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Ondas Holdings Inc. (ONDS) SEC Filing 10-Q Quarterly Report for the period ending Thursday, September 30, 2021

Ondas Holdings Inc.

CIK: 1646188 Ticker: ONDS

Exhibit 99.1

 

Ondas Holdings Reports Third Quarter 2021 Financial Results

 

Ondas Networks receives first Commercial 900 MHz Rail Order from Siemens Mobility for a Class I railroad

 

American Robotics secures order in Oil & Gas and begins to scale

 

Ondas invests in artificial intelligence company, Dynam.AI

 

Nantucket, MA – November 15, 2021 - Ondas Holdings Inc. (NASDAQ: ONDS), a leading provider of private wireless, drone and automated data solutions through its wholly owned subsidiaries, Ondas Networks Inc. (“Ondas Networks”) and American Robotics, Inc. (“American Robotics” or “AR”), today announced financial and operating results for the third quarter of 2021. Management is hosting an earnings conference call and audio webcast to discuss results today, November 15, at 8:30 a.m. ET.

 

During the third quarter of 2021, Ondas Holdings continued to make significant business development progress at both of its wholly owned subsidiaries, Ondas Networks and American Robotics. At Ondas Networks, we advanced our commercialization efforts with the Class 1 Rails, delivered, and expanded on our partnership with Siemens Mobility, and completed Phase 1 of AURA Networks’ Command and Control (“C2”) requirements for their nationwide Unmanned Aerial Systems (“UAS”) network. At American Robotics, we accelerated the execution of AR’s business expansion plan and commenced scaling the organization to support multiple Franchise customers with our market-leading Scout System™.

 

“The third quarter marked an important transition for Ondas Networks as we moved from investment mode to platform delivery and adoption,” said Eric Brock, Ondas’ Chairman and CEO. “We are excited to announce today Ondas Networks has secured its initial commercial order for the 900 MHz railroad communications network which is the culmination of several years of work by our incredibly talented and dedicated team. In addition, we have accelerated our expansion efforts with our recent acquisition of American Robotics. American Robotics is off to a great start scaling our customer-driven services platform and continues to see significant customer demand for our Scout System™.”

 

Recent Highlights – Ondas Networks

 

Ondas Network and Siemens Mobility launched the Airlink family of radios including completion of our first joint development program for the 900 MHz railroad band.

 

Ondas Networks secured its first commercial 900 MHz Rail Order from Siemens Mobility for a major Class I Railroad for delivery by year-end.

 

Ondas received four additional product development orders from Siemens Mobility including one for the development of a new locomotive telemetry radio for a major Asian Rail customer.

 

Ondas completed Phase 1 development for AURA Networks with proven Command & Control (“C2”) capabilities for drone operations.

 

Recent Highlights – American Robotics

 

American Robotics received its first purchase order from a Fortune 100 Oil & Gas company; and delivered an initial Scout System™ to the customer.

 

American Robotics matured its integration of products with Stockpile Reports; and prepared for expanded Scout™ sales and deployments with Stockpile.

 

American Robotics & Ondas Holdings signed a new lease for joint headquarters in Waltham, MA and expect to finalize the move in early 2022.

 

American Robotics entered into a strategic partnership with Dynam.AI to accelerate development of proprietary AI/ML-driven data analytics applications for customers. Separately, Ondas made a strategic investment in Dynam.AI.

 

 

 

 

Third Quarter 2021 Financial Highlights

 

Revenues decreased by 54% to approximately $0.3 million for the three months ended September 30, 2021, as compared to approximately $0.6 million for the three months ended September 30, 2020. The decrease in revenue was primarily a result of lower product sales and less development revenue in the three months ended September 30, 2021, as compared to the three months ended September 30, 2020. Gross profit decreased by 95% to approximately $14,000 for the three months ended September 30, 2021, as compared to $248,000 for the three months ended September 30, 2020, as a result of lower revenue and higher cost of goods sold related to development agreements. Gross profit on a percentage basis was approximately 5% for the three months ended September 30, 2021, compared to 40% for the three months ended September 30, 2020. The lower gross profit percentage was driven by lower amounts of product revenue with higher gross margin and higher cost of goods in development revenue.

 

Operating expenses increased by $1.9 million for the three months ended September 30, 2021, as compared to three months ended September 30, 2020. The increase in operating expenses was primarily due to an increase of approximately $664,000 in professional fees related to the American Robotics acquisition, an increase of approximately $629,000 in depreciation and amortization expense due to amortization of American Robotics intangible assets, and an increase of approximately $463,000 in R&D development expenses for the three months ended September 30, 2021.

 

The Company realized an operating loss of approximately $4.9 million for the three months ended September 30, 2021, as compared to $2.7 million for the three months ended September 30, 2020. Operating loss increased primarily as a result of an increase in operating expenses of approximately $1.9 million primarily associated with the American Robotics acquisition and a decrease in gross profit of approximately $235,000 for the three months ended September 30, 2021. Net loss was approximately $4.9 million for the three months ended September 30, 2021, as compared to a net loss of $3.3 million for the three months ended September 30, 2020.

 

First Nine Months 2021 Financial Highlights

 

Revenues increased by 19% to approximately $2.3 million for the nine months ended September 30, 2021, compared to approximately $2.0 million for the nine months ended September 30, 2020. The increase in revenue was primarily due to larger amounts of development revenue from Siemens Mobility and AURA during the first nine months of 2021 offset by lower amounts of product revenue.

 

Gross profit increased by 5% to $0.9 million as a result of higher revenue for the nine months ended September 30, 2021, as compared to $0.9 million for the nine months ended September 30, 2020. Gross profit on a percentage basis, was approximately 40% for the nine months ended September 30, 2021, as compared to 45% for the nine months ended September 30, 2020.

 

Operating expenses increased approximately 36% to $11.9 million for the nine months ended September 30, 2021, as compared to $8.7 million for the nine months ended September 30, 2020. The increase in operating expenses was primarily due to an increase of approximately $1.5 million in professional fees related to the American Robotics acquisition, an increase of approximately $644,000 in depreciation and amortization expense due to amortization of American Robotics intangible assets, and an increase of approximately $743,000 in development expenses for the nine months ended September 30, 2021.

 

The Company realized an operating loss of approximately $10.9 million for the nine months ended September 30, 2021, as compared to a loss of approximately $7.8 million for the nine months ended September 30, 2020. Operating loss increased primarily as a result of an increase of approximately $1.5 million in professional fees due to the American Robotics acquisition, increase of approximately $644,000 in depreciation and amortization expense due to amortization of American Robotics intangible assets, and an increase of approximately $743,000 in development expenses for the nine months ended September 30, 2021. Net loss was approximately $10.9 million for the nine months ended September 30, 2021, as compared to a net loss of $9.4 million for the nine months ended September 30, 2020.

 

The Company held cash and cash equivalents of approximately $47.5 million as of September 30, 2021, as compared to approximately $26.1 million as of December 31, 2020.

 

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Outlook

 

Ongoing investments in market expansion and deeper penetration of select verticals are expected to continue supporting customer activity as Ondas advances its long-term strategy to drive commercial penetration of its proprietary technology across multiple markets. During the fourth quarter and continuing in 2022, Ondas Networks intends to build inventory and increase internal human resources to meet an expected increase in product demand for both North American Rail and in International markets.

 

Also, we expect American Robotics to install additional Scout Systems™ for franchise customers in the fourth quarter and continue to build inventory for customer demand. Scout™ deployments will focus on a select group of blue-chip customers in the mining, agriculture, oil & gas and utilities sectors in the coming quarters. In parallel, American Robotics will continue to invest and scale its field service operations to create capacity to handle expanded drone fleet deployments with existing customers and to support new customer activity

 

We expect bookings and revenue growth to fluctuate from quarter-to-quarter given the timing of development activity in front of the targeted commercial rollout for the Rail 900 MHz network, the multiple development projects underway with Siemens Mobility and the integration and scaling of American Robotics business.

 

Earnings Conference Call & Audio Webcast Details

 

An earnings conference call is scheduled for today, November 15, 2021, at 8:30 a.m. ET. Investors may access a live webcast of the earnings conference call via the “News / Events” page of the Company’s Investor Relations website at https://ir.ondas.com. Following the presentation, a replay of the webcast will be available for 30 days in the same location of the Company’s website.

 

Live Listen Only Webcast   Webcast Here
Participant Dial In (toll free)   1-866-777-2509
Participant Dial In (International)   1-412-317-5413
Participant Call Pre-Registration (encouraged)   Pre-Register Here

 

About Ondas Holdings Inc.

 

Ondas Holdings Inc. (“Ondas”) is a leading provider of private wireless, drone and automated data solutions through its wholly owned subsidiaries Ondas Networks Inc. (“Ondas Networks”) and American Robotics, Inc. (“American Robotics” or “AR”). Ondas Networks is a developer of proprietary, software-based wireless broadband technology for large established and emerging industrial markets. Ondas Networks’ standards-based (802.16s), multi-patented, software-defined radio FullMAX platform enables Mission-Critical IoT (MC-IoT) applications by overcoming the bandwidth limitations of today’s legacy private licensed wireless networks. Ondas Networks’ customer end markets include railroads, utilities, oil and gas, transportation, aviation (including drone operators) and government entities whose demands span a wide range of mission critical applications. American Robotics designs, develops, and markets industrial drone solutions for rugged, real-world environments. AR’s Scout System™ is a highly automated, AI-powered drone system capable of continuous, remote operation and is marketed as a “drone-in-a-box” turnkey data solution service under a Robot-as-a-Service (RAAS) business model. The Scout System™ is the first drone system approved by the Federal Aviation Administration for automated operation beyond-visual-line-of-sight (BVLOS) without a human operator on-site. Ondas Networks and American Robotics together provide users in rail, agriculture, utilities and critical infrastructure markets with improved connectivity and data collection capabilities.

 

For additional information on Ondas Networks and Ondas Holdings, visit www.ondas.com or follow Ondas Networks on Twitter and LinkedIn. For additional information on American Robotics, visit www.american-robotics.com or follow American Robotics on Twitter and LinkedIn.

 

Information on our websites and social media platforms is not incorporated by reference in this release or in any of our filings with the U.S. Securities and Exchange Commission.

 

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Forward Looking Statements

 

Statements made in this release that are not statements of historical or current facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We caution readers that forward-looking statements are predictions based on our current expectations about future events. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions that are difficult to predict. Our actual results, performance, or achievements could differ materially from those expressed or implied by the forward-looking statements as a result of a number of factors, including the risks discussed under the heading “Risk Factors” discussed under the caption “Item 1A. Risk Factors” in Part I of our most recent Annual Report on Form 10-K or any updates discussed under the caption “Item 1A. Risk Factors” in Part II of our Quarterly Reports on Form 10-Q and in our other filings with the SEC. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise that occur after that date, except as required by law.

 

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ONDAS HOLDINGS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 

   September 30,   December 31, 
   2021   2020 
   (Unaudited)     
ASSETS        
Current Assets:        
Cash and cash equivalents  $47,496,527   $26,060,733 
Accounts receivable, net   1,225,099    47,645 
Inventory, net   1,284,336    1,152,105 
Other current assets   617,882    629,030 
Total current assets   50,623,844    27,889,513 
           
Property and equipment, net   227,045    163,084 
           
Other Assets:          
Goodwill   33,780,965    - 
Intangible assets, net   46,971,402    379,530 
Lease deposits   114,166    28,577 
Operating lease right of use assets   972,376    51,065 
Total other assets   81,838,909    459,172 
Total assets  $132,689,798   $28,511,769 
           
LIABILITIES AND STOCKHOLDERS’ DEFICIT          
Current Liabilities:          
Accounts payable  $1,933,593   $2,368,203 
Operating lease liabilities   585,739    56,168 
Accrued expenses and other current liabilities   1,406,335    2,832,780 
Secured promissory note, net of debt discount of $0 and $120,711, respectively   -    7,003,568 
Deferred revenue   345,830    165,035 
Notes payable   -    59,550 
Total current liabilities   4,271,497    12,485,304 
           
Long-Term Liabilities:          
Notes payable   300,000    906,541 
Accrued interest   40,607    36,329 
Operating lease liabilities, net of current   386,932    - 
Deferred tax liability   12,760,200    - 
Total long-term liabilities   13,487,739    942,870 
Total liabilities   17,759,236    13,428,174 
           
Commitments and Contingencies          
           
Stockholders’ Equity          
Preferred stock - par value $0.0001; 5,000,000 and 10,000,000 shares authorized; at September 30, 2021 and December 31, 2020, respectively, and none issued or outstanding at September 30, 2021 and December 31, 2020, respectively   -    - 
Preferred stock, Series A - par value $0.0001; 5,000,000 shares authorized; none issued and outstanding at September 30, 2021 and December 31, 2020, respectively   -    - 
Common stock - par value $0.0001; 116,666,667 shares authorized; 40,788,681 and 26,540,769 issued and outstanding, respectively at September 30, 2021 and December 31, 2020, respectively   4,079    2,654 
Additional paid in capital   191,050,187    80,330,488 
Accumulated deficit   (76,123,704)   (65,249,547)
Total stockholders’ equity   114,930,562    15,083,595 
Total liabilities and stockholders’ equity  $132,689,798   $28,511,769 

 

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ONDAS HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

   Three Months Ended   Nine Months Ended 
   September 30,   September 30, 
   2021   2020   2021   2020 
                 
Revenues, net  $283,329   $614,026   $2,335,525   $1,969,598 
Cost of goods sold   269,716    365,863    1,405,741    1,087,540 
Gross profit   13,613    248,163    929,784    882,058 
                     
Operating expenses:                    
General and administration   2,721,785    1,823,336    7,625,909    5,222,180 
Sales and marketing   424,992    253,560    808,513    934,948 
Research and development   1,780,187    904,378    3,428,406    2,555,223 
Total operating expenses   4,926,964    2,981,274    11,862,828    8,712,351 
                     
Operating loss   (4,913,351)   (2,733,111)   (10,933,044)   (7,830,293)
                     
Other income (expense)                    
Other income   -    7,262    618,781    16,275 
Interest income   3,953    53    11,579    211 
Interest expense   (4,874)   (463,761)   (571,473)   (1,403,576)
Change in fair value of derivative liability   -    (136,323)   -    (136,323)
Total other income (expense)   (921)   (592,769)   58,887    (1,523,413)
                     
Loss before provision for income taxes   (4,914,272)   (3,325,880)   (10,874,157)   (9,353,706)
                     
Provision for income taxes   -    -    -    - 
                     
Net loss  $(4,914,272)  $(3,325,880)  $(10,874,157)  $(9,353,706)
                     
Net loss per share - basic and diluted  $(0.13)  $(0.17)  $(0.34)  $(0.47)
                     
Weighted average number of common shares outstanding, basic and diluted   38,837,940    19,756,463    31,707,964    19,944,484 

 

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ONDAS HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

   Nine Months Ended 
   September 30, 
   2021   2020 
CASH FLOWS FROM OPERATING ACTIVITES        
Net loss  $(10,874,157)  $(9,353,706)
Adjustments to reconcile net loss to net cash flows used in operating activities:          
Depreciation   77,825    74,079 
Amortization of deferred financing costs   120,712    481,916 
PPP Loan forgiveness   (666,091)   - 
Amortization of intangible assets   682,239    13,152 
Change in fair value of derivative liability   -    136,323 
Amortization of right of use asset   166,580    206,161 
Loss on Intellectual Property   -    33,334 
Stock-based compensation   1,955,073    3,047,970 
Changes in operating assets and liabilities:          
Accounts receivable   (1,165,219)   (523,573)
Inventory   (132,231)   (120,799)
Other current assets   101,148    (205,992)
Accounts payable   (577,269)   701,825 
Deferred revenue   173,377    (69,632)
Operating lease liability   (155,963)   (357,860)
Accrued expenses and other current liabilities   (1,329,680)   1,061,665 
Net cash flows used in operating activities   (11,623,656)   (4,875,137)
           
CASH FLOWS FROM INVESTING ACTIVITIES          
Patent costs   (14,111)   (27,915)
Purchase of equipment   (80,358)   (8,598)
Purchase of American Robotics, Inc., net of cash acquired   (8,528,844)   - 
Proceeds from sub-lease deposit   -    19,332 
Security deposit   (61,423)   3,575 
Net cash flows used in investing activities   (8,684,736)   (13,606)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Proceeds from paycheck protection program loan   -    666,091 
Proceeds from sale of preferred stock, net of costs   -    4,217,969 
Proceeds from exercise of warrants   1,344,895    - 
Proceeds from 2021 Public Offering, net of costs   47,523,569    - 
Payments on loan payable   (7,124,278)   - 
Net cash flows provided by financing activities   41,744,186    4,884,060 
           
Increase (decrease) in cash and cash equivalents   21,435,794    (4,683)
Cash and cash equivalent, beginning of period   26,060,733    2,153,028 
Cash and cash equivalents, end of period  $47,496,527   $2,148,345 
           
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:          
           
Cash paid for interest  $1,038,532   $11,939 
Cash paid for income taxes  $-   $- 
           
SUPPLEMENTAL SCHEDULE OF NON-CASH FINANCING ACTIVITIES:          
           
Forgiveness of accrued officers salary  $135,103   $150,002 
Debt exchanged for preferred stock  $-   $265,779 
Accrued interest converted to debt  $-   $1,254,236 
Shares issue for extension of debt  $-   $390,000 

 

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Investor Relations for Ondas Holdings Inc.
Stewart Kantor, President and CFO
Ondas Holdings Inc.
888.350.9994 Ext. 1009
ir@ondas.com

 

Media Contacts for American Robotics, Inc.
Chelsea Higgins
BIGfish Communications
americanrobotics@bigfishpr.com
617.713.3800

 

Source: Ondas Holdings Inc.

 

 

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The following information was filed by Ondas Holdings Inc. (ONDS) on Monday, November 15, 2021 as an 8K 2.02 statement, which is an earnings press release pertaining to results of operations and financial condition. It may be helpful to assess the quality of management by comparing the information in the press release to the information in the accompanying 10-Q Quarterly Report statement of earnings and operation as management may choose to highlight particular information in the press release.

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Document And Entity Information
Condensed Consolidated Balance Sheets
Condensed Consolidated Balance Sheets (Parentheticals)
Condensed Consolidated Statements Of Cash Flows (Unaudited)
Condensed Consolidated Statements Of Operations (Unaudited)
Condensed Consolidated Statements Of Stockholders' Equity (Deficit) (Unaudited)
Accounting Policies, By Policy (Policies)
Accrued Expenses And Other Current Liabilities
Accrued Expenses And Other Current Liabilities (Details) - Schedule Of Accrued Expenses And Other Current Liabilities
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Commitments And Contingencies
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Description Of Business And Basis Of Presentation
Description Of Business And Basis Of Presentation (Details)
Goodwill And Business Acquisition
Goodwill And Business Acquisition (Details)
Goodwill And Business Acquisition (Details) - Schedule Of Fair Value Of The Assets Acquired And Liabilities Assumed
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Goodwill And Business Acquisition (Tables)
Income Taxes
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Intangible Assets
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Stockholders' Equity
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Summary Of Significant Accounting Policies
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Summary Of Significant Accounting Policies (Details) - Schedule Of Disaggregation Of Revenue
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Summary Of Significant Accounting Policies (Details) - Schedule Of Lease Costs
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Ondas Holdings Inc. provided additional information to their SEC Filing as exhibits

Ticker: ONDS
CIK: 1646188
Form Type: 10-Q Quarterly Report
Accession Number: 0001213900-21-059274
Submitted to the SEC: Mon Nov 15 2021 3:37:36 PM EST
Accepted by the SEC: Mon Nov 15 2021
Period: Thursday, September 30, 2021
Industry: Miscellaneous Amusement And Recreation

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