DUKE Robotics Corp.
For the period ended Dec 31, 2024. Filed Mar 20, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Mar 20, 2025
DUKR$3.01+4.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-K
Period ended 2023-12-31; filed 2024-03-15.
0001213900-24-022826
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-K
Period ended 2024-12-31; filed 2025-03-20.
0001213900-25-025286
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 32 previous paragraphs and 33 current paragraphs.
14 unchanged; 15 reworded; 4 added; 3 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 1 previous and 1 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (4)
Current report
We are a robotics company developing an advanced robotics system that enables remote, real-time, pinpoint accurate firing of small arms and light weapons. Our advanced robotics system can achieve pinpoint accuracy regardless of the movement of the weapons platform or the target. We also introduced an insulator cleaning drone, which is a drone technology for conducting routine maintenance of critical infrastructure for cleaning electric utility cable insulators.
Current report
On October 28, 2024, a Certificate of Amendment to our Articles of Incorporation with the Nevada Secretary of State to change the Company’s corporate name from UAS Drone Corp. to DUKE Robotics Corp. effective as of November 4, 2024.
Current report
In connection with the Certificate of Amendment, we also filed an issuer notification form with FINRA reflecting our name change and requesting a change in its trading symbol from “USDR” to “DUKR”. Effective as of market open on Monday, November 4, 2024, the name changed to DUKE Robotics Corp. and the transition of its OTCQB ticker symbol from “USDR” to “DUKR” took effect.
Current report
On February 18, 2025, we announced that we established Duke Greece, a wholly owned subsidiary which is focused on expanding our innovative IC Drone technology in Greece. Our innovative IC Drone technology provides utility companies with a safer, more efficient, and environmentally sustainable solution for maintaining high-voltage electric infrastructure as well as potential other applications of our technologies and capabilities. The subsidiary is expected to facilitate market expansion, strategic partnerships, and additional revenue streams in Greece. While we anticipate initial setup and operational costs, we believe this investment will drive long-term growth.
Removed paragraphs (3)
Previous report
On September 2, 2019, we executed the Promissory Note having a total principal amount of $35,000 bearing interest at 6% per annum and maturing September 2, 2021. The Promissory Note was a non-recourse and carried no personal guarantees. In conjunction with the consummation of the Share Exchange, and as a condition thereof, on March 6, 2020, we entered into several Securities Exchange Agreements, on the same terms, to exchange the Promissory Note for 9,623,621 shares of our Common Stock. On May 18, 2021, we issued 54,019 shares of Common Stock of the Company, to several holders pursuant to the terms of the Security Exchange Agreements pursuant to which, such holders were entitled to an anti-dilution clause in the event that the Convertible Debentures were converted into shares of our Common Stock.
Previous report
In connection with the Share Exchange, immediately prior to the Effective Time, we entered into several Convertible Loan Agreements, on the same terms, in the aggregate amount of $965,000. The terms of the Convertible Loan Agreements required repayment of the borrowed amount by the one-year anniversary of the Effective Time, unless, at our discretion, and subject to its compliance with any and all terms of the material terms of the Convertible Loan Agreements, the term of such loans is extended for an additional twelve (12) month period. The terms of the Convertible Loan Agreements also provide that we may repay any portion of the remaining outstanding loan amount, without penalty, provided, however, that the Company provides the specific lender with three business days’ written notice prior to such repayment, during which time the lender may elect to convert any or all of the outstanding loan amount into shares of common stock of the Company. The Convertible Loan Agreements bore simple interest at a rate equal to 15% per annum, payable on the 15th day of each calendar month. On December 9, 2020, we utilized our rights under the Convertible Loan Agreements and extended the terms of the loans for an additional twelve months. During March 2021, a portion of the Convertible Debentures, representing principal amount of $130,000 was converted into 347,594 shares of Common Stock and during May 2021, we repaid the full balance of the principal of the Convertible Loans in the amount of $835,000.
Previous report
Also, in connection with the Share Exchange, we entered into Exchange Agreements with our outstanding debt with Alpha and GBC to respectively cancel existing debentures or debt in the total amount of $658,323 and in exchange issue new debentures in the aggregate amount of $400,000 and issue 698,755 and 65,198 shares of common stock to each of Alpha and GBC, respectively. The New Debentures matured three years from the Effective Date, bore interest at a rate of 8% per year and were only convertible into shares of the Company’s common stock, at an original conversion price of $0.3740; provided, however, that such Original Conversion Price shall be adjusted downward in the event that the Company, as applicable, sells or grants any options to purchase or sells or grants any right to reprice, or otherwise dispose or issues any common stock or common stock equivalents entitling any purchaser to acquire shares of the Company’s common stock at an effective price per share that is lower than the Original Conversion Price (such issuance, a “Dilutive Event”). In the event of a Dilutive Event at any time from the Effective Time through the six (6) month anniversary of the Effective Time, any such adjustment shall occur immediately after the completion of such period. Subsequent to March 31, 2021, a portion of the Convertible Debentures, representing an aggregate amount of $110,614 (including interest) was converted into 295,759 shares of Common Stock. During May 2021, we prepaid the full balance of the principal and interest amount of the Convertible Debentures in the amount of $108,541.
Reworded paragraphs (15)
Previous wording
On January 29, 2021, we, through Duke Israel, and Elbit, entered into the Collaboration Agreement for the global marketing and sales, and the production and further development of our developed advanced robotic system mounted on an UAS, armed with lightweight firearms, which we market under the commercial name “TIKAD.”
Current wording
On January 29, 2021, we, through Duke Israel, and Elbit, entered into the Collaboration Agreement for the global marketing and sales, and the production and further development of our developed advanced robotic system mounted on an UAS, armed with lightweight firearms, which we market under the commercial name “TIKAD.” While the agreement was intended to facilitate commercialization and we are aware that Elbit is marketing drone-mounted remote weapon systems, including a system in the name of “Bird of Prey”. We requested reports from Elbit regarding sales and royalties related to drone-mounted remote weapon systems, as outlined in the Collaboration Agreement and it is in discussion with Elbit.
Previous wording
On August 15, 2022, Duke Israel introduced the IC Drone, a drone technology for conducting routine maintenance of critical infrastructure and has signed an agreement with IEC to provide drone-enabled systems for cleaning electric utility cable insulators. During October 2023, we successfully completed our obligations under its agreement with the IEC.
Current wording
On August 15, 2022, Duke Israel introduced the IC Drone, a drone technology for conducting routine maintenance of critical infrastructure and has signed an agreement with IEC to provide drone-enabled systems for cleaning electric utility cable insulators. During October 2023, we successfully completed our obligations under its agreement with the IEC. Following that successful pilot, in August 2024, we, through Duke Israel, entered into an agreement with the IEC to provide high-voltage insulator washing services using IC Drone system.
Previous wording
Revenues. We had $300,000 in revenues for the year ended December 31, 2023. During the year ended December 31, 2022, we had no revenues. The revenues for the year ended December 31, 2023 were derived from our agreement with IEC to provide drone-enabled systems for cleaning electric utility cable insulators, which we successfully completed during October 2023.
Current wording
Revenues. We had $108,000 in revenues for the year ended December 31, 2024. During the year ended December 31, 2023, we had $300,000 in revenues. The revenues for the year ended December 31, 2023 were derived from our earlier August 2022 collaboration and development agreement with IEC to provide drone-enabled systems forhigh-voltage insulator washing, which we successfully completed during October 2023. The revenues for the year ended December 31, 2024, were derived from our August 2024 commercial agreement for high-voltage insulator washing services with the IEC. These services to IEC are seasonal in their nature (spring to fall seasons) and revenues derived from the 2024 agreement commenced during the mid-season, in August 2024.
Previous wording
Cost of revenues. During the year ended December 31, 2023, we had $273,000 in cost of revenues expenses, compared to $0 for the year ended December 31, 2022. The cost of revenues in 2023 mainly consists of professional services associated with our agreement with IEC as detailed above.
Current wording
Cost of revenues. During the year ended December 31, 2024, we had $71,000 in cost of revenues expenses, compared to $273,000 for the year ended December 31, 2023. The cost of revenues in 2024 mainly consists of professional services associated with our agreements with the IEC as detailed above. The cost of revenues for the year ended December 31, 2023 were derived from our earlier August 2022 collaboration and development agreement with IEC to provide drone-enabled systems forhigh-voltage insulator washing, which we successfully completed during October 2023. The cost of revenues for the year ended December 31, 2024, were derived from our August 2024 commercial agreement for high-voltage insulator washing services with the IEC commenced during in August 2024.
Previous wording
Research and Development. During the year ended December 31, 2023, we had $3,000 in research and development expenses, compared to $20,000 in research and development expenses for the year ended December 31, 2022. The decrease in our research and development are mainly due to activities related to the TIKAD product which are carried out by Elbit pursuant to the Collaboration Agreement.
Current wording
Research and Development. During the year ended December 31, 2024, we had $157,000 in research and development expenses, compared to $3,000 in research and development expenses for the year ended December 31, 2023. The increase in our research and development are mainly due to professional services and other field tests associated with our continued development of additional capabilities of our IC Drone system.
Previous wording
General and Administrative Expenses. For the year ended December 31, 2023, our general and administrative expenses amounted to $826,000, of which $575,000 were related to professional services, such as accounting, auditing, insurance costs, consulting and legal services, and $108,000 were related to stock-based compensation expenses, and were $1,104,000 for the year ended December 31, 2022, of which $598,000 were related to professional services and $426,000 related to stock-based compensation expenses. This decrease in general and administrative expenses for the year ended December 31, 2023, was mainly due to the decrease in share-based compensations expenses.
Current wording
General and Administrative Expenses. For the year ended December 31, 2024, our general and administrative expenses amounted to $905,000, of which $685,000 were related to professional services, such as accounting, auditing, insurance costs, consulting and legal services, and $28,000 were related to stock-based compensation expenses, and were $826,000 for the year ended December 31, 2023, of which $575,000 were related to professional services and $108,000 related to stock-based compensation expenses. This increase in general and administrative expenses for the year ended December 31, 2024, was mainly due to an increase in professional services partially offset by a decrease in stock-based compensation expenses.
Previous wording
Financial Income, net. For the year ended December 31, 2023, our financial income amounted to $76,000 as compared to $23,000 for the year ended December 31, 2022. The reason for the increase in financial income for the year ended December 31, 2023, was mainly due to the increase in interest income on bank deposits resulted from the increase in interest rates.
Current wording
Financial Income, net. For the year ended December 31, 2024, our financial income amounted to $40,000 as compared to $76,000 for the year ended December 31, 2023. The reason for the decrease in financial income for the year ended December 31, 2024, was mainly due to the decrease in our available cash which resulted in a decrease in interest income on our bank deposits.
Previous wording
Net Loss. For the year ended December 31, 2023 and 2022, we recorded a net loss of $726,000 and $1,101,000, respectively, which represented a decrease compared to the year ended December 31, 2022, of $375,000.
Current wording
Net Loss. For the year ended December 31, 2024 and 2023, we recorded a net loss of $985,000 and $726,000, respectively, which represented an increase compared to the year ended December 31, 2024, of $259,000.
Previous wording
Our significant accounting policies are discussed in Note 2, “Summary of Significant Accounting Policies,” of the notes to consolidated financial statement, which are incorporated by reference into this prospectus. Our management believes that, as for the financial statements for the periods included in this prospectus, the accounting for share based compensation is critical accounting policy. However, due to the early stage of operations of our Company, there are no other accounting policies that are considered to be critical accounting policies by management.
Current wording
Our significant accounting policies are discussed in Note 2, “Summary of Significant Accounting Policies,” of the notes to consolidated financial statement, which are incorporated by reference into this prospectus.
Previous wording
Since inception, we have devoted substantially all our efforts to research and development and have incurred accumulated losses of $9,947,000.
Current wording
Since inception, we have devoted substantially all our efforts to research and development and have incurred accumulated losses of $11,162,000.
Previous wording
During the year ended December 31, 2023, our loss of $726,000 included non-cash stock-based compensation of $108,000. As of December 31, 2023, we had a working capital of $2,011,000 as compared to a working capital of $2,674,000 as of December 31, 2022.
Current wording
During the year ended December 31, 2024, our loss of $985,000 included non-cash stock-based compensation of $28,000. As of December 31, 2024, we had a working capital of $1,010,000 as compared to a working capital of $2,011,000 as of December 31, 2023.
Previous wording
As of December 31, 2023, we had a cash balance of $2,281,000 compared to the cash balance of $2,849,000 as of December 31, 2022. The reason for the decrease in our cash balance was mainly due to the operating expenses describe above.
Current wording
As of December 31, 2024, we had a cash balance of $1,256,000 compared to a cash balance of $2,281,000 as of December 31, 2023. The reason for the decrease in our cash balance was mainly due tothe operating expenses describe above.
Previous wording
Cash used in operations for the year ended December 31, 2023, was $548,000 as compared to cash used in operations of $672,000 for the year ended December 31, 2022. The reason for the decrease in cash used in operations is related to the decrease in our operating expenses and cash received under our Collaboration and Development Agreement with the IEC.
Current wording
Cash used in operations for the year ended December 31, 2024, was $918,000 as compared to cash used in operations of $548,000 for the year ended December 31, 2023. The reason for the increase in cash used in operations is mainly related tothe increase in our operating expenses.
Previous wording
As of December 31, 2023, and December 31, 2022, the outstanding balances of such stockholders’ loans were $314,000 and $305,000, respectively.
Current wording
As of December 31, 2024, and December 31, 2023, the outstanding balances of such stockholders’ loans were $322,000 and $314,000, respectively.
Previous wording
On May 11, 2021, we entered into securities purchase agreements with eight (8) non-U.S. Investors, pursuant to which we, in a private placement offering, agreed to issue and sell to investors an aggregate of: (i) 12,500,000 shares of our Common Stock at a price of $0.40 per share; and (ii) warrants to purchase 12,500,000 of our Common Stock. The warrants were exercisable immediately and for a term of 18 months and have an exercise price of $0.40 per share. The aggregate gross proceeds from the offering were approximately $5,000,000 and the offering closed on May 11, 2021. On April 5, 2022, we entered into an agreement with the Investors pursuant to which we extended the term of the warrants, to expire on November 11, 2023. On November 1, 2023, we and the Investors executed a second extension agreement, such that the term of the warrants was extended so that they now expire on November 11, 2024.
Current wording
On May 11, 2021, we entered into securities purchase agreements with eight (8) non-U.S. Investors, pursuant to which we, in a private placement offering, agreed to issue and sell to investors an aggregate of: (i) 12,500,000 shares of our Common Stock at a price of $0.40 per share; and (ii) warrants to purchase 12,500,000 of our Common Stock. The warrants were exercisable immediately and for a term of 18 months and have an exercise price of $0.40 per share. The aggregate gross proceeds from the offering were approximately $5,000,000 and the offering closed on May 11, 2021. On April 5, 2022, we entered into an agreement with the Investors pursuant to which we extended the term of the warrants, to expire on November 11, 2023. On November 1, 2023, we and the Investors executed a second extension agreement, such that the term of the warrants was extended to expire on November 11, 2024. On June 20, 2024, we entered into a Warrant Amendment Agreement with the Investors to amend the terms of the warrants issued in connection with the May 11, 2021 securities purchase agreements. Under the Warrant Amendment Agreement, we and the Investors agreed to: (i) extend the warrant exercise term to May 11, 2026; (ii) amend the warrant exercise price, increasing it from $0.40 per share to $0.65 per share; and (iii) include a beneficial ownership blocker that limits the exercise of such warrants if the exercise would result in the holder beneficially owning more than 19.99% of the Company’s common stock immediately following the exercise.