Gauzy Ltd.

Good morning ladies and gentlemen and welcome to the GOESY second quarter 2025 earnings call conference. At this time all lines are in listen only mode. Following the presentation we will conduct a question and answer session. If at any time during this call you require immediate assistance please press star zero for the operator. This call is being recorded on Wednesday August 13, 2025. I would now like to turn the conference over to Don Scott, please go ahead.

Thank you, operator, and thank you, everyone, for joining us today. Hosting the call today are Gowsey's CEO and co-founder, Eyal Faisal, and CFO, Mayer Pelley. On this call, management will be making forward-looking statements, not historical facts, which are based on management's current expectations, beliefs, projections, and assumptions, many of which by their nature, are inherently uncertain. These forward-looking statements, which are subject to risks and uncertainties, actual results that differ materially from our forward-looking statements, if any of our key expectations, beliefs, projections, or assumptions are incorrect because of other factors discussed in today's earnings news release and in the comments made during this conference call, or in our latest reports and filings with the Securities and Exchange Commission, each of which can be found on our website. www.gausi.com. You do not undertake any duty to update any forward-looking statements. This call contains time-sensitive information that is accurate only as of today, August 13, 2025. Except as required by law, GAUSI disclaims any obligations that publicly update or revise any information to reflect events or circumstances that occur after this call. Today's presentation also includes references to non-GAAP financial measures. You should refer to the information contained in the company's second quarter press release for definitional information and reconciliations of historical non-GAAP measures and comparable financial measures. With that, I'll be doing the call over to Anne.

Thank you very much, Dan, and good morning, everyone. Thank you for joining us today as we discuss our second quarter 2025 results. For today's call, I'd like you to focus on five key statements First, the significant sequential increase in our backlog of orders we shipped in 25 confirmed our customers' support and demand for our technology, which I will highlight with an example momentarily. Second, our full-year expectations remain intact in light of certain changes in the timing of shipments during the second quarter that are reflected in our results. As a reminder, our visits can vary from quarter to quarter, which is why we encourage investors to consider our results on an annual basis. Third, we continue to achieve new technological and business milestones that will drive our growth in 2025 and beyond. Fourth, since the beginning of the second quarter, we have closed on $15 million of debt financing under favorable terms as part of our plan to strengthen our balance sheet.

And finally, a reaffirmed guidance supported by a strong backlog of purchase orders to be shipped in 2025 and an enhanced balance sheet.

Our teams worked hard in the quarter to execute despite the momentary disruption of the business caught by the conflict with Iran. This included supply chain and operating disruptions for the majority of the month of June, which resulted in some shipping delays into the back half of 2025. I believe to say that in light of this and tariff announcements earlier in the year, the strong demand we see from our customers continue as evidenced by our record jump a near-term gap of $43 million to be shipped in 2025. An example of this is our largest customer in Asia today, Utah, the world's largest bus manufacturer, more than doubled its orders for the year during this quarter. These factors resulted in lower revenues as compared to Q2 of 2024, which we again view as an issue of timing and doesn't impact our full-year outlook for the business. We expect the second half to be significantly stronger than the first half, supported by a record spike in the backlog of purchase orders to be shipped in 2025. Now, let me highlight some of the key business milestones we achieved during the second quarter and subsequent period. We achieved a major milestone with the first customer delivery of General Motors Cadillac Celestis Featuring the industry's largest piece of viewable smart glass ever used in serial production. Powered by our SPD technology. This multi-zone, independently controlled panoramic roof demonstrates our ability to bring advanced materials to serial production at scale. This long-term contract with GM represents a significant leap to forward in bringing dynamic glass from concept to reality. Building on our SPD integrations with Ferrari, McLaren, Mercedes-Benz, the Cadillac program expands our presence in the EV segment and positions us to capitalize on the global automotive smart glass market projected to grow from $16 billion in 2024 to over $25 billion by 2028. Next, we launched our breakthrough pre-complicated smart glass staff a turnkey solution that accelerates OEM adoption of dynamic glazing in the automotive market. This fully industrialized product combines our dimmable smart glass film, conductive elements, and adhesive interlayers into a single unit that eliminates costly post-processing steps and enables Tier 1 suppliers and OEMs to integrate smart glass SKL with speed. Our annual production capability of more than 1.9 billion million-square-feet positions up to capture significant market share through predictable, high-margin, business-to-business channels. Multiple Tier 1 suppliers and vehicle programs are evaluating our prefabricated stacks for integration into late 2025 through 2027 production platforms. These two announcements better position Gauzy to win in the automotive smart lab market, projected to reach $25 billion by 2028, and growing at over 11% daily. We're excited about our strategic expansion into the marine sector, where we see significant opportunity within the $6.2 billion global marine lab market. Following our successful implementation at the new MSC cruise terminal in Miami, the biggest terminal in the world, our PDLC and SPD smart lab topologies are gaining strong traction with cruise line seeking sustainable experience-driven vessel design. We've now secured nine programs in the maritime sector, validating demands in the high-margin segment. With over 50 ships onboard globally and the cruise industry's aggressive focus on reimagining the onboard experience, our technologies deliver the privacy, solar control, and energy efficiency that operators need to meet their ESG goals

while enhancing passenger experience.

In our architecture division, we continue to be selected by some of the biggest companies in the world to outfit their commercial spaces, including most recently, Moderna, for their corporate headquarters. In our aeronautics division, we're pleased to share that we will be revealing a new commercial airline cabin shading product at CES early 2026. This is expected to serve as our main growth engine in this segment as we move from cockpit into commercial cabin. As a reminder, the decision on how to control light in commercial aircraft has moved from the OEM to also include the airlines. This opens our business to more than 700 individual airlines, both new production and retrofitting their existing seats. And in our safety tech business, I'm excited to announce that Galaxy Smart Vision 8S is now installed also in buses across the big metropolis of stressful France in Manchester in the United Kingdom. We will also be launching our new AI-based 8S product, Smart Vision for Buses, in October as a premier event for the bus industry in Brussels called BusWolf. This follows the successful and ongoing deployments a smarter vision for trucks with customers like Ford Trucks, like previously announced. With regard to governance, subsequent to 4N, we announced important board changes aligned with our public company evolution. Following our first annual shareholder meeting, we welcomed back longtime investor and former director, Alejandro Weinstein, to the board of directors. His expertise in global expansion, M&A, and public company leadership will be invaluable as we scale operations and advance our market leadership. Before I turn it over to Mayo, I want to emphasize that we ended the quarter on exceptionally strong footing to accomplish our full-year objectives. Our first half performance, together with our record purchase orders backlog of $40-$30 million to be delivered in 2025, are in cadence with our expected sales performance to meet the guidance. The entire Gaudi organization is excited to deliver on this tremendous momentum. But with that, I will turn it over to Mayer for an update on Gaudi's financial results.

Thank you, Eyal. I'd like to begin by providing a detailed overview of our second quarter 2025 financial results. For the second quarter, we generated revenues of 20.1 million. At the second level, all our divisions experienced shifts in timing dynamics as we all discussed at corporate level. At the same time, the improvements that we noted across the board in our record backlog was representative within our Army Division. Due to the lower top line or the same fixed cost base, our gross margin was 21.4% compared to 27% in the prior year period. Gross margin variance was primarily actually due to dynamics within our analysis division, which reported a gross margin of 23% during the quarter compared to 37% in the final year, reflecting lower segments revenue across a relatively fixed cost base and a change in product peaks. Typically, our highest margin category also had a compounding effect of bringing down our overall margin for the quarter. the remainder of segments collectively experienced more stability and margin performance. Total operation expenses for the second quarter was $16.8 million, compared to $14.5 million in the prior year quarter. The change was mainly due to higher corporate expenses associated with being a public company versus a private company during the same quarter last year. Additionally, there was higher depreciation and amortization accounting for third of the difference, and higher R&D expenses this quarter as compared to Q2 2014. The difference between the operating expenses of this quarter compared to the same quarter last year was planned, budgeted, and executed to support dramatically stronger quarters in the near term. Based on these factors, it is evident this quarter was negative 8.7 million, compared to negative 3.9 million in the prior year quarter. Importantly, our production facilities across all divisions are site to coverage more than double the current land rate of production, so we are well positioned to execute the order ramp up and deliver it in the coming quarters. Turning to our current resources. During the quarter, our free cash flow improved to an outflow of 5.2 million compared to negative 11.5 million with the priority quarter. This is reflective of the operational discipline and cash management strategies we have implemented to accelerate our path toward cash flow positivity. At the end of the quarter, we sold an equity of $36.2 million, including $35 million of available capacity under our ungrown credit line. Total debt at quarter end was $53 million, including $9.2 million of short-term receivable financing. Since quarter end, we have raised an additional $5 million of plain vanilla gas and stacking traffic on the federal roads terrace. This brings our total board rate with exactly $15 million. We have received approval from our board to raise an additional $10 to $15 million of debt and are in the process of working with new and existing lenders to extend our board rate. We are committed to funding our business through non-delivered capital sources and will continue to pursue land-friendly debt as our primary focus until we achieve cash flow productivity. This is consistent with our previously announced plan to strengthen our balance sheet. We believe we are well positioned to meet our goals as we enter the second half of the year with a strong backlog and energized operations. We continue to expect revenue to be in the range of $130 million, $140 million, representing more than 30% growth at the midpoint compared to 2024. Based on the benefits of scale, the federal operating leverage, and the strong recurring revenue base that we have, we also continue to expect adjusted revenue to be positive for the full year 2025. This guidance reflects the strong demand we're seeing across all of our segments Our record backlog at quarter end, the growing adoption of our technology by leading OEMs, and the expanded production capacity we've put in place to meet this demand. Now, I will turn it back over to Yael to close remarks.

Thank you, Mayden.

Looking ahead to the remainder of 2025, our enthusiasm for the opportunities before us continues to grow. Our business momentum keeps building with our record quarter backlog delivering full year revenue visibility. From an operational standpoint, we're in a position to deliver on tremendous order and delivery goals. We're excited about recent enhancements we have made in cyber organizations. We have promoted a new executive vice president with the Aeronautics Division. We have also moved each division's production teams from the business division to the global operations team, reporting to the COO. This streamlines procurement, supply chain, and best practice sharing across the organization. I am more confident than ever in Galaxy as reinforced by my recent significant purchase of additional shares in June. Mr. Weinstein, our newly elected director and longtime investor, joined me in this purchase of 560,000 shares, underscoring leadership's strong conviction in the company's strategic direction and future growth. We are energized by the enduring adoption of our life and vision control technologies across industries. We have a strong innovation pipeline across all four business divisions. We're expanding our addressable markets and remain committed to delivering our goals to increase shareholder value. In conclusion, I extend heartfelt appreciation to our dedicated employees, valued customers, strategic partners, and committed shareholders for their unwavering support and trust in Gowdy.

Thank you for your time today. Now we will open up the line for questions.

Thank you. Ladies and gentlemen, we will now begin the question and answer session. Should you have a question, please press the star followed by the one on your touchtone phone. Your hand has been raised. Should you wish to decline from the polling process, please press the star followed by the number two. If you are using a speakerphone, please lift the handset before pressing any keys. One moment please for your first question. First question comes from Dan Levy with Barclays. Please go ahead.

Hi, good morning. Thank you for taking the questions. Wanted to ask if you could just double-click on some of the timing dynamics that threw off the revenue. If you could just unpack what went on there and what is the comfort that these dynamics won't occur in the future?

Hi, Dan. Good morning. This is Eyal.

Thanks for the question. What we have... what we have announced and my answer is that we had some shifts in timing of deliveries and we repeat this every quarter and it's still the case that we can have shifts between quarters, but we're very comfortable and confident still in our annual guidance it's basically shifting from age one to age two of deliveries that we have in the book. And I'd like you to refer to the backlog, the backlog that we reported of $42.9 million. The spike there is, it shows the numbers are there. So we had a few deliveries move into age two from age one, sometimes hard to predict. And mostly it's because of Aero, where we always have also the best projection for the business by the nature of the business. So if you look at the per segment, what we've done in age one, then you'd see the big differences in Aero. And that's also our biggest part of the backlog that has to be shipped in 2025. So I'd like to say the following. First of all, if you add age one delivery plus the backlog 30th of June, you reach about 86 million that we've done or we have orders to ship in 2025. And that is in cadence within the expectations that we had. So there are a few million dollars that could have been delivered in H1 that are going to be delivered in H2. These are POs in the system that are well within the cadence of sales orders that we expect and within and certainly within the expectation that we have for the full year. There were a few reasons for shipment delays, mainly in the aeronautics segment. And also due to our production stop, we had two or three weeks in June. As you know, there was a conflict that was kind of surprising. End of the quarter, we had to be shutting down the production in Tel Aviv for two, three weeks. And we said that a few times. We're very happy that did not affect at all. The business itself, customers support us, and those things shift a little bit into Q3 and into H2. I'd like to say that, again, it's timing and not taking away anything from the confidence we have for the full-year guidance.

Okay. So related to that, and I think you've been addressing this, the first half to second half ramp is aggressive. That would put 70% of your full year revenue in the second half. So maybe like what's the confidence that there won't be timing issues in the second half? And then also given that would be a dramatic increase over anything you've ever delivered in a half, the implied second half, what's the confidence that, you know, the execution will be there to meet that demand?

So that's a great question. I'd like to say that from when we budgeted 2025, moved in the board, the quarters, we have prepared the company to deliver 45 and $50 million quarters. That was Always the case, that's the budget we approve the board. So the company is set both HR, meaning we have two shifts across all the business divisions when we need it, approved to work also on weekends when we need. So the company has the capacity to ship $45 and $50 million quarters. And if you align that with the fact that we have the sales order cadence to reach our targets, then yes, execution is possible. It's what we really planned from the get-go for Q4. It's then also going to be a bigger Q3. But we have designed a company this year to be delivering $45 and $50 million quarters. So that is as we planned. So I'd like to say that as long as the sales orders are coming in the cadence they should, and again, you see the delivery in H1, plus what we needed 30th of June, the backlog, it's completely within the expectations of what we had expected in the beginning. We could have had two, three, $4 million already delivered and we'll go down from the backlog, but it's still within that world of expectations. So that's, So that's where investors should get, we have prepared ourselves for $45 and $50 million deliveries per quarter.

Okay, thanks. If I could just squeeze one more in, and it's about the liquidity. So you ended the quarter with $1 million on the balance sheet. And I know there's a note here that you're supposed to get $5 million of debt financing in the third quarter. uh in july but can you just talk about the liquidity dynamics and just what's the comfort that there's sufficient liquidity um going forward thanks sure so um we're uh doing our best of course uh liquidity of uh you're right dan we're running cash uh if you see we ended uh

Q1 and Q2 with the same level of cash in the bank. But we have a $35 million credit line that we can tap on in any time, signing me and mail and withdraw money. However, as we always mentioned, we'd like if we can get better debt financing, simple debt, I mean, plain vanilla, no equity involved. So we do that to better perform our cash flow performance. We have received from our own main bank that has been accompanying us for 15 years since we initiated the company, Mizrahi, we've received a much better terms debt on $10 million that we got in. in Q2, and we have additional five from them in Q3. And I'd like to say that we also, we always said that we need more simple debt financing in order to get to cash flow positive. We are on good terms to receive the rest that we need. But again, as long as everyone understands that the $35 million or as good as cash, we can tap on them anytime we want. And that provides us visibility with regards to liquidity all the way through to end of 26, where we have guided the market and we still reaffirm that we're going to be cash flow positive. And as we go through H2, the business is balancing. And we reaffirmed that we are going to be EBIT positive for the full year. So also kind of balancing the business, the inflow and outflow should give a lot of comfort with regards to liquidity. So I'd like just to mention that, again, we always have these 35 in place if we need, if we get better terms from investors. For instance, like Mizrahi would take it, but it's there for us to use if we need. So I'd like really to, again, mention again that the 35 is part of our liquidity for financing the capital positive.

Okay, thank you.

Thank you. The next question comes from Josh Nichols. With B. Riley, please go ahead.

Hi, this is Matthew on for Josh Nichols. Thanks for taking my questions. I guess just to start off, I mean, you just reiterated your expectation for positive EBITDA this year. Can you walk us through the levers you expect to get there? Is it mainly just from ramping revenue in the second half, or how should we expect you to get there? Thanks.

Thanks, Matthew. I'd like... I'd like to refer, always refer back to our Q424, where we walked the talk of getting to adjusted EBITDA positive. We've done that with a $31.1 million revenue. And I confirm, I mean, I'd like to reiterate the message, the following message. As long as we have more than $31, $32 million revenues, we're adjusted EBITDA positive. So if you'd like to just average out, as long as we are going to average the full year at 31, 32, the full year is going to be EBITDA positive. That's why I'd like investors to analyze that. That's the point of break even. And if you look at the guidance, we have... towards year end, and you order a book that we need to deliver. So you'd see that in H2, we're much stronger. We're reaffirming the guidance we gave. So it's leaving us in Q3, Q4, a top line that would improve our gross margin dramatically. And we showed that also in Q4, 24. Our fixed cost is a big, big... uh, lever on our, um, on our, uh, gross margin, the more, uh, we have on top line, um, then the gross margins improve, uh, dramatically. So, um, so if you look at the, uh, Q4, 24 bridge that, uh, you'd see how we, uh, why we are reaffirming EBIT deposit for the full year on guidance of, uh, the top line that we gave and we, um, and, uh, why we feel so confident, uh, that that's achievable in balancing H2 with balance H1 as we expected from the beginning.

Got it. Thank you. And in terms of the mix and the backlog, does it lean more towards a certain segment? And which segment should we see as a key contributor for hitting that for your guidance?

Yeah, thanks. So, um, and that, that goes to, uh, again, um, adding some more comfort level to, uh, uh, to, to, uh, to the guidance that we, uh, we provided. So the biggest contributor to the backlog, um, 30th of June is aeronautics where that's also the business we always had the best projections of because these things, um, uh, tend to not change much. They're not, they're no, uh, during the year, they're not, uh, many changes within our customers' projections. You don't suddenly make more jets or less jets. It's usually things that within the year don't change. So if you look at the backlog in page seven of our deck, 21.3 million is associated to Arrow. And that's also where we, if you compare age 124, let's say, to age 125, where we had, you know, if you compare these two, we had the biggest miss. But the miss is only, again, with timing of shipment. And then you're going to see that bouncing back in age two. And we are 100% confident that For Aero, for the Aero business, we're going to hit the target. And it's also the biggest part of our backlog.

And it adds into our confidence for the guidance we get for the full year. Thank you. And I guess the last one for me.

You mentioned the company having the capacity to ship outside quarters in the second half. So how should we expect working capital items to change in support of that?

Yeah, that's a great question.

I'd like to say that today, maybe 80 or 85% of our business is factored, right? 80%. Yeah, so the good thing about our business, I mean, it's something we'd like one day to get rid of, but the fact that we're serving companies like Boeing and Airbus, the tier one, we're serving tier two to Ferrari and McLaren and automotive Ford, Airbus, helicopters. We're serving customers that are very easily and very cheaply factored. It means that we're financing the invoices. So the working capital structure that we need, of course, it has to be healthier to support orders of $40 and $50 million. But the way we're doing it is the fact that we have this engine of working capital in Gauzy can support itself due to the fact that we're factoring today 80% of our business. It means that we're getting paid Once we invoice that payment immediately, we don't need to wait for payment term so that we can always get cash once we invoice and that can support the production of next week or the next week and the next week. So when you factor 80% of your business and you get your money day one, It's so much easier to plan growth in relation to working capital. Good question, and I hope I answered it. Does it make sense? So I'm just saying that the working capital is growing, and the way we're supporting it is by factoring more and more of our invoices to get money day one. That can support the production of the following week and the following month and so on and so forth.

Got it. Thank you. That was all for me.

Thanks. Thank you. As a reminder, if you wish to ask a question, please press star 1. Again, if you wish to ask a question, please press star 1. The next question comes from Itai McKeeley with Chidi Cohen. Please go ahead.

Great. Thank you. Hi, everybody. Just two follow-ups on the second half outlook. I was curious if you can comment on how we should think about the cadence between Q3 and Q4. Should we expect roughly a similar level of revenue in each quarter, or will there be a skewed one quarter to another?

Hi, guys. Thanks for the question. Today, I mean, again, we don't want to say, you know, it's, again, a quarterly – Great projections are not as accurate. I'd like to be careful here. But I can say that roughly around Q4, if you look back three, four, five years, it's always our strongest quarter. So you should expect that to be the case this year and maybe even a little bit more than years before. So you're going to see a stronger Q4 than Q3, especially with the vacation patterns in Europe. less so much within Gauzy, but with our customers, still 65% of our business is in Europe. In August, in many cases, our customers are actually shutting down. But Q3, I'd say I'd be careful and say about 40%, 60% is what you can expect. But I'd like to say that this is, again, this is a very rough estimation, not something that needs to be taken very accurately.

That was helpful. And then going back to the kind of bridging to positive EBITDA, if we take the second quarter starting point of 20 million revenue and roughly 9 million EBITDA loss, it does still imply a very, very strong incremental margin to get back to where you were in the fourth quarter of last year. So I'm curious whether that's you know, mostly underutilization of fixed costs? Is there some op-ex to think about just to help us in terms of the implied incremental margin from first half to second half on your guidance?

So, thanks, Yitai. It's really, I'd like to refer, when you look at Galaxy, we need to see an annual kind of things straighten out on an annual basis. at an annual level. So if we say we claim when we did that before, we did it in Q4 24, if we claim that $31 million is where we're breaking even on EBITDA, the cost structure of the company hasn't changed much. It's in some cases actually improved. You should expect the same on average to get to EBITDA positive. Also that our top line improves, our $40 million quarter would also dramatically improve our gross margin. So that's where you can analyze your leftover EBITDA. But we already showed that on 31.1, where EBITDA break-even are a little bit positive. So that's where I'd like you to get comfort from in the reference. Also, it's very important to say that that there is also quite a big effect of, when you look at EBITDA of Q2, there's quite a bit of effect on vacation. We are 700 and something employees. A lot of the employees are located in Europe where vacation patterns change quite dramatically between Q2 and Q3. You can see that in former years. So you should expect also, and it is significant enough to mention, that there's going to be vacation liability dropping in the second half, both because of the fact that the year ends in Q2 for European employees on vacation, and it's quite a bit of a liability. What was the liability? The total liability was 4.8. So $4.8 million of vacation liabilities only that we had end of Q2, you should expect to see a big change in that in Q3 and onward for two reasons. And that's also something worth knowing about Galaxy is that most of our employees, that's a cutoff date for accumulating vacation and it goes to zero. uh end of uh q2 and also there's a big um there's usually a big drop in uh in august because that's when they take their annual vacation so and it is it is a big liability if you see the out of our out of our ebitda so uh but but also but also just um just just always remember that 31 uh million uh we're that's where we break even anything above that with much improved gross margins uh because of the top line is going to contribute significantly to the ebitda

That's very helpful. Thank you for all that detail. Thanks. Thank you, guys.

Thank you. There are no further questions at this time. I would now like to turn the conference over to Ivo Alpezzo, CEO. Please go ahead, sir.

So thanks, everyone, for joining in today. I'm excited about what's coming and looking forward to talking to you soon again.

Thank you. Ladies and gentlemen, this concludes today's conference call. Thank you for your participation. You may now disconnect.