Core Points - Airship AI Holdings, Inc. has entered into a definitive agreement for the immediate exercise of certain outstanding warrants to purchase up to 2,162,162 shares of common stock at an exercise price of $4.50 per share [1] - The closing of the offering is expected to occur on or about October 10, 2025, subject to customary closing conditions [1] - Roth Capital Partners is acting as the financial advisor for this transaction [2] Summary of the Transaction - The holders exercising the warrants will receive new warrants to purchase an aggregate of up to 2,702,702 shares of common stock at an exercise price of $6.20 per share, with a term of 5.5 years [3] - The new warrants will be part of a private placement and have not been registered under the Securities Act of 1933 [3] - The Company will file a resale registration statement within 20 days of closing to register the resale of shares underlying the new warrants [3] Company Overview - Airship AI, founded in 2006, is a technology company based in Redmond, Washington, specializing in AI-driven video, sensor, and data management surveillance solutions [5] - The company's products aim to enhance public safety and operational efficiency for both public sector and commercial customers through predictive analysis [5] - Airship AI's product suite includes Outpost AI edge hardware and software, Acropolis enterprise management software, and Command visualization tools [5]

Core Insights - Airship AI Holdings, Inc. reported net revenues of $5.5 million and a gross profit of $2.2 million for Q1 2025, achieving a gross margin of 40% [1][4] - The company is focusing on increased investments in personnel and digital transformation to remain resilient in a rapidly changing marketplace [1][7] - A new pro-U.S. border security administration is expected to provide additional macro tailwinds for the company in 2025 and beyond [1] Financial Highlights - Net revenues for Q1 2025 were $5.5 million, down from $10.6 million in Q1 2024 [4][20] - Gross profit for the quarter was $2.2 million, with a gross margin of 40% [4][20] - Operating loss was $1.7 million, attributed to increased stock-based compensation and investments in sales and marketing [4][20] - Other income for the quarter was $25.4 million, primarily from changes in the fair value of earnout and warrant liabilities [4][20] - Net income for Q1 2025 was $23.7 million, or $0.75 per basic share, mainly due to noncash income [4][20] Operational Highlights - The backlog as of March 31, 2025, was $2.0 million, with a total validated pipeline of approximately $135 million [4][8] - The company expanded its sales and engineering team, adding experienced professionals to enhance market presence [4][10] - Participation in multiple customer-facing tradeshows increased visibility compared to historical participation [4][10] - A government-focused customer event was hosted, demonstrating solutions for challenges along the southern border [4][10] Strategic Outlook - The company anticipates meaningful activity beginning mid-second quarter 2025, with continued growth expected through Q2 and into Q3 [8][14] - Strategic investments in new market verticals and partnerships are expected to drive sustained growth [10][14] - The company plans to launch several new products in 2025, including advanced computer vision analytics and a Generative AI application [11][14] - Airship AI is closely monitoring macroeconomic conditions, including tariff developments, but does not expect significant impacts on its core business [12][14]