ACTELIS NETWORKS INC

For the period ended Sep 30, 2025. Filed Nov 14, 2025.

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 14, 2025

ASNS$0.04+15.5%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 1. Condensed Consolidated Balance Sheets

CONDENSED CONSOLIDATED BALANCE SHEETS

( U. S. dollars in thousands except for share and per share amounts)

	Sep 30, 2025	December 31, 2024
Assets
CURRENT ASSETS:
Cash and cash equivalents	1,454	1,967
Restricted cash equivalents	304	300
Restricted bank deposits	73	-
Trade receivables, net of allowance for credit losses of $168 as of September 30, 2025, and December 31, 2024.	624	1,616
Inventories	2,675	2,436
Prepaid expenses and other current assets, net of allowance for doubtful debts of $181 as of September 30, 2025, and December 31, 2024.	791	584
TOTAL CURRENT ASSETS	5,921	6,903
NON-CURRENT ASSETS:
Property and equipment, net	32	38
Prepaid expenses and other	463	492
Restricted bank deposits	30	91
Severance pay fund	254	205
Operating lease right of use assets	137	410
Long-term deposits	95	86
TOTAL NON-CURRENT ASSETS	1,011	1,322
TOTAL ASSETS	6,932	8,225

CONDENSED CONSOLIDATED BALANCE SHEETS (continued)

(U. S. dollars in thousands)

	Sep 30, 2025	December 31, 2024
Liabilities and shareholders’ equity
CURRENT LIABILITIES:
Credit line	99	774
Short-term loan	405	-
Trade payables	724	982
Deferred revenues	230	246
Employee and employee-related obligations	697	688
Accrued royalties	660	673
Current maturities of operating lease liabilities	117	415
Other current liabilities	548	805
TOTAL CURRENT LIABILITIES	3,480	4,583
NON-CURRENT LIABILITIES:
Long-term loan	150	150
Deferred revenues	47	92
Accrued severance	281	229
Other long-term liabilities	9	186
TOTAL NON-CURRENT LIABILITIES	487	657
TOTAL LIABILITIES	3,967	5,240
COMMITMENTS AND CONTINGENCIES (Note 5)
SHAREHOLDERS’ EQUITY:
Common stock, $0.0001 par value: 30,000,000 shares authorized: 17,467,350 and 7,623,159 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively.	1	1
Non-voting common stock, $0.0001 par value: 2,803,774 shares authorized as of September 30, 2025, and December 31, 2024, None issued and outstanding as of September 30, 2025 and December 31, 2024.	-	-
Additional paid-in capital	52,767	47,046
Accumulated deficit	(49,803)	(44,062)
TOTAL SHAREHOLDERS’ EQUITY	2,965	2,985
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	6,932	8,225

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(U. S. dollars in thousands)

	Nine months ended September 30,		Three months ended September 30,
	2025	2024	2025	2024
REVENUES	2,305	6,698	643	2,541
COST OF REVENUES	1,566	2,792	460	798
GROSS PROFIT	739	3,906	183	1,743
OPERATING EXPENSES:
Research and development expenses	1,947	1,793	591	543
Sales and marketing expenses	2,155	2,001	789	727
General and administrative expenses	2,224	2,398	805	790
Other income	(73)	(163)	(73)	-
TOTAL OPERATING EXPENSES	6,253	6,029	2,112	2,060
OPERATING LOSS	(5,514)	(2,123)	(1,929)	(317)
Interest expense	(83)	(590)	(27)	(246)
Other Financial income (expense), net	(144)	138	(24)	52
NET COMPREHENSIVE LOSS FOR THE PERIOD	(5,741)	(2,575)	(1,980)	(511)
Net loss per share attributable to common shareholders – basic and diluted	(0.58)	$(0.59)	(0.17)	$(0.09)
Weighted average number of common stocks used in computing net loss per share – basic and diluted	9,824,867	4,429,738	11,787,617	6,014,548

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

U.S. dollars in thousands (except number of shares)

Common Stock · Non-voting Common Stock · Additional · Total
Nine months ended	Number of shares	Amount	Number of shares	Amount	paid-in capital	Accumulated deficit	shareholders’ equity
BALANCE AS OF JANUARY 1, 2024	3,007,745	1	-	-	40,075	(39,688)	388
Share based compensation	-	-	-	-	259	-	259
Vesting of RSUs	28,228	*	-	-	(*)	-	-
Issuance of common stock, net of offering costs	227,939	*	-	-	316	-	316
Exercise of options into common stock	21,225	*	-	-	32	-	32
Warrant to lender	-	-	-	-	61	-	61
Warrant inducement agreement, net of offering costs	999,670	*	-	-	1,978	-	1,978
Warrant inducement agreement, net of offering costs	999,670	*	-	-	2,602	-	2,602
Exercise of Pre funded warrants into common stock	970,187	*	-	-	-	-	*
Net comprehensive loss for the period	-	-	-	-	-	(2,575)	(2,575)
BALANCE AS OF SEPTEMBER 30, 2024	6,254,664	1	-	-	45,323	(42,263)	3,061
BALANCE AS OF JANUARY 1, 2025	7,623,159	1	-	-	47,046	(44,062)	2,985
Share based compensation	-	-	-	-	308	-	308
Vesting of RSUs	25,014	*	-	-	(*)	-	-
Issuance of common stock, net of offering costs (see note 6f)	3,051,195	*	-	-	2,375		2,375
Warrants to lender	-	-	-	-	22	-	22
Warrant inducement agreement, net of offering costs(see note 6c)	4,270,197	*			1,387		1,387
Issuance of common stock and warrants, net of offering costs(see note 6b)- July PIPE	1,626,019	*			839		839
Issuance of common stock and prefunded warrants, net of offering costs (see note 6d)- September PIPE	871,766	*			790		790
Net comprehensive loss for the period	-	-	-	-	-	(5,741)	(5,741)
BALANCE AS OF September 30, 2025	17,467,350	1	-	-	52,767	(49,803)	2,965

*	Represents an amount less than $1.

The accompanying notes are an integral part of these condensed consolidated financial statements (Unaudited)

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (CAPITAL DEFICIENCY)

U.S. dollars in thousands (except number of shares)

Common Stock · Non-voting Common Stock · Additional · Total shareholders’
Three Months Ended	Number of shares	Amount	Number of shares	Amount	paid-in capital	Accumulated deficit	equity (capital deficiency)
BALANCE AS OF JUNE 30, 2024	5,017,322	1	-	-	42,888	(41,752)	1,137
Share based compensation	-	-	-	-	80	-	80
Vesting of RSUs	9,733	*	-	-	(*)	-	-
Warrant to lender	-	-	-	-	61	-	61
Warrant inducement agreement, net of offering costs	999,670	*	-	-	1,978	-	1,978
Issuance of common stock, net of offering costs	227,939	-	-	-	316	-	316
Net comprehensive loss for the period	-	-	-	-	-	(511)	(511)
BALANCE AS OF SEPTEMBER 30, 2024	6,254,664	1	-	-	45,323	(42,263)	3,061
BALANCE AS OF JUNE 30, 2025	9,540,221	1	-	-	49,074	(47,823)	1,252
Share based compensation	-	-	-	-	179	-	179
Vesting of RSUs	9,251	*	-	-	(*)	-	-
Issuance of common stock, net of offering costs- ATM	1,149,896	*	-	-	498	-	498
Warrant inducement agreement, net of offering costs	4,270,197	*	-	-	1,387	-	1,387
Issuance of common stock, net of offering costs(see note 6b)- July PIPE	1,626,019	*	-	-	839	-	839
Issuance of common stock and prefunded warrants, net of offering costs (see note 6d)- September PIPE	871,766	*	-	-	790	-	790
Net comprehensive loss for the period	-	-	-	-	-	(1,980)	(1,980)
BALANCE AS OF September 30, 2025	17,467,350	1	-	-	52,767	(49,803)	2,965

*	Represents an amount less than $1.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

	Nine months ended September 30,
	2025	2024
	U.S. dollars in thousands
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss for the period	(5,741)	(2,575)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	14	11
Inventories write-downs	140	39
Financial expenses (income)	149	(125)
Share-based compensation	308	259
Changes in operating assets and liabilities:
Trade receivables	992	(1,164)
Net change in operating lease assets and liabilities	(28)	12
Inventories	(379)	115
Prepaid expenses and other current assets	(178)	(140)
Trade payables	(258)	(875)
Deferred revenues	(61)	(23)
Other current liabilities	(589)	(350)
Other long-term liabilities	(6)	35
Net cash used in operating activities	(5,637)	(4,781)
CASH FLOWS FROM INVESTING ACTIVITIES:
Short term deposits	1	198
Purchase of property and equipment	(5)	(1)
Net cash (used in)/ provided by investing activities	(4)	197
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of options		32
Proceeds from issuance common stock - at the market offering (ATM)	2,637	-
Offering cost from issuance of common stock - at the market offering (ATM)	(262)	-
Proceeds from issuance of common stocks and warrants – July PIPE	1,000	316
Offering cost from issuance of common stock and warrants – July PIPE	(161)	*
Credit lines with bank, net	(675)	927
Proceeds from Warrant inducement agreement	1,580	5,248
Underwriting commissions and other offering costs	(193)	(668)
Proceeds from issuance of common stocks and pre funded warrants – September PIPE	850	-
Offering cost from issuance of common stocks and pre funded warrants – September PIPE	(60)	-
Proceeds from short term loans	705	-
Repayment of short term loans	(300)	-
Early repayment of long term loan	-	(4,038)
Repayment of long-term loan	-	(193)
Net cash provided by financing activities	5,121	1,624
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS	11	(14)
DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS	(509)	(2,974)
BALANCE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD	2,267	5,515
BALANCE OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS AT END OF THE PERIOD	1,758	2,541

*	Represents an amount less than $1.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

	2025	2024
	U.S. dollars in thousands
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH:
Cash and cash equivalents	1,454	2,241
Restricted cash equivalents, current	304	300
Total cash, cash equivalents and restricted cash	1,758	2,541

	Nine months ended September 30,
	2025	2024
	U.S. dollars in thousands
SUPPLEMENTARY DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for interest	217	576
SUPPLEMENTARY INFORMATION ON INVESTING AND FINANCING ACTIVITIES NOT INVOLVING CASH FLOWS:
Warrant to lender	22	61
Issuance costs of the Warrant inducement agreement and Warrant to underwriters	2,918	2,651
Other non-current assets	50	-

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.