Arbe Robotics .(ARBE)

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Arbe Robotics .(ARBE) - 2023 Q2 - Quarterly Report
2023-08-08 16:00
Exhibit 99.1 Arbe Announces Q2 2023 Financial Results TEL AVIV, Israel, Aug. 9, 2023 -- Arbe Robotics Ltd. (NASDAQ: ARBE) ("Arbe"), a global leader in perception radar solutions, today announced financial results for its second quarter ended June 30, 2023. Key Q2 and Recent Company Highlights: ● Weifu High-Technology Group placed an $11.6 million preliminary order for radar chipsets which will enable Arbe to meet Weifu's estimated requirements for 2024, for customers across China. Additionally, Weifu placed ...
Arbe Robotics .(ARBE) - 2023 Q1 - Earnings Call Transcript
2023-05-17 15:10
Arbe Robotics Ltd. (NASDAQ:ARBE) Q1 2023 Earnings Conference Call May 17, 2023 8:30 AM ET Company Participants Miri Segal - Chief Executive Officer of MS-IR Kobi Marenko - Co-Founder and Chief Executive Officer Karine Pinto-Flomenboim - Chief Financial Officer Conference Call Participants Gary Mobley - Wells Fargo Securities Joshua Buchalter - TD Cowen Suji Desilva - ROTH MKM Jaime Perez - RFL Matthew Galinko - Maxim Group Operator Good day, and welcome to the Arbe Robotics First Quarter 2023 Conference Cal ...
Arbe Robotics .(ARBE) - 2023 Q1 - Earnings Call Presentation
2023-05-17 12:18
Radar Revolution. Delivered. Q1 2023 Financial Results Disclaimer v v v This presentation and any statements made at the conference call and webcast referred to in this presentation, contains "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The words "expect," "believe," "estimate," "intend," "plan," "anticipate," "may," "should," "strategy," "future," "will," "proje ...
Arbe Robotics .(ARBE) - 2023 Q1 - Quarterly Report
2023-05-16 16:00
Exhibit 99.1 Arbe Announces Q1 2023 Financial Results TEL AVIV, Israel, May 17, 2023 /PRNewswire/ -- Arbe Robotics Ltd. (NASDAQ: ARBE) ("Arbe"), a global leader in perception radar solutions, today announced financial results for its first quarter, which ended March 31, 2023. Key Q1 and Recent Company Highlights: This quarter, significant steps have been taken towards production and revenue growth through collaboration with Tier 1s and leading car manufacturers aiming to adopt Arbe's technology for enhancin ...
Arbe Robotics .(ARBE) - 2022 Q4 - Annual Report
2023-03-21 16:00
Debt and Warrants - The company took down a term loan of $5.0 million in February 2019 and $2.0 million in November 2019, with warrants issued for the purchase of 227,959 ordinary shares at an aggregate exercise price of $550,000[181] - Warrants liability amounted to $0.42 million as of December 31, 2022, compared to $1.62 million as of December 31, 2021[181] - The company utilizes the Black-Scholes valuation model to estimate the fair value of warrant liabilities, with significant assumptions including volatility[185] Share-Based Compensation - The company elected to recognize share-based compensation costs on a straight-line method, with the fair value of each option award estimated using the Black-Scholes option pricing model[183] - Share-based compensation expense for Senior Management and directors in 2022 was $2.24 million, compared to $387,000 in 2021[209] - Outstanding equity incentives as of December 31, 2022 include 2,314,127 options and 204,907 restricted stock units at a weighted-average exercise price of $5.66 per share[209] - Equity-based compensation for Senior Management vests over four years, while directors' compensation vests over three years[209] Emerging Growth Company Status - The company is classified as an "emerging growth company" and expects to continue taking advantage of the extended transition period for new or revised financial accounting standards[187] - The company's Post-Combination Company will remain an emerging growth company until the earliest of specific conditions, including achieving total annual gross revenue of $1.07 billion or more[187] Leadership and Compensation - The company's directors and senior management include key figures such as Yair Shamir, Chairman of the Board, and Kobi Marenko, Chief Executive Officer and Director (co-founder)[187][188] - The company's directors have extensive backgrounds in technology, finance, and venture capital, with notable achievements in various industries[187][189][190][191][192][193][195] - Aggregate compensation for directors and Senior Management in 2022 was $4.53 million, including $411,000 for pension, severance, and retirement benefits[209] - CEO Kobi Marenko's total compensation for the year is $513,987, including a base salary of $312,211, a bonus of $11,367, equity-based compensation of $166,965, and other compensation of $23,444[210] - CTO Noam Arkind's total compensation is $564,261, with a base salary of $370,005, a bonus of $11,367, equity-based compensation of $166,877, and other compensation of $16,012[210] - CBO Ram Machness receives the highest total compensation at $667,626, including a base salary of $274,319, a bonus of $60,000, equity-based compensation of $321,307, and other compensation of $12,000[210] - CFO Karine Pinto-Flomenboim's total compensation is $549,637, with a base salary of $228,478, a bonus of $14,209, equity-based compensation of $303,824, and other compensation of $3,126[210] - Chief Radar Officer Gonen Barkan's total compensation is $470,138, including a base salary of $204,253, a bonus of $16,198, equity-based compensation of $236,263, and other compensation of $13,424[210] - Non-employee directors receive an annual compensation of $100,000 plus VAT, with equity-based compensation vesting over three years[213] - The company's Compensation Policy caps variable compensation components (annual bonus and equity-based compensation) at 85% of an executive officer's total compensation package[216] Corporate Governance - The company complies with Nasdaq Rule 5605(b)(1), requiring a majority of independent directors on the board[204] - The company has opted out of certain Israeli Companies Law requirements, including external director appointments, due to Nasdaq listing[204] - The quorum for shareholder meetings requires at least two shareholders holding 25% of voting power[204] - The company may use foreign private issuer exemptions for certain Nasdaq corporate governance rules, disclosing any exceptions and relevant Israeli law provisions[204] - The board of directors is classified into three classes with terms expiring in 2025, 2023, and 2024 respectively[226] - The Audit Committee oversees financial reporting, internal controls, and compliance with legal and regulatory requirements, and is composed of independent directors[229] - The Compensation Committee reviews and approves executive compensation, employment agreements, and oversees employee benefits plans[230] - The Nominating and Governance Committee recommends director nominees and establishes corporate governance policies[231] - Nasdaq rules require the company to have at least two diverse directors by December 31, 2026, or provide an explanation for non-compliance[232] - The internal auditor, appointed by the board, ensures compliance with applicable laws and business procedures[234] - The board has determined that seven directors are independent as defined by Nasdaq[235] Workforce and Operations - The company's global workforce increased by 23 employees from December 31, 2021, to December 31, 2022, primarily due to growth in the research and development department, with 114 employees in R&D as of December 31, 2022[238][239] - As of March 1, 2023, the company's global workforce decreased to 127 employees as part of efforts to streamline operations and focus on productization and customer support[238] - The research and development department accounted for 114 employees as of December 31, 2022, compared to 97 employees in 2021, reflecting a significant increase in R&D focus[239] - The company's workforce is primarily based in Israel, with 137 employees located there as of December 31, 2022[238] - The company anticipates expanding its staff as it progresses towards full production and ramp-up, aiming to stay lean while supporting customers and maintaining growth[238] - The company's sales and marketing department grew from 7 employees in 2021 to 13 employees in 2022, indicating increased focus on market expansion[239] - The company's general and administrative staff remained stable at 14 employees from 2021 to 2022[239] Shareholder and Equity Information - The company had 64,848,021 ordinary shares outstanding as of March 1, 2023, with the largest beneficial owner holding 13.93% of the shares[240][250] - The company's authorized share capital consists of 130,000,000 ordinary shares, with 64,848,021 shares outstanding as of March 1, 2022[250] - The company's largest shareholder group, including senior management and directors, collectively owns 46.14% of the outstanding ordinary shares as of March 1, 2023[240] - As of December 31, 2022, there were 3,168,981 ordinary shares subject to options under the 2016 Incentive Share Option Plan and 255,209 ordinary shares reserved and available for issuance[220] - As of December 31, 2022, there were 5,488,273 ordinary shares subject to options under the 2021 Equity Incentive Plan and 1,168,414 ordinary shares reserved and available for issuance[223] - Following the enlargement of the reserved and available option pool on January 1, 2023, there were a total of 3,223,623 ordinary shares reserved and available for issuance under the 2021 Plan[223] - The 2021 Plan allows for an annual increase in the number of shares available for issuance, up to 5% of the total number of ordinary shares outstanding on December 31 of the preceding year[223] - Options granted under the 2016 Plan expire no later than seven years from the date of grant, unless a shorter term is designated[220] - In the event of termination of employment, vested options may be exercised within 60 days for non-cause termination or retirement, and within 12 months for death or disability[222] - The 2021 Plan provides for granting awards under various tax regimes, including Section 102 of the Israeli Income Tax Ordinance for favorable tax treatment[223] - The 2021 Plan administrator has the authority to amend, accelerate, or terminate the plan, and to adjust terms of awards, including exercise price and vesting schedules[223] - In the event of a corporate transaction, unexercised options may be assumed or substituted by the successor company, or accelerated and vested[222] - The 2021 Plan allows for the issuance of awards that may constitute deferred compensation, subject to Section 409A of the U.S. Internal Revenue Code[223] - The 2021 Plan includes grants of stock options, ordinary shares, restricted shares, restricted share units, and other share-based awards[225] - Awards under the 2021 Plan can be exercised within three months after termination of employment, except in cases of death, permanent disability, or retirement, where the period extends to twelve months[225] - In the event of a merger, sale, or change of control, the administrator may adjust the terms of outstanding awards, including acceleration of vesting or cancellation with cash or share payments[225] Shareholder Rights and Meetings - Dividends can be declared by the board of directors without shareholder approval, provided there are sufficient retained earnings or profits, otherwise requiring court approval[254] - Shareholder meetings require a quorum of at least two shareholders holding 25% of the voting power, with adjourned meetings requiring only one shareholder to constitute a quorum[256] - Shareholder resolutions generally require a simple majority vote, with specific amendments to the classified board requiring 60% of the total voting power[258] - Removal of a director requires a majority vote of the votes cast at a general meeting, provided a quorum is present[259] - Extraordinary transactions with controlling shareholders require special disinterested majority approval, with a controlling shareholder defined as holding 25% or more of the voting rights[260] - Shareholders have the right to access corporate records, including minutes of meetings, financial statements, and documents related to related party transactions[261] Indemnification and Insurance - The company provides up to $10 million in insurance coverage for its Office Holders, including directors and executive officers[219] - Indemnification agreements with Office Holders limit the maximum indemnification amount to the greater of 25% of shareholders' equity or $25 million[219] - The company provides maximum indemnity to its directors and Office Holders as permitted by the Israeli Companies Law, covering financial liabilities, litigation expenses, and reasonable attorney fees[263] - The company has entered into indemnification, insurance, and exculpation agreements with its directors and certain executive officers, ensuring coverage to the fullest extent permitted by law[263] - The company's Restated Articles allow it to exempt, indemnify, and insure Office Holders to the extent permitted by law, with current coverage under a directors and officers' liability insurance policy[263] Mergers and Acquisitions - Under Israeli law, a full tender offer is required if an acquirer aims to hold over 90% of the company's voting rights or share capital, with specific conditions for transfer and appraisal rights[268] - A special tender offer is mandatory under Israeli law if an acquisition would result in the purchaser holding 25% or more of the voting rights, or over 45% if no other shareholder holds more than 45%[269] - The company's board of directors must express an opinion on the advisability of a special tender offer or abstain with reasons, and Office Holders may face personal liability for actions impairing such offers[269] - Mergers under Israeli law require approval by the boards of directors and a majority of shareholders, with additional safeguards for creditors and specific timelines for completion[272] - The company may issue preferred shares with different rights, which could potentially frustrate takeovers or prevent shareholders from realizing a premium over market value[273] Taxation - Israeli corporate tax rate reduced from 25% to 24% effective January 1, 2017, and to 23% effective January 1, 2018[278] - Preferred Companies under the 2011 Amendment enjoy reduced corporate tax rates: 15% in 2011-2012, 12.5% in 2013, 16% in 2014-2016, and 16% in 2017 and thereafter[283] - Special Preferred Enterprises under the 2011 Amendment enjoy further reduced tax rates of 8% or 5% if located in a development zone[283] - Preferred Technological Enterprises under the 2017 Amendment enjoy a reduced corporate tax rate of 12%, or 7.5% if located in Development Zone A[284] - Special Preferred Technological Enterprises under the 2017 Amendment enjoy a reduced corporate tax rate of 6% regardless of location[284] - Dividends from Preferred Technological Income are generally subject to a 20% tax rate, or lower under applicable tax treaties[284] - Withholding tax rate for dividends to non-Israeli residents is 25%, or 30% for substantial shareholders[284] - Capital gains tax on sales of ordinary shares by non-Israeli residents may be exempt if shares were not held through a permanent establishment in Israel[286] - Inflationary surplus portion of capital gains is not subject to tax in Israel[285] - Research and development expenses may be deductible in the year incurred or over a three-year period, depending on approval[280] - Non-Israeli residents selling securities may be exempt from Israeli capital gains tax under applicable tax treaties, with specific conditions such as holding less than 10% voting power or not being present in Israel for 183 days or more[288] - Israeli resident corporations are subject to a 23% corporate tax rate on capital gains from the sale of shares in Israeli companies listed outside Israel[288] - Israeli resident individuals are subject to a 25% capital gains tax rate, which can increase to 30% for substantial shareholders or those claiming interest deductions[288] - Dividends received by Israeli resident individuals are taxed at 25% plus a 3% surtax, with a 30% rate plus surtax for substantial shareholders[289] - Non-Israeli residents receiving dividends are subject to a 25% withholding tax, which can be reduced to 12.5% for U.S. corporations holding 10% or more voting rights under the U.S.-Israel Tax Treaty[290] - Israeli institutions such as exempt trust funds and pension funds may be exempt from capital gains tax on the sale of shares[288] - Dividends distributed by Preferred Technology Enterprises or Special Preferred Technology Enterprises are subject to beneficial withholding tax rates[289][290] - Individuals subject to Israeli tax are also subject to a 3% surtax on annual income exceeding NIS 663,240 for 2022[291] - Israeli law does not impose estate or gift tax[292] - The company may be treated as a U.S. corporation for U.S. federal income tax purposes under Section 7874 of the Code if certain conditions are met[295] - Distributions on ordinary shares will be treated as dividends to the extent of current and accumulated earnings and profits, with any excess treated as a tax-free return of capital or gain from the sale of shares[298] - Dividends received by non-corporate U.S. Holders may qualify for lower capital gains tax rates if certain conditions are met, including holding period requirements and market tradability[298] - The company may not qualify for benefits under the U.S.-Israel income tax treaty, and ordinary shares may not be considered "readily tradable" on U.S. securities markets[298] - Dividends paid in foreign currency will be calculated in U.S. dollars based on the exchange rate at the time of receipt, potentially resulting in foreign currency gain or loss[298] - A U.S. Holder may recognize capital gain or loss on the sale, exchange, or redemption of ordinary shares or warrants, with long-term capital gains eligible for reduced tax rates[300] - The tax consequences of a cashless exercise of warrants are uncertain under current U.S. tax law, potentially resulting in tax-deferred treatment or taxable gain recognition[301] - The company may be classified as a Passive Foreign Investment Company (PFIC) for U.S. federal income tax purposes, which could result in adverse tax consequences for U.S. Holders[302] - If classified as a PFIC, U.S. Holders may be subject to excess distribution rules, with gains allocated over the holding period and taxed at the highest applicable rates[303] - The company's PFIC status is determined annually based on income and asset composition, with no assurance provided for 2022 or future taxable years[302] - U.S. Holders are urged to consult tax advisors regarding the application of PFIC rules and potential tax implications for their investments[303] - U.S. Holders may avoid taxation under excess distribution rules by making a timely and valid QEF election, but this requires the company to provide specific financial information annually[304] - If a U.S. Holder makes a QEF election, they must include their pro rata share of the company's ordinary earnings and net capital gains in their income, taxed as ordinary income and long-term capital gains respectively[304] - A U.S. Holder that does not make a QEF election or mark-to-market election will remain subject to the excess distribution rules[306] - A mark-to-market election allows U.S. Holders to include the excess of the fair market value of ordinary shares over their adjusted basis in income, with deductions allowed for the opposite scenario[306] - The mark-to-market election is only available for "marketable stock," which includes shares listed on Nasdaq, but there is no assurance that ordinary shares will qualify as "regularly traded"[306] - U.S. Holders of warrants cannot make a QEF or mark-to-market election, and any gain from selling warrants may be treated as an excess distribution[304] - A U.S. Holder that makes a QEF election for newly acquired ordinary shares after exercising warrants will have the QEF election apply to those shares, but excess distribution rules may still apply[304] - The QEF election is made on a shareholder-by-shareholder basis and can only be revoked with IRS consent[304] - U.S. Holders may be required to file IRS Form 8621 annually and provide additional information, with failure to do so extending the statute of limitations[306] - The PFIC rules, including QEF and mark-to-market elections, are complex and U.S. Holders are strongly encouraged to consult tax advisors[306]
Arbe Robotics .(ARBE) - 2022 Q4 - Earnings Call Presentation
2023-03-02 19:01
Radar Revolution. Delivered. Business Update Kobi Marenko Co-Founder and CEO, Arbe Investor Presentation 1 Disclaimer v This press release and the earnings call contain "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act of 1995. The words "expect," "believe," "estimate," "intend," "plan," "anticipate," "may," "should," "strategy," "future," "will," "project," "potential" and si ...
Arbe Robotics .(ARBE) - 2022 Q4 - Earnings Call Transcript
2023-03-02 19:00
Arbe Robotics Ltd. (NASDAQ:ARBE) Q4 2022 Earnings Conference Call March 2, 2023 8:30 AM ET Company Participants Kobi Marenko - Co-Founder and CEO Karine Pinto-Flomenboim - Chief Financial Officer Ram Machness - Chief Business Officer Noam Arkind - Co-Founder and CTO Conference Call Participants Gary Mobley - Wells Fargo Josh Buchalter - Cowen Matthew Galinko - Maxim Jaime Perez - RF Lafferty Kobi Marenko Thank you everyone for joining us today. Welcome to Arbe’s Fourth Quarter and Full Year 2022 Financial R ...
Arbe Robotics .(ARBE) - 2022 Q3 - Quarterly Report
2023-01-12 16:00
ARBE ROBOTICS LTD. AND SUBSIDIARIES CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2022 IN U.S. DOLLARS UNAUDITED INDEX | --- | --- | |----------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------| | Condensed Interim Consolidated Balance Sheets (unaudited) | Page \n2-3 | | Condensed Interim Consolidated Statements of Operations (unaudited) | 4 | | Condensed In ...
Arbe Robotics .(ARBE) - 2022 Q3 - Earnings Call Transcript
2022-11-14 22:35
Financial Data and Key Metrics Changes - Total revenue in Q3 2022 was $1.3 million, up from $0.6 million in Q3 2021, indicating significant growth [23] - Gross margin increased to 72.5% in Q3 2022 from 30.3% in the same period in 2021, primarily due to economies of scale and lower cost per unit [23] - Net loss for Q3 2022 was $9.9 million, an improvement from a net loss of $13.3 million in Q3 2021 [24] - Cash and cash equivalents as of September 30, 2022, stood at $63.2 million with no debt [25] Business Line Data and Key Metrics Changes - The company is focusing on driver assistance and safety technologies, with a strategic emphasis on Tier 1 partnerships to enhance market presence [4][5] - A preliminary order for 340,000 chipsets from Hiring Technologies marks the beginning of mass production, expected to contribute significantly to future revenues [20] Market Data and Key Metrics Changes - The imaging radar market is projected to grow to approximately $250 million per year by the end of the decade, with increasing demand for advanced radar systems [11] - Veoneer, a key partner, has produced over 50 million radars and is shifting towards imaging radars, indicating a significant market opportunity for the company [11][43] Company Strategy and Development Direction - The company is adapting to changing market conditions by reducing costs and adjusting production timelines, focusing on ADAS technologies [4][25] - The strategy includes a long-term vision for full autonomous driving, which is not expected to be commercially viable before the end of the decade [4] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the automotive industry's resilience despite economic challenges, citing strong demand and high margins [27][28] - The company anticipates that by the end of the decade, all vehicles will have some form of ADAS capabilities, reflecting a growing market for these technologies [35] Other Important Information - The company has received recognition for its Linx RADAR, winning the AutoSense Award for Hardware Development of the Year, which enhances its market position [21] - The company is actively working with multiple Tier 1 partners to broaden its outreach and accelerate market entry [21] Q&A Session Summary Question: What has changed materially in the last few months driving the guidance down? - The company noted a shift in customer orders for preliminary samples between quarters, impacting revenue projections [38][39] Question: Can you elaborate on the Veoneer partnership and its revenue contribution timeline? - Veoneer is a major player in the radar market, and the partnership is expected to contribute to revenue by the end of 2024 or early 2025 [42][43] Question: What is the outlook for gross margins moving forward? - The strong gross margin in Q3 was influenced by a favorable revenue mix, but future margins are expected to stabilize around 60% in mass production [48][49] Question: How is the company managing costs in the current environment? - The company is optimizing its capital structure and reducing expenses across various areas to ensure sustainability [56][59] Question: What is the status of the foundry partners in supporting ramp-up for commercial volumes? - The company has secured testing facilities and is working closely with foundry partners to ensure capacity for future production [51][52]
Arbe Robotics .(ARBE) - 2022 Q2 - Earnings Call Transcript
2022-08-16 18:26
Arbe Robotics Ltd. (NASDAQ:ARBE) Q2 2022 Earnings Conference Call August 16, 2022 8:30 AM ET Company Participants Kobi Marenko - Co-Founder, CEO and Director Gonen Barkan - Chief Radar Officer Karine Pinto-Flomenboim - Chief Financial Officer Conference Call Participants Joshua Buchalter - Cowen and Company Gary Mobley - Wells Fargo Securities Suji Desilva - Roth Capital Jaime Perez - RF Lafferty Matthew Galinko - Maxim Operator Good day and welcome to Arbe Robotics Second Quarter 2022 Financial Results. Al ...