capital expenditures. Non-GAAP free cash flow is important to reflect the cash that can allow us to pursue business strategies and opportunities and fulfill our goals. A limitation of using non-GAAP free cash flow versus the GAAP measure of net cash provided by operating activities as a means of evaluating our company is that non-GAAP free cash flow does not represent the total increase or decrease in the cash balance from operations for the period because it excludes cash used for capital expenditures during the period. Management compensates for this limitation by providing information about our capital expenditures on the face of the cash flow statement.
 
Company Contact:
Dan Galves
CCO / SVP
Dan.Galves@mobileye.com

 	 	 	

MOBILEYE N.V.
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(in thousands, except per share data)
 
 	 	For the three  months ended	 	
 	 	March 31,	 	
 	 	2017	 	 	2016	 	
Revenue	 	$	124,673	 	 	$	75,207	 	
Cost of revenue	 	 	30,255	 	 	 	18,548	 	
 	 	 	 	 	 	 	 	 	
Gross profit	 	 	94,418	 	 	 	56,659	 	
 	 	 	 	 	 	 	 	 	
Operating costs and expenses	 	 	 	 	 	 	 	 	
 	 	 	 	 	 	 	 	 	
Research and development, net	 	 	25,580	 	 	 	14,979	 	
Sales and marketing	 	 	6,936	 	 	 	3,731	 	
General and administrative	 	 	24,933	 	 	 	14,254	 	
 	 	 	 	 	 	 	 	 	
Total operating expenses	 	 	57,449	 	 	 	32,964	 	
 	 	 	 	 	 	 	 	 	
Operating profit	 	 	36,969	 	 	 	23,695	 	
 	 	 	 	 	 	 	 	 	
Interest income	 	 	1,625	 	 	 	1,171	 	
Financial income, net	 	 	392	 	 	 	161	 	
 	 	 	 	 	 	 	 	 	
Profit before taxes on income	 	 	38,986	 	 	 	25,027	 	
 	 	 	 	 	 	 	 	 	
Taxes on income	 	 	(5,476	)	 	 	(3,110	)	
 	 	 	 	 	 	 	 	 	
Net income for the period	 	$	33,510	 	 	 	21,917	 	
 	 	 	 	 	 	 	 	 	
Basic and diluted income per share:	 	 	 	 	 	 	 	 	
Basic	 	$	0.15	 	 	$	0.10	 	
Diluted	 	$	0.14	 	 	$	0.09	 	
 	 	 	 	 	 	 	 	 	
Weighted average number of  ordinary shares (in thousands)	 	 	 	 	 	 	 	 	
Basic	 	 	221,924	 	 	 	218,962	 	
Diluted	 	 	238,920	 	 	 	236,938	 	

 	 	 	

MOBILEYE N.V.
RECONCILIATION OF GAAP TO NON-GAAP NET INCOME (UNAUDITED)
(in thousands, except per share data)
 
 	 	For the three months ended	 	
 	 	March 31,	 	
 	 	2017	 	 	2016	 	
 	 	 	 	 	 	 	
GAAP  net income as reported	 	$	33,510	 	 	$	21,917	 	
 	 	 	 	 	 	 	 	 	
Non-GAAP adjustment:	 	 	 	 	 	 	 	 	
Expenses recorded for share based compensation and expenses associated with the pending Intel transaction (1)	 	 	 	 	 	 	 	 	
Cost of revenues	 	 	31	 	 	 	7	 	
Research and development	 	 	5,264	 	 	 	2,341	 	
Sales and marketing	 	 	397	 	 	 	54	 	
General and administrative	 	 	21,438	 	 	 	10,703	 	
Adjustment before income tax effect	 	 	27,130	 	 	 	13,105	 	
Income tax effect	 	 	(674	)	 	 	(276	)	
Total Non-GAAP adjustment	 	 	26,456	 	 	 	12,829	 	
 	 	 	 	 	 	 	 	 	
Non-GAAP net income	 	 	59,966	 	 	 	34,746	 	
 	 	 	 	 	 	 	 	 	
Non-GAAP net income per share	 	 	 	 	 	 	 	 	
Basic	 	$	0.27	 	 	$	0.16	 	
Diluted	 	$	0.25	 	 	$	0.15	 	
 	 	 	 	 	 	 	 	 	
Weighted average number of shares (in thousands)	 	 	 	 	 	 	 	 	
Basic	 	 	221,924	 	 	 	218,962	 	
Diluted	 	 	238,920	 	 	 	236,938	 	
 
	(1)	Expenses associated with the pending Intel transaction at the amount of $6.5 million were recorded during the first quarter of 2017 as part of general and administrative expenses.	

 	 	 	

MOBILEYE N.V.
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(U.S. dollars in thousands )
 
 	 	March 31,	 	 	December 31,	 	
 	 	2017	 	 	2016	 	
Assets	 	 	 	 	 	 	 	 	
Current assets	 	 	 	 	 	 	 	 	
Cash and cash equivalents	 	$	301,347	 	 	$	277,996	 	
Marketable securities	 	 	144,428	 	 	 	121,534	 	
Trade account receivables, net	 	 	51,704	 	 	 	43,324	 	
Inventories	 	 	55,524	 	 	 	57,016	 	
Other current assets	 	 	17,968	 	 	 	15,998	 	
Total current assets	 	 	570,971	 	 	 	515,868	 	
 	 	 	 	 	 	 	 	 	
Long-term assets	 	 	 	 	 	 	 	 	
Marketable securities	 	 	228,249	 	 	 	230,696	 	
Property, plant and equipment, net	 	 	32,176	 	 	 	18,333	 	
Severance pay fund	 	 	13,861	 	 	 	12,606	 	
Other assets	 	 	3,696	 	 	 	2,877	 	
Total long-term assets	 	 	277,982	 	 	 	264,512	 	
Total assets	 	$	848,953	 	 	$	780,380	 	
Liabilities and shareholders’ equity	 	 	 	 	 	 	 	 	
Current liabilities	 	 	 	 	 	 	 	 	
Accounts payable and accrued expenses	 	$	45,168	 	 	$	39,415	 	
Employee related accrued expenses	 	 	8,429	 	 	 	6,860	 	
Other current liabilities	 	 	12,907	 	 	 	12,374	 	
Total current liabilities	 	 	66,504	 	 	 	58,649	 	
 	 	 	 	 	 	 	 	 	
Long-term liabilities	 	 	 	 	 	 	 	 	
Accrued severance pay	 	 	18,027	 	 	 	16,228	 	
Long-term tax liabilities	 	 	7,589	 	 	 	7,091	 	
Total long-term liabilities	 	 	25,616	 	 	 	23,319	 	
 	 	 	 	 	 	 	 	 	
Total liabilities	 	 	92,120	 	 	 	81,968	 	
 	 	 	 	 	 	 	 	 	
Shareholders’ equity	 	 	 	 	 	 	 	 	
Share capital	 	 	2,597	 	 	 	2,590	 	
Additional paid-in capital	 	 	675,192	 	 	 	650,697	 	
Accumulated other comprehensive loss	 	 	(315	)	 	 	(724	)	
Accumulated Surplus	 	 	79,359	 	 	 	45,849	 	
Total shareholders’ equity	 	 	756,833	 	 	 	698,412	 	
 	 	 	 	 	 	 	 	 	
Total liabilities and shareholders’ equity	 	$	848,953	 	 	$	780,380	 	

 	 	 	

MOBILEYE N.V.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(in thousands)
 
 	 	For the three months ended	 	
 	 	March 31,	 	
 	 	2017	 	 	2016	 	
Cash flows from operating activities	 	 	 	 	 	 	 	 	
Net income for the period	 	$	33,510	 	 	$	21,917	 	
Adjustments to reconcile net income to net cash provided by operating activities:	 	 	 	 	 	 	 	 	
Depreciation	 	 	1,206	 	 	 	870	 	
Exchange rate differences	 	 	(717	)	 	 	(571	)	
Accrued severance pay	 	 	1,799	 	 	 	1,262	 	
Loss (gain) from marketable securities	 	 	87	 	 	 	(35	)	
Loss from sale of property and equipment	 	 	43	 	 	 	-	 	
Share-based compensation	 	 	20,601	 	 	 	13,105	 	
 	 	 	 	 	 	 	 	 	
Changes in asset and liabilities:	 	 	 	 	 	 	 	 	
Trade accounts receivables, net	 	 	(8,380	)	 	 	(9,506	)	
Other current assets	 	 	(815	)	 	 	2,174	 	
Inventories	 	 	1,492	 	 	 	2,298	 	
Other long-term assets	 	 	(819	)	 	 	(257	)	
Account payables and accrued expenses	 	 	6,004	 	 	 	247	 	
Employee-related accrued expenses	 	 	1,569	 	 	 	1,007	 	
Other current-liabilities	 	 	533	 	 	 	(285	)	
Long-term liabilities	 	 	498	 	 	 	235	 	
Net cash provided by operating activities	 	 	56,611	 	 	 	32,461	 	
 	 	 	 	 	 	 	 	 	
Cash flows from investing activities	 	 	 	 	 	 	 	 	
Change in restricted and short-term deposits	 	 	(6	)	 	 	-	 	
Proceeds from maturities / sales of marketable securities	 	 	43,697	 	 	 	23,423	 	
Purchase of marketable securities	 	 	(63,822	)	 	 	(24,113	)	
Severance pay fund	 	 	(537	)	 	 	(571	)	
Proceeds from sale of property, plant and equipment	 	 	88	 	 	 	-	 	
Purchase of property and equipment	 	 	(15,431	)	 	 	(2,050	)	
Net cash used in investing  activities	 	 	(36,011	)	 	 	(3,311	)	
 	 	 	 	 	 	 	 	 	
Cash flows from financing activities	 	 	 	 	 	 	 	 	
Exercise of options	 	 	2,752	 	 	 	1,998	 	
Net cash provided by financing activities	 	 	2,752	 	 	 	1,998	 	
 	 	 	 	 	 	 	 	 	
Increase in cash and cash equivalents	 	 	23,352	 	 	 	31,148	 	
 	 	 	 	 	 	 	 	 	
Balance of cash and cash equivalents at the beginning of the period	 	 	277,996	 	 	 	152,692	 	
Exchange rate differences on cash and cash equivalents	 	 	(1	)	 	 	189	 	
Balance of cash and cash equivalents at the end of the period	 	$	301,347	 	 	$	184,029	 	

 	 	 	

MOBILEYE N.V.
RECONCILIATION OF GAAP NET CASH FROM OPERATING ACTIVITIES
TO FREE CASH FLOWS (UNAUDITED)
(in thousands)
 
 	 	For the three months ended	 	
 	 	March 31,	 	
 	 	2017	 	 	2016	 	
 	 	 	 	 	 	 	
GAAP net cash from operating activities as reported	 	$	56,611	 	 	$	32,461	 	
 	 	 	 	 	 	 	 	 	
Capital Expenditures	 	 	(15,431	)	 	 	(2,050	)	
Free Cash Flow	 	 	41,180	 	 	 	30,411	 	
 
MOBILEYE N.V.
SUPPLEMENTAL INFORMATION (UNAUDITED)
(in thousands)
 
 	 	For the three months ended	 	
 	 	March 31,	 	
 	 	2017	 	 	2016	 	
 	 	 	 	 	 	 	
OEM Revenue	 	$	94,466	 	 	$	61,440	 	
Aftermarket Revenue	 	 	30,207	 	 	 	13,767	 	
Total Revenue	 	$	124,673	 	 	$	75,207	 	
 	 	 	 	 	 	 	 	 	
Number of EyeQ units (in thousands)	 	 	2,032	 	 	 	1,322	 	
EyeQ average selling price per unit	 	$	45.1	 	 	$	44.2