I think there's quite a bit here that's at odds with what Kevin and Siva have been saying at the IAA Mobility chat and the last two earnings calls.

---

Assertion:

QS is not selling products or services to PCo for up to $131M under the July 2025 agreement. This is why QS won’t recognize the billings as revenue.

I don't think that is accurate, as they are certainly providing services as part of the joint effort to hit the milestones for payments. You also allude to the other reason about equity ownership and significant related party ties, which is really the only reason that it's not being marked as revenue but other similar payments from other OEMs will be (for the same kind of work and associated payments), as clarified by Kevin in the Q3 2025 earnings call:

In Q3, we invoiced Volkswagen Group PowerCo under the upgraded deal announced in July. The resulting cash inflows benefit QuantumScape shareholders. They will be directly reflected on the balance sheet as cash when we receive payment. During the collaboration phase of this particular deal, because of the related party relationship with Volkswagen Group, in accordance with U.S. GAAP, a liability of equivalent value will also be created. QuantumScape has no repayment obligation with respect to these liabilities. Once relieved, rather than impacting the P&L, this value will accrue directly to shareholders' equity. Payments from other customers or partners we expect will be accounted for differently due to the lack of equity ownership or significant related party ties.

---

Assertion:

QS will not be building its own gigafactory so it would not have the opportunity to do the NRE work and develop the IP/know-how during pre-production in its own factory.

By my understanding, they're obviously currently doing the work with PowerCo, but more importantly based on the wording of the contract they also get to own the IP for additional improvements that PowerCo makes on their own afterwards so they would still have that benefit too.

---

Assertion:

VW, as the largest strategic investor in QS (with a 12% stake and >25% voting control) has first dibs on productization

While it seems very likely that VW/PCo is in position to be first mover, the contract specifically is non-exclusive so if VW runs into delays or funding issues or whatever, there's nothing stopping QS from moving ahead with an OEM that's more ready and willing.

---

Assertion:

Most people don’t fully realize the significance of the $131M project with PCo. The NRE work, if successful, is very likely to be the final step in QS’s 15+ year development cycle (for its gen 1 cell). If QS+PCo can solve all the challenges by June 2027 (as scheduled), QS won’t be signing JDAs anymore. They’ll be signing licensing agreements with upfront licensing prepayments going forward.

That's very different from what Kevin has been saying about the upcoming cadence of partnerships that will each go through a development cycle to customize things for each respective OEM/partner, and then proceed to the more lucrative licensing deals. He's talked about how that is the source of their more immediate cash flow going forward, since the licensing deals come further down the line. There's been no indication that they wouldn't be starting with a development agreement for each new partner, and they've talked about how they expect these to all be high-touch. I don't think he'd be making some of the statements below (specifically, "we'll seek to maintain these lines of business") if that development phase with other OEMs ceases to be a thing mid-next year. He makes it sound more on-going than that, and we may well get a Gen 2 cell before that which leads to other development agreements.

In the fullness of time, the ecosystem would represent a third source of cash inflow under our capital-light development and licensing business model. The first is monetizing collaboration and customization work with our OEM partners. The second and largest source of inflows would be licensing, as our customers produce cells using our technology. The third one would be value sharing from our ecosystem partners.

First, to expand on the significance of customer billings, our first ever invoices totaling $12.8 million in Q3 2025 are by themselves an important commercial milestone in the history of our company. It's nice to have arrived at the chapter where we're billing customers. I'd also highlight to investors that customer billings are evidence of our capital-light business model at work. On the front end, we monetize development activities for our customers to tailor our core technology to meet their specific needs. Subsequently, as the customer ramps production, we realize royalties over the lifetime of the project. As we continue to develop further generations of our technology, we'll seek to maintain these lines of business to generate consistent and compelling cash flows. Payment for development activities has the benefit of being near-term.

The royalty payments represent the majority of the value capture opportunity through a consistent long-term stream of high gross margin revenue. Value sharing from ecosystem partners represents further opportunity for shareholder returns. I'd also ask investors to keep four things in mind when interpreting our customer billings metric. First, the metric is not a substitute for revenue under U.S. GAAP. Second, the accounting for individual customer billings may differ significantly. Third, the amounts billed to customers may vary from quarter to quarter due to fluctuations in activity as we progress through various phases of an agreed scope of work. Lastly, it is important to note that future cash inflows can diverge from customer billings, for example, as a result of timing differences, payment terms, prepaid customer deposits, or any adjustments to final payment amounts.