Ondas Holdings Inc. Announces Closing of $46 Million Public Offering Including Full Exercise of Overallotment Option

Rhea-AI Summary

Ondas Holdings (NASDAQ:ONDS) has successfully closed its public offering, raising approximately $42.8 million in net proceeds. The offering included 27.2 million shares of common stock (including 4.8 million shares from fully exercised overallotment) and pre-funded warrants to purchase 9.6 million shares at $0.0001 per share. The company plans to use the proceeds for general corporate purposes, including capital expenditures and working capital. Oppenheimer & Co. Inc. served as the sole underwriter, with Ladenburg Thalmann & Co. Inc., Lake Street Capital Markets, LLC, and Northland Capital Markets acting as financial advisors. The offering was conducted under a shelf registration statement that became effective on April 25, 2025.

Positive

• Raised significant net proceeds of $42.8 million to strengthen balance sheet
• Successfully completed offering with full exercise of overallotment option, indicating strong demand
• Proceeds will support capital expenditures and working capital needs

Negative

• Significant dilution for existing shareholders due to issuance of 27.2 million new shares
• Additional potential dilution from 9.6 million pre-funded warrants
• Pre-funded warrants priced at minimal exercise price of $0.0001, indicating potential pressure on stock price

Insights

Capital Markets Analyst

Ondas Holdings raises $42.8M net proceeds through public offering, substantially strengthening its balance sheet while significantly diluting existing shareholders.

This $46 million public offering represents a significant capital injection for Ondas Holdings, a company operating in the industrial wireless networks and commercial drone solutions sectors. The offering consisted of 27.2 million common shares (including 4.8 million from the fully exercised overallotment option) and pre-funded warrants to purchase an additional 9.6 million shares at a nominal $0.0001 exercise price.

The full exercise of the overallotment option signals strong investor demand for this offering. With estimated net proceeds of $42.8 million after deducting underwriting fees and expenses, this capital raise substantially strengthens Ondas' financial position.

Management has indicated the funds will support general corporate purposes, including capital expenditures and working capital needs. This financial flexibility is particularly valuable for technology companies in capital-intensive sectors like wireless networks and drone systems, where ongoing R&D and infrastructure development require sustained investment.

However, investors should recognize the significant dilution this offering represents. While the press release doesn't specify the offering price, the addition of 36.8 million new shares/warrants (27.2M shares + 9.6M warrant shares) will substantially increase the company's outstanding share count, diluting existing shareholders' ownership percentages.

The involvement of multiple financial firms (Oppenheimer as underwriter plus three financial advisors) suggests a complex offering that required substantial support to execute successfully. The completion of this offering improves Ondas' financial stability and operational runway, providing resources to pursue growth initiatives within its industrial wireless and drone automation business units.

BOSTON, MA / ACCESS Newswire / June 11, 2025 / Ondas Holdings Inc. (NASDAQ:ONDS) ("Ondas" or the "Company"), a leading provider of private industrial wireless networks and commercial drone and automated data solutions through its Ondas Networks and Ondas Autonomous Systems business units, announced today the closing of its underwritten public offering of (i) 27,200,000 shares of its common stock, which includes 4,800,000 shares of common stock sold pursuant to the exercise in full by the underwriter of their over-allotment option, and (ii) in lieu of common stock, pre-funded warrants to purchase up to 9,600,000 shares of its common stock, at an exercise price of $0.0001 per share. Ondas estimates net proceeds from the offering to be approximately $42.8 million, after deducting underwriting discounts and commissions and estimated offering expenses, and excluding any proceeds that may be received from the exercise of the pre-funded warrants.

Ondas intends to use the net proceeds of the offering for general corporate purposes, including funding capital expenditures and providing working capital.

Oppenheimer & Co. Inc. acted as the sole underwriter for the offering. Ladenburg Thalmann & Co. Inc., Lake Street Capital Markets, LLC and Northland Capital Markets served as financial advisors to Ondas.

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

A shelf registration statement on Form S-3 (File No. 333-286642) relating to the shares of common stock to be issued in the offering was filed with the Securities and Exchange Commission ("SEC") on April 18, 2025 and was declared effective on April 25, 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 securities 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. 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 securities, nor will there be any sale of these securities 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 money did Ondas Holdings (ONDS) raise in its June 2025 public offering?

Ondas Holdings raised approximately $42.8 million in net proceeds after deducting underwriting discounts, commissions, and estimated offering expenses.

What will Ondas Holdings (ONDS) use the public offering proceeds for?

The company intends to use the net proceeds for general corporate purposes, including funding capital expenditures and providing working capital.

How many shares were issued in Ondas Holdings' (ONDS) June 2025 public offering?

The offering included 27.2 million shares of common stock (including 4.8 million from overallotment) and pre-funded warrants to purchase 9.6 million additional shares.

Who was the underwriter for Ondas Holdings' (ONDS) June 2025 public offering?

Oppenheimer & Co. Inc. acted as the sole underwriter, with Ladenburg Thalmann & Co. Inc., Lake Street Capital Markets, LLC, and Northland Capital Markets serving as financial advisors.

What is the exercise price of the pre-funded warrants in Ondas Holdings' (ONDS) offering?

The pre-funded warrants have an exercise price of $0.0001 per share.