Ondas Holdings Inc. Announces Closing of $230 Million Offering Including Full Exercise of Over-allotment Option

Rhea-AI Summary

Ondas Holdings Inc. (NASDAQ:ONDS) has successfully completed a significant public offering of 46 million shares of common stock, which includes the full exercise of the 6-million-share over-allotment option by underwriters. The company expects to receive net proceeds of approximately $217 million after deducting underwriting discounts, commissions, and estimated offering expenses.

The offering was led by Oppenheimer & Co. Inc. as the lead book-running manager, with Stifel as joint book-running manager. The company plans to utilize the proceeds for corporate development and strategic growth initiatives, including acquisitions, joint ventures, and investments.

Positive

• Successful completion of a large $230 million offering
• Full exercise of over-allotment option by underwriters indicates strong demand
• Substantial $217 million in net proceeds strengthens balance sheet
• Strategic flexibility for growth through acquisitions and investments

Negative

• Significant shareholder dilution due to 46 million new shares issued
• No specific allocation plan detailed for the use of proceeds

Insights

Financial Capital Markets Expert

Ondas Holdings secured $217M in net proceeds through a significant offering, strengthening its financial position for strategic growth initiatives.

Ondas Holdings has successfully completed a substantial capital raise, closing an offering of 46 million shares of common stock that generated approximately $217 million in net proceeds after expenses. This includes 6 million additional shares from the full exercise of the underwriters' over-allotment option—a positive signal indicating strong investor demand for the offering.

The size of this capital raise is particularly significant for Ondas, which operates in the high-growth sectors of autonomous robotics and private wireless networks. The company's stated intention to use proceeds for "corporate development and strategic growth, including acquisitions, joint ventures and investments" suggests management is positioning for an aggressive expansion strategy.

The syndicate structure is noteworthy, with established firms Oppenheimer and Stifel leading as book-running managers, supported by four co-managers. This broad investment banking support indicates institutional confidence in Ondas' business model and growth trajectory.

The offering was executed through an automatic shelf registration statement (Form S-3ASR), which is only available to well-known seasoned issuers (WKSIs)—companies that meet specific SEC thresholds for market capitalization or debt issuance. This streamlined registration process allowed Ondas to rapidly take advantage of favorable market conditions.

For investors, this substantial cash infusion significantly enhances Ondas' financial flexibility and provides considerable dry powder for strategic initiatives in the autonomous systems and wireless solutions markets, though the dilutive effect on existing shareholders should also be considered against the growth potential this capital unlocks.

BOSTON, MA / ACCESS Newswire / September 10, 2025 / Ondas Holdings Inc. (NASDAQ:ONDS) ("Ondas" or the "Company"), a leading provider of autonomous aerial and ground robot intelligence and private wireless solutions through its business units Ondas Autonomous Systems (OAS) and Ondas Networks, announced today the closing of its underwritten offering of 46,000,000 shares of its common stock, which includes 6,000,000 shares of common stock sold pursuant to the exercise in full by the underwriters of their over-allotment option. Ondas estimates net proceeds from the offering to be approximately $217 million, after deducting underwriting discounts and commissions and estimated offering expenses.

Ondas intends to use the net proceeds of the offering for corporate development and strategic growth, including acquisitions, joint ventures and investments.

Oppenheimer & Co. Inc. acted as the lead book-running manager for the offering. Stifel acted as the joint book-running manager for the offering. Maxim Group LLC, Northland Capital Markets, Ladenburg Thalmann & Co. Inc. and Lake Street Capital Markets, LLC acted as co-managers for the offering.

Akerman LLP served as legal counsel to Ondas and Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. served as legal counsel to the underwriters.

An automatic shelf registration statement on Form S-3ASR (File No. 333-290121) relating to the shares of common stock issued in the offering was filed with the Securities and Exchange Commission ("SEC") and was automatically effective upon filing on September 9, 2025. A final prospectus supplement and accompanying prospectus describing the terms of the offering has been filed with the SEC. Copies of the final prospectus supplement and the accompanying prospectus relating to the shares being offered may also be obtained from Oppenheimer & Co. Inc. Attention: Syndicate Prospectus Department, 85 Broad Street, 26th Floor, New York, NY 10004, or by telephone at (212) 667-8055, or by email at EquityProspectus@opco.com; or from Stifel, Nicolaus & Company, Incorporated, Attention: Prospectus Department, One Montgomery Street, Suite 3700, San Francisco, California 94104, or by telephone at (415) 364-2720 or by email at syndprospectus@stifel.com. Electronic copies of the final prospectus supplement and accompanying prospectus are also available on the SEC's website at http://www.sec.gov.

This press release does not constitute an offer to sell, or the solicitation of an offer to buy, these shares, nor will there be any sale of these shares in any state or other jurisdiction in which such offer, solicitation or sale is not permitted.

Forward-Looking Statements

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

Contacts
IR Contact for Ondas Holdings Inc.
888.350.9994
ir@ondas.com

Media Contact for Ondas
Escalate PR
ondas@escalatepr.com

Preston Grimes
Marketing Manager, Ondas Holdings Inc.
Preston.grimes@ondas.com

SOURCE: Ondas Holdings Inc.

View the original press release on ACCESS Newswire

FAQ

How much did Ondas Holdings (NASDAQ:ONDS) raise in its September 2025 offering?

Ondas Holdings raised approximately $230 million through an offering of 46 million shares, including the full exercise of the 6-million-share over-allotment option, with net proceeds of about $217 million.

What is the purpose of Ondas Holdings' $230 million stock offering?

The company intends to use the net proceeds for corporate development and strategic growth, including acquisitions, joint ventures, and investments.

Who were the underwriters for Ondas Holdings' 2025 stock offering?

Oppenheimer & Co. Inc. acted as the lead book-running manager, with Stifel as joint book-running manager. Maxim Group, Northland Capital Markets, Ladenburg Thalmann, and Lake Street Capital Markets served as co-managers.

How many new shares did Ondas Holdings (ONDS) issue in the offering?

Ondas Holdings issued 46 million shares of common stock, which included 6 million shares from the full exercise of the underwriters' over-allotment option.

What was the impact of the offering on Ondas Holdings' shareholders?

The offering of 46 million new shares resulted in significant dilution for existing shareholders, though it provided the company with substantial capital for strategic growth initiatives.