Ondas Holdings Inc.

Welcome to the ONDIS Holdings, Inc., third quarter 2024 conference call. All participants will be in listen-only mode. Should you need assistance, please signal a conference specialist by pressing the star key followed by zero. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star, then one on your telephone keypad. To withdraw your question, please press star, then two. Before we begin, the company would like to remind you that this call may contain forward looking statements. While these forward looking statements reflect ONDIS's best current judgment, they are subject to risks and uncertainties that could cause actual results to differ materially from those implied by these forward looking statements. These risk factors are discussed in ONDIS's periodic SEC filings and in the earnings press release issued today, which are both available on the company's website. ONDIS undertakes no obligation to revise or update any forward-looking statements to reflect future events or circumstances, except as required by law. During this call, ONDIS will refer to certain non-GAAP financial measures. These non-GAAP measures are not prepared in accordance with generally accepted accounting principles. A reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures is shown in our press release issued earlier today, which is available at the Investor Relations section of our website. This non-GAAP information is provided as a supplement to, not as a substitute for, or as superior to, measures of financial performance prepared in accordance with GAAP. However, Management believes these non-GAAP measures provide investors with valuable information on the underlying trends of our business. Please note this event is being recorded. I would now like to turn the conference over to Eric Brock, Chairman and CEO. Please go ahead.

Thank you, Operator, and good morning. I want to get started by welcoming you to our quarterly conference call. We appreciate the time you're spending with us. and for your interest in our company. I'm happy to be joined today by key members of our leadership team, including our interim CFO, Neil Laird, Guy Simpson, the president and chief operating officer of OnDesk Networks, and Mary Kleiner, president of OnDesk Autonomous Systems and the founder and CEO of our Aerobotics subsidiary. Now let's turn to the agenda. We will begin the call with some brief comments highlighting recent business developments at both our OnDesk Networks and OnDesk Autonomous Systems business units. I will then hand the call to Neil for a financial review of our third quarter 2024 results. We'll then provide a business update for OnDesk Networks in our OAS business units, where I will ask Guy and Mary to provide commentary around current business activity. Then we will wrap the call and open the floor for investor questions. I will start the call by saying simply, this is an exciting time for ONDOS. Our hard work is translating into commercial success, and that is being reflected not only in the recently announced orders, but also in the maturation of the customer pipeline and the improving visibility for both OAS and ONDOS networks. This supports our belief that we will have a significant revenue growth ahead looking into Q4 and for 2025. The big news this quarter, of course, was the $14.4 million of orders OAS secured for our Iron Drone Raider and Optimus platforms. This signaled our entry into military markets and established our Iron Drone Raider system as a third revenue-generating technology platform in the ONDOS portfolio. Further, the expansion into global military markets has dramatically increased the TAM for OAS, but more importantly, the Serviceable and Obtainable Market, or SOM, that we can identify with customers today, which has also increased. I am incredibly proud of our team at OAS in their perseverance through a challenging wartime. Clearly, the conflict in Israel has been disruptive from an operational and financial standpoint, but our team continues to rise to the occasion to support their country while continuing to advance the business. This is truly exceptional, and that effort has translated into the largest booking supporter in the company's history. Further, the orders were received directly from the military customer, representing programs of record for both Iron Drone and Optimus in establishing ONDOS as a prime vendor, while also establishing pricing and margins for our high-performing autonomous drone platforms. We believe the Iron Drone Raider is a best-in-class autonomous solution from a performance standpoint, with its capabilities in complex environments, unique hard kill execution, reusability, and price point. This platform is positioned as a leading candidate to own the category for hard kill county UAS infrastructure. We further believe there's a significant global market for Iron Drone to protect from the growing threat of hostile drones. I see substantial expansion opportunities in global defense markets. In fact, we are seeing tangible engagement with additional military customers already, and those government-to-government marketing opportunities are supported by our initial military customer. In addition, our Optimus system will now be deployed to secure military bases and border checkpoints, demonstrating the exceptional capabilities of this market-leading system in high-value security markets. We believe the Optimus system was chosen for this critical security requirement due to its rugged, military-grade design and its unmatched reliability in performing autonomous operations. Further, this new program for Optimus entails OAS enhancing the functionality to allow for remote operations in complex, GPS-denied aerial environments. Our ability to meet these military requirements is a testament to our engineering expertise, which is demonstrated across both Optimus and Iron Drone. This expertise is highly valued by our customers. I would like to stay on Optimus for a moment. We see a steepening demand curve for aerial security and inspection services utilizing remotely operated autonomous drone-in-a-box systems. As we scale with existing customers for military and public safety applications, we see evidence that security officials and project managers in military, public safety, and critical industrial markets are increasingly realizing our ability to satisfy the most demanding requirements to secure and protect high-value assets and locations. The work to establish AmeriCorps Robotics' scalable operations capability has advanced in customer pipelines and maturing. We see specific opportunities in public safety, as well as the protection of critical assets, including ports, and the protection of critical technology infrastructure, which includes data centers and semiconductor facilities. For on-desk networks, I want to highlight progress on gaining clarity on the railroad's plans for the 900 MHz network. This is reflected in the strategically important order our distribution partners seem to secure from METRA, Chicago's primary commuter rail system. This is a significant milestone, and we will support a system-wide upgrade of the 900 MHz network to the new A block for Metra beginning in the fourth quarter. In addition, we'll get some seamless security in order for an expansion of a live .16 network in the 900 MHz band with a Class 1 railroad in Chicago. This is an expansion of a trial network that has been operating with live traffic since the fourth quarter of last year and is now a new deployment phase with this rail operator. We expect this to result in broader deployment across Chicago for that railroad in 2025 with likely expansion from there. The activity with both Metra and this freight railroad operator, Chicago, is an important development as it clearly signals to the rest of the industry that Honest Networks and Siemens have established a comprehensive deployment and migration plan to support adoption of the .16 wireless standard by North American Railroads in a new 900 MHz network. In short, we are demonstrating the robustness of the DOT16 standard as we start 900 megahertz upgrades in Chicago, the most complex railroad wireless environment in the country. In addition, we see a consensus emerging across our railroad customers regarding use cases for 900 megahertz that should lead to more system orders and deployments in 2025. Guy Simpson will expand on this increased transparency But in short, we see the railroads using 900 megahertz as both a primary, a redundant, or secondary network. In certain regions, railroads will migrate the legacy ATCS function to the new 900 megahertz network. In other locations, legacy ATCS, also known as CTC, will move to the 220 megahertz network. In the situations where CTC is moved to the 220 network, the railroads plan to use the 900 megahertz network as a backup system to host both CTC and positive train control applications. Either way, we are well positioned with a multipurpose network hosting either primary train control application or hosting CTC and PTC traffic as a secondary network. This demonstrates the value of our .16 platform with increased capacity and flexibility that supports robust, general-purpose, and multi-purpose network hosting. In this instance, PTC protocols will be carried on 900 MHz. So to wrap up the introduction, I see momentum building with both business units as we move through the fourth quarter. We should see a significant pickup in revenue as we fulfill the backlog at OAS, and we should also see additional orders enter the backlog over the balance of Q4. I will now hand the call to Neil to provide the detailed third quarter financial update. Neil? Thanks, Eric.

As I get started, I want to remind our investors that our financial statements reflect the early stage of platform adoption for both on-dust networks and OAS. and the preparation for larger commercial rollouts. We expect significant operating leverage as revenues grow, though today's revenue levels do not yet cover our operating expenses. For Andos Networks, revenues will fluctuate from quarter to quarter, given the uncertainty around the timing of customer activity in front of the targeted commercial rollouts in the 900 MHz network, and the development programs underway with Siemens and MXV Rails. Similarly, revenues at OAS are expected to vary from quarter to quarter and to normalize into a more predictable pattern as we grow our customer base and more of those customers enter fleet programs and recurring service revenue agreements in the United States and internationally. In the third quarter of 2024, revenues were approximately $1.5 million as compared to approximately $2.7 million for Q3 2023. This was primarily a result of extended timelines at ONDOS networks related to the 900 megahertz activity with the Class 1 railroads, partially offset by increases at OAS as we started to fulfill the purchase orders received during the quarter. Gross margin was $48,000 for Q3 2024, as compared to $555,000 for Q3 2023. Gross margin was 3% for Q3 2024 as compared to 21% for Q3 2023. The gross margin performance is due to the change in the mix of revenues in the third quarter of 2024, which included lower margin development projects as compared to product revenue with higher gross margins in the prior year quarter, as well as certain fixed costs related to OAS service delivery. Gross margins can be volatile on a quarter-to-quarter basis due to low revenue levels and shifts in revenue mix between product, development, and service revenue. Operating expenses were $8.7 million for Q3 2024 as compared to $6.5 million in Q3 2023. Cash operating expenses were $7.1 million compared to $7.5 million. Cash operating expenses exclude non-cash operating expenses for depreciation and amortization of $1.3 million in both quarters and stock-based compensation of $0.3 million in the third quarter of 2024 compared to the credit of $2.3 million in the third quarter of 2023. The operating loss was $8.7 million for Q3 2024 as compared to $5.9 million for Q3 2023. reflecting the lower revenue and the one-time stock compensation credit in the prior year. Adjusted EBITDA loss was $7.1 million for Q3 2024, as compared to $6.9 million for Q3 2023. So now let's turn to the cash flow statement. We held cash and cash equivalents of $2.9 million as of September the 30th, 2024, compared to $15 million as of December the 31st, 2023. The nine-month cash provided by financing includes additional gross financing totaling $15 million, of which $6.95 million occurred in the third quarter. The $6.9 million included $4 million at Old Us Holdings via a registered direct equity offering to a single institutional investor, and $2.95 million at Old Us Networks via secured loans from Charles and Potomac. Cash used in operations during the first nine months of 2024 decreased by $2.7 million due primarily to lower operating expenses because of the integration of American robotics and aerobatics and cost-saving actions partially offset by an increase in inventory to support the purchase orders received in the third quarter of 2024. We expect cash utilization to improve in the fourth quarter Improved cash efficiency comes from continued cost controls and operating expense leverage at our OAS business unit, given our expectation of a recovery in revenue and gross profit growth as we fulfill orders from the backlog beginning in the Q4 of 2024. The company expects to fund its operations from the cash on hand as of September 30, 2024, proceeds from financing activities, gross profits generated from revenue growth, potential prepayments from customers for purchase orders, potential proceeds from warrants issued and outstanding, and additional funds that the company may seek through equity or debt offerings and borrowings under additional notes payable, lines of credit, or other sources. In terms of the balance sheet, as of September the 30th of 2024, OnDust Holdings had $27.8 million in convertible notes outstanding. And as mentioned previously, we had $1.5 million in convertible notes outstanding at OnBus Networks. We also had $1.45 million of non-convertible notes payable at OnBus Networks. We have been focused on maintaining liquidity to fund our growth plan. Subsequent to September the 30th, we have raised an additional $3.55 million of capital. This funding in the current fourth quarter includes $3.5 million via a convertible note at OAS, a transaction led by Privet Ventures and Charles & Potomac. Privet Ventures is an investment vehicle owned by our CEO, Eric Brock. In addition, we've established a relationship with Clear, a working capital provider who provided $500,000 to Ondas Networks in October, backed by customer invoices. We expect to have additional liquidity via the Clear relationship to help support working capital needs as orders grow at both Ondas Networks and OAS. And I will now hand the call back to Eric.

Thank you, Neil. Now we will transition to a review of our business units and ask Guy Simpson and Mayor Kleiner to share updates on business development activity and operations at OnDesk Networks and OAS. As I hand the call to Guy, I want to reiterate that we are encouraged by the increasing transparency from certain railroads who have begun to communicate network architecture plans and their vision for 900 megahertz. Of course, we continue to push the railroad customers for visibility on network deployment timelines and orders for 900 megahertz as we prepare for 2025. I have the utmost confidence that OnDesk Network's wireless technology is critically valuable for the rail customers. Despite extended timelines, the opportunity in 900 megahertz, as well as with the other private networks for the Class 1 rails, in addition to global rail markets, remains substantial. Guy, please proceed.

Thank you, Eric. Once again, I'm happy to be here this morning and to share with our investors the progress that Anders Networks is making. In previous calls, I talked about the challenges of working with the railroad's timescales and the general lack of visibility for their deployment plans. The good news is that in Q3, things have definitely improved. Our distribution partner, Siemens Mobility, received an order from Metra, the primary commuter rail system in Chicago, for a system-wide upgrade of their 900 MHz network. This project includes the migration of the network to the new A-block channels and the introduction of 802.16 to support general-purpose IP applications. Siemens Mobility also received an order from a Class 1 railroad to expand a 900 MHz field trial, also in Chicago, that has been supporting live traffic for almost a year. As with METRA, this project includes migration and the deployment of ERA 2.16 in the new 900 MHz A block. This activity will start later this month. Multiple Class 1 railroads have expressed an interest in extending the new 900 MHz network from its primary use of transporting legacy centralized train control, or CTC, traffic to providing a backup for the positive train control, or PTC, applications operating on the 220 megahertz network. This strategy adds resiliency, redundancy, and diversity to critical railroad operations by eliminating single points of failure. Field trials of Airlink 802.16 products supporting the required ITCM messaging over 900 megahertz are scheduled to start later this month. This recent activity not only validates the commitment the AAR has made to the FCC regarding the 900 megahertz network build out, but also that the value of a general purpose network is now being recognized by the railroads. The successful integration of Airlink products into legacy 900 networks is a key milestone on the path to network migration. In Q3, we continued our support of multiple customers to achieve this critical objective. Beyond 900 megahertz, we continue to execute on the new PTC data radio program with our partner Siemens Mobility on behalf of Amtrak. First prototype radios were delivered to Amtrak in Q3, and the development activity is on track to be completed in Q1 of 2025. We are working with Siemens Mobility and Amtrak to expedite the delivery of the first production PTC data radios in Q2 of 2025. We continue to work with Siemens in the UK on a new locomotive radio for the European market, with key development milestones achieved in Q3 2024. We expect to deliver prototype radios in the next few weeks, and we are working with Siemens to identify and actively support the first field trials next year in Europe. In response to various unfortunate events in the rail industry and to support the safe operation of longer trains, the AAR has initiated a program to develop the next generation head-of-train and end-of-train, or NGHE, solutions. Ondas Networks has recently participated in a comprehensive technology bake-off at the AAR's MXV rail test facility in Pueblo, Colorado. During these tests, we successfully demonstrated the enhanced performance of the new 802.16T standard compared with legacy HOT EOT technology and other alternatives. Whilst the visibility of commercial orders for the 900 MHz network is improving, we continue to manage our expenses prudently in advance of substantial commitments. Our confidence in the application of 802.16 wireless technology in the railroad space is finally being rewarded. While there is still much work to be done, I remain extremely positive on our outlook with the railroads. Time and time again, we have proven the value of our technologies and expertise across multiple applications and opportunities. We are building momentum on multiple fronts and well-positioned to execute on the pent-up demand. Now I will hand the call back to Eric. Eric? Thank you, Guy.

I will now ask Mayor Kleiner to take the floor and update us on progress at Andas Autonomous Systems. Mayor's comments will include an update on Iron Drone and Optimus activities with customers. Mayor, please proceed.

Thank you, Eric. Ondas Autonomous Systems had an outstanding quarter, positioning the business for a long-term success. Our hard work in advancing platform development allowed us to generate a record bookings quarter with $14.4 million in purchase orders. This positive trend in bookings validates our decision to focus energy on the military, homeland security and public safety markets and expand the market for both Optimus and Iron One. We will address the increasing global need to protect and secure critical locations, infrastructure, industrial assets and populations. Aerobotics is well known for its ability to produce highly functional and, most importantly, highly reliable autonomous systems meeting the most rigorous and complex standards and requirements. We are providing not just industrial-grade solutions, but also military-grade. Our Iron1 and Optimus dual-use technology platforms demonstrate our proven ability to produce built-for-purpose and scalable autonomous systems. Of course, this is possible because of the talent and experience we have built within our organization. I will give more details about these bookings shortly. During Q3, a robotics primary focus was on continuing to advance the capabilities of the I-101 radar, which included enhancing navigation systems to support operations in complex airspace. In parallel, we are working with our customers and partners on establishing standard operational and sustainment activities to support the deployment of Iron Drone as a security infrastructure. In addition, our Optimus Drone network operations with our local governmental partner in Dubai are expanding and the network is extensively utilized and performing extremely well. We are excited to be at the forefront of public safety urban drone action, where once thought to be futuristic drone operations are now becoming a day-to-day reality. We are looking forward to hearing more good news from Dubai by the end of this year. We are also working on expanding our market reach into Europe and will perform demonstrations in the second half of November for defense, security and critical infrastructure customers with our partner Halasky at the port of Hamburg in Germany. In the U.S., American Robotics have successfully delivered a key contract with the United States Coast Guard for maritime emissions monitoring to support EPA Clean Port Initiative at the ports of Los Angeles and Long Beach as a prime vendor for a U.S. federal agency. American Robotics also advanced and performed multiple demonstrations of the Optimus system to key potential customers, showcasing its capability to remotely operate BVLOS drone fleets by leveraging Optimus FAA type certifications and the Castrol system. We see the American Robotics customer pipeline deepening and maturing, supported by continued successful demonstrations. Indeed, American Robotics will have the opportunity during the fourth quarter to conduct follow-up demonstrations on site with one of the largest police departments in the U.S. We believe AR customers are recognizing the unique capabilities of the Optimus system to meet the highest requirements in providing area security and intelligence for public safety, DOTs, ports and terminal operations, data centers, semiconductor facilities, and construction project management. In addition, OAS entered a strategic alliance with GenLab Venture Studio to develop mutual go-to-market models, leveraging their AI capabilities together with the best-in-class capabilities of the Optimus system in capturing for security and inspection applications and building the large data libraries required to develop sophisticated AI-driven data analytics tools. As I previously mentioned, we had record iBookings for both the i11 Raider and Optimus platforms. I would like to explain and provide details on these orders and how we will deliver these systems and fulfill the customer purchases. We received our initial order for i11 Raider systems, which were deployed to demonstrate the capabilities in a controlled environment. Subsequently, we received an additional order for specific technical upgrades during August. Lastly, during September, we completed a third order for fleet deployment in multiple locations for this customer. These deployments are for live military activities defending borders, assets, and ground forces. These orders for Iron One totaled approximately $9 million. For the Optimus system, we received a significant order from a different division for the same military customer, which amount to approximately $5.4 million. These Optimus systems are intended to provide a perimeter and border security. We believe there are few, if any, systems comparable to Optimus able to deliver persistent availability and reliability and meet the environmental and complex aerial operations required for military and homeland security deployments. This order demonstrates our ability to address these requirements and we expect this to support a large opportunity for military base and border security for this customer, as well as for global defense customers, including in the United States. In short, our serviceable and obtainable market for both R&R and Optimus have expanded dramatically in the last six months. We intend to expand our distribution capabilities to address the global military and homeland security markets for both Iron One and the Optimus system. We are looking forward to fulfilling the Q3 orders during Q4 and Q1 2025. As we deliver these systems, we are expanding success-based opportunities with this customer and many other governmental customers in the defense sector, which will be our focus during Q4 and into 2025. We will be advancing the required specific upgrades of our systems and focusing on executing operational deployments in multiple locations and implementing sustainment activities to support our customers and partners. We will also be working on securing follow-on volume orders and building our supply chain and services infrastructure to sustain our business growth. We are looking to capture new global defense customers, leveraging these activities with our current customers. As I mentioned in the opening, we are witnessing strong utilization of our drone network in Dubai and expect to see more orders coming during Q4. We are looking forward to expanding this network and services it provides to new stakeholders and applications with AI technology and other cutting-edge capabilities. OAS will continue to promote its solutions in Europe with our partner Halasky and more potential customers. We will drive the expansion of the Optimus system in the U.S. market, which is growing rapidly as more police departments and communities, as well as owners and operators of critical infrastructure and technology assets, realize the opportunity and benefits of fully autonomous drones. I will end the call now to Eric, who will dig a little deeper into the public safety market and the rapidly growing and involving drone as a first responder market over the last few years.

Thank you, Mayor. I want to take some time to share some context on the rapidly growing and evolving opportunity in public safety. For many years, public safety has been considered an attractive target market for drones for a very simple reason. Drones save lives. They save lives for both citizens and first responders themselves. Indeed, this market has always been a focus for aerobatics, and you can see that we are addressing the highest end of public safety in Dubai, where we are deploying Optimus as drone infrastructure with our customer. Operations like those we support in Dubai are increasingly being described as DFR 3.0, which I will come back to. But first, some context. When responding to emergencies, first responders like police officers and firefighters are faced with many unknowns. How serious is the issue? What is the threat? How many people are at risk? And how many perpetrators are there? Are there weapons involved? And so forth. Not understanding these risks has consequences. When drones fail to arrive at the scene before officers, crucial issues ranging from car accidents to violent crimes can remain unaddressed. In the case of car accidents, for example, the absence of drones can lead to delayed assessments of the scene, hindering the identification of the most severely injured victims and slowing down the delivery of emergency medical services, such as ambulances. Without the aerial perspective, traffic flow around an accident might not be managed efficiently, causing further delays and secondary collisions, all of which creates real-world economic and social issues. In a violent crime scenario, such as an armed robbery or assault, drones provide a vital real-time overview, helping to track suspects and gather crucial evidence. Without this rapid response, police officers might miss critical moments that could prevent further violence or aid in apprehending suspects. These examples and countless more underscore the importance of timely drone deployment to enhance situational awareness and response effectiveness. So the drone as first responder or DFR concept evolved a number of years back as law enforcement and rescue organizations realized the benefits of equipping police officers and firefighters with manually operated tactical drones. We have seen many successful and growing implementations of drone programs around the country and these organizations, their communities, and importantly, the folks in charge of municipal budgets have increasingly realized the value and scalability of autonomous drone networks. This is because attaching a piloted tactical drone to the dispatch unit doesn't shorten the response time, as the drone needs to be mobilized to the scene. For this purpose, a more strategic network of drones should be in place, allowing for shorter mobilization times by leveraging flight capabilities. This is now being called DFR 3.0 by some of the industry. As we see in Dubai, public safety organizations are looking for automated drone platforms that are highly reliable and capable of true, fully remote and scalable operations. The autonomous drone adoption cycle is accelerating as agencies see the huge value from drones in saving lives. The high level of autonomy unlocks scalable operations, which we believe will drive the next leg of growth in public safety. As drone infrastructure is deployed, municipalities are seeking to centralize the remote operating centers and provide services across multiple agencies. In this instance, police, fire, transportation, ports, and many other municipal agencies can be served by shared drone infrastructure across an urban environment that is centrally operated by the public safety organization. We can see the competition building around this use case as more and more drone companies are launching new drone box solutions. And we are very excited to observe the market evolving around this application, not only because we have always known these are life-saving technologies and services with a positive impact on communities, but also because we have been working on this vision for almost a decade. To be very clear, our Optimist system holds one of the most promising solutions for DFR 3.0, and we believe major public safety and security organizations are recognizing this. We have already nailed it in Dubai and with our FAA type certification, we are ready to provide this platform solution in US cities via America robotics. Removing the human factor from drone operations is not an easy task. It requires deep technology and experience, which of course we have in spades. So DFR 3.0 requires scalable shared infrastructure that is proven and reliable. It requires full autonomy, scalable remote operations, 24-7 availability and the ability to service multiple agencies across the drone network. We look forward to sharing more details on this exciting VFR market in the quarters ahead. Let's wrap the call now and summarize the outlook for Q4 and provide some context as to how and where the business will develop in 2025. We expect modest revenues for on-desk networks in Q4, mostly driven by development programs. However, we continue to see a major financial opportunity in 900 megahertz and beyond and are optimistic that railroad orders will emerge in 2025. For OAS, we see significant revenue growth beginning in the fourth quarter as we begin to fulfill the military orders announced in Q4. In addition, we expect to land additional orders at both aerobotics and American robotics in Q4 and to build backlog for 2025. I believe the revenue recovery beginning at OAS this quarter will be strong and durable for both our Optimus and Iron Drone platforms. Demand for Optimus is expected from both existing customers in the Middle East and rest of the world and a growing opportunity set in the United States with American Robotics. We're deploying Iron Drone systems integrated with the requisite command and control infrastructure in the field and are developing standard operating procedures and sustainment activities with our customer and partners. We expect combat success will result in volume orders for the Iron Drone platform and an expansion of the program. In parallel, we are preparing to increase production capacity, field deployment and sustainment capability, and expanded marketing to other defense and security customers globally. The opportunity to expand both Iron Drone and Optimus with our current customer as well as with allied militaries is substantial and likely to be additive to 2025 from an order and revenue standpoint. We believe we will demonstrate progress on the DFR 3.0 opportunity in the coming months, both with existing and new customers, including in the United States, which will also contribute to revenue in 2025. I want to highlight, I am very happy with the new customer demonstration training in Remote Operations Center in Maryland that Tim Tenney and our American Robotics team have stood up. This is supporting the maturation of our customer pipeline and accelerating sales cycles for customers and public safety, as well as those protecting critical assets such as ports and critical technology infrastructure, including data centers and semiconductor facilities. We expect to establish additional similar customer centers in the United States in 2025, specifically targeting military customers, and in Europe, targeting DFR ports and critical infrastructure. The need to protect and secure military locations, critical civil and industrial infrastructure and technology assets, and for public safety and emergency response capabilities continues to grow in importance. We have the product platforms and services portfolio to meet the needs of the highest end of these markets. Turning now to our liquidity position in the NASDAQ listing. As Neil said, we may seek additional funds through equity or debt offerings and or borrowings under additional notes payable, lines of credit, or other sources. Additionally, we expect non-dilutive funding to be available to support working capital from our new financial partner, Clear, for both Andas Networks and OAS. We are grateful for Charles and Potomac's ongoing support and investment, and I personally participated in the OAS convertible with a $1 million investment. We remain very bullish on the outlook for ONDOS in our business units. In addition, we have requested an additional 180-day compliance period from the NASDAQ to regain compliance with NASDAQ's minimum bid price requirement. We believe we meet the requirements for an extension and will share an update on the request when we are notified by the NASDAQ. I want to now wrap our prepared remarks. This has been quite a year for ONDOS where we've had to navigate issues ranging from rail timeline uncertainty to, of course, the conflicts in Israel. Our teams remain totally committed to our objectives, and we are positioned to deliver. We have now regained our momentum, and we expect to close 2024 on a strong note. Further, we are prepared for and very optimistic about 2025. With that said, let's see if there are any questions. Operator?

We will now begin the question and answer session. To ask a question, you may press star then one on your telephone keypad. If you are using a speakerphone, please pick up your handset before pressing the keys. If at any time your question has been addressed and you would like to withdraw your question, please press star then two. At this time, we will pause momentarily to assemble our roster. The first question comes from Mike Lattimore with Northland Capital Markets. Please go ahead.

It's on the big orders in the quarter there. In terms of the iron drone prospect, Eric, you talked about, you know, demonstrating combat success could lead to more volume orders. I guess can you explain that a little bit more, you know, Have you had convex success? How long, you know, would it take? And if not, how long would it take to kind of prove that out? Just trying to get a sense of when another kind of, you know, major iron drawing order might come in.

I'm going to ask Mayor to comment on that. Thank you, Mike.

Eric, do you want me to take it? Yeah. Let's see it. Uh, so I can't say specific about what's happening here in Israel, but, uh, as we mentioned before, we sell for, uh, uh, for IDF specific, uh, iron one, and we work together with them in the last eight months.

Yeah. So to, to, uh, add on that, um, you know, we are in the process of, uh, of delivering on the orders. And we've described the activities around the delivery, which is installing the systems as infrastructure integrated with the technologies around command and control, detection, et cetera. And as we're doing that, you know, we're prepared to be live in operations. We can't give specifics on timelines as to when that, you know, where we are in that process. Okay, go. I will say this, Mike, and I just say this. I mean, we do expect orders in 2025, but we can't be more precise just yet.

Okay, got it. And then on the DFR opportunity UF, do you need to get any kind of additional, you know, certifications to be able to have autonomous drones kind of working in these use cases you're pursuing?

No, we just have to go through the regulatory processes that we go through with all the other work we're doing here in the U.S. And with that, it would be integrating into the operations with the police departments we work with. And I'd say the DFR opportunity ranges from, in terms of the applications, very similar, whether you're talking about working with public safety or protecting critical assets like ports, data centers, et cetera.

So you don't need any of that sort of?

So just to add on what Eric said, so after we got the type certificate from the FAA, the Federal Aviation Administration, so the regular process is much more quicker and easier for us to deliver the first responder.

Got it. Great. And then the last one, just on gross margin, I know you talked about this quarter having project revenues. What is kind of a good gross margin to think about on this $14 million awarders?

Oh, for the $14 million, it'll be north of 50%. Got it.

Got it. Perfect. Next slide. Sure.

The next question is from Glenn Madison with Leidenberg-Foeman. Please go ahead.

Hi. Yeah, congrats on that quarter. And strong orders on the OAS side in particular. Remind me, sorry, I'm jumping across a couple of calls. Did you say the 14 million of orders that most would be recognized in Q4 and Q1? Did I hear that correctly? Yes. Great. And then talking about the Dubai opportunity, can you remind us, I believe the total order announcement early on was 22 systems. Can you remind me how many? they ship shipped so far, how many you've shipped so far. And was it 22 by the end of 2025? Is that still kind of the timeframe or is it, can you just give us a sense?

Yeah. So we, we've shipped eight systems to the customer, uh, and they're still without having 22 systems, uh, by the end of 2025.

Okay. So, uh, so that, that, um, potentially could backfill kind of, uh, Because you're going to have a surge in OAS revenue over a couple quarters here, and then there will be some new orders that come online, theoretically, as well as that to kind of backfill out the rest of the year. Do you think the year kind of trends higher as you go throughout the year, or do you think it's kind of front-end loaded, the top line?

I think it's certainly going to start strong with strong year-over-year growth. I think we can sustain those levels and build on them through the rest of the year. So you're right, we have existing customers that, you know, we expect to grow with and also, you know, growing with our military customer and military customers. And we pointed to activity here in the United States with American Robotics, which will be additive as well.

Great, and nice to see some progress on the network side. Is there inventory that needs to be worked through at Siemens still at this point, or, you know, so will orders turn into revenue quickly, or will there be a lag in that process?

There'll be a bit of a lag with these initial orders we've announced, but as the railroads expand and more railroads get engaged, Siemens will be in the need of reordering. So, yeah, So, you know, the order from, say, Metra, just to be specific, will be fulfilled from the Siemens inventory. But from here, we see them starting to eat through that. So, you know, 2025, we'll definitely be getting reorders based on our current expectations.

Great. That's it for me. Thanks, and congrats again.

Thank you.

The next question is from Matthew Galenko with Maxim Group. Please go ahead.

Hey, thanks for taking my question. Hard to, I guess, have a call this week without talking about the election a little bit. So can you give us a preliminary view on how the change in U.S. government control might change the trajectory of the DFR opportunity in the U.S. and federal support of the domestic drone industry?

Yeah, so Matt, I'll say I think the support is really across both aisles for DFR and more broadly for commercial and military use with drones and integrating that into our security infrastructure. So that's the short answer. I will say at the margin that we've seen with the new administration, a particular focus on supporting the domestic drone sector. But again, I think that's really broadly shared. But as it relates to supporting U.S. producers, I think if I netted it all out, I'd say it's a positive for sure. Got it.

Thanks. I guess follow up to that. Is Marketing Optimist to military in conjunction with Iron Drone an unexpected move evolution for 2025? I know we've talked about it a little bit before, but it seems like it's come on relatively quickly. So, you know, maybe talk about, you know, where that's mapped against your expectations of Optimus' development.

Well, Matt, I think the answer is yes to that. We've always viewed Optimus as a very robust, not just industrial-grade, but military-grade system. But we've seen in defense markets, globally, this move towards deploying more and more autonomous technologies. So that's happened probably a bit quicker than we've seen. And there's no question that the order we received in Q3 for Optimus for the specific use cases to protect military bases and border checkpoints was as we're looking at other mobile defense customers. So I'd say, yeah, for sure. Optimists in 2025, as we're looking for global defense markets, it's probably coming a little sooner than we would have planned.

Got it. And final question for me, just the ability to scale optimist production in light of that, maybe quicker build than that opportunity. You know, do you, Do you feel like you're in a position where you can source components and get the building done? Or what has to happen to get to that point?

So where we are today, we feel good about our production capabilities. And I'll remind you that the Optimus system is a very high-end solution. So what we're not doing is building 1,000 or 10,000 small disposable or treatable drones that are $2,000, $5,000, $10,000. Our system is robust premium. So we think on the supply chain that we're in good shape. But with that said, we do have to prepare for expanded demand, and we also have to ensure that we're able to produce locally, particularly at the United States market. So we're doing that work now to broaden our capabilities as it relates to the supply chain.

Great. Thank you.

Sure. Thanks, Matt.

The next question is from Timothy Horan with Oppenheimer. Please go ahead.

Hi, guys. Thanks a lot. Eric, maybe just once again, can you give us a bit of an update on, you know, how much you think that rails need to spend to clear the spectrum and, you know, your best guess on the timing? And I guess, can they meet the, you know, the FCC deadlines? You know, I know it's a lot of moving parts out there. And then, you know, secondly, just a bit of an update on, you know, liquidity and, you You know, how do you meet the requirements over the next year that you have? And then just kind of any update on the stock listing, you know, what you guys need to do. Thank you.

Sure. So deadlines, cash, liquidity, and NASDAQ listing. Okay. We're in this town. So on the deadlines, I'll say that, you know, Be careful. And, you know, they have said publicly as recently as the third quarter that they intend to meet the deadline to retire the legacy network. And, you know, for us to be able to support that, we're going to need some lead times, right, because it's a big project and we're working with them on that. um as it relates to tams uh the tam that we we see uh still uh remains the same you're talking about the same network uh coverage or territories that need to be covered in 900 megahertz so you know the base station infrastructure is what it is uh and then of course um you know the edge remotes for the applications around train control are what they are as well we know those locations so So, we think they're similar. I will say that, and Tim, Guy went into some detail on the network architecture plans for the railroads. And one of the things that we've seen is that the railroads will be using 900 as a primary network in certain locations and also as a secondary or redundant network as well. And I think that, you know, is really – it's great for us to get that visibility because now, you know, we're getting confirmation that they intend to build, and we're still waiting on when that inflection point comes in orders, but we do see it's – we do believe it's coming soon. And, you know, and that could mean that – because now if we're using 900 as a redundant network, It could mean we have more edge opportunity with edge remotes because we'd be carrying multiple applications, including PTC backup in that situation. And then on the liquidity front, I'm limited in what I can say other than our prepared remarks. We do see at OnDesk Networks that Charles and Potomac has been very supportive of and that, you know, on OAS, as we outlined at our investor day in September, we do have a multi-stage capital plan. We've started the first phase of that, which was the offering that I participated in with Charles and Potomac. And I guess, you know, we could just say that we're going to continue to work on that. And the last question you had was around the listing of And we have applied to the NASDAQ for an extension. And, you know, we do believe we meet the requirements of that extension. And I think we're going to find out soon on that. Thank you. Sure. Thank you.

The next question is from Carter Mansbach with Fort Capital Group. Please go ahead.

Good morning, gentlemen. First, I want to say three things. Thank you so much for the update on the listing because that's been a level of angst for a lot of investors and we look forward to hearing the update secondly congratulations on the on the drone side of the business 14.4 million is tremendous considering where you guys have come from and i think equally as important is the rails so if you could give me just more in english some color on what exactly you've achieved with the rail one and last point on this is um From my knowledge being involved with the company for so many years, you know, it seemed always that one rail goes, the others go with them because they're all interconnected. So would you agree with that statement? And would you agree with the general statement that 2025 or on this as a whole is the beginning of the hockey stick for the company?

All right, Carter. Yeah, so I'll start with the last comment and agree with you. I do believe 2025 is the beginning of the hockey stick, and maybe it's even Q4. You are spot on when you're suggesting that the railroads are interconnected. And the first rail is to move on upgrading a major network. It's always the hardest. But it's very important, the activity we've seen in Chicago with Metra and the other Class 1 railroads that we've discussed, because what they're demonstrating is not just that the system is robust and meeting mission-critical requirements, but also demonstrating that with the customers have an operational and migration plan to deploy a new network. And that's really important because when you make these network upgrades, you have to do it in the context of rail operations continuing. So this is what we've talked about in the past, is the backwards compatibility, for example. And then the migration plan is how you put new base stations in, make them backwards compatible with the remote radios, and then you continue to go and the railroads continue their operations. So So I think you're going to see as we're going into 2025, there's going to be a lot more public conversation about this in the industry because it's actually going. And, you know, this is something that we've been working on for the last five years, but when you see action in the field, things change. So was there anything else that you would ask, Carter? Sure.

Yeah, the only thing I was asking was just a little more color on what you actually achieved with the RHEL ones. So, you know, this latest development.

So firstly, it's really simple. I think we achieved clarity. And Guy, maybe you can speak to that a bit.

Yeah, happy to, Eric. Hi, Carter. I think the key thing here is that all the time and effort that we've put into working with the railroads, either in their test labs or in field deployments, is paying off. It does take a while. The railroads move somewhat slowly, and it does take them a while to figure it out. But as you made the point, I think that once the first one of them moves, especially in a place like Chicago, the others follow. And that is now happening. We're seeing that in that, you know, the diligence that we've put into and the time and effort into getting there, you know, building confidence with them that we have a long-term, you know, sustainable solution for them in the 900 megahertz is, again, is paying off.

Wow. Okay. Well, guys, thank you so much, and I really appreciate the update. And congratulations on all the developments. 2025 should be very interesting. Thanks again. Thank you.

This concludes our question and answer session. I would like to turn the conference back over to Eric Brock for any closing remarks.

Okay. Thank you, operator.

I'm just going to close the call by simply thanking everyone again for attending. We have a lot of work to do, and we're going to get right back at it. So, you know, in the meantime, we'll stay in touch, but we'll be talking soon. So thank you very much.

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.