Exhibit 99.1
PARAZERO TECHNOLOGIES LTD.
CONDENSED INTERIM FINANCIAL STATEMENTS
AS OF JUNE 30, 2025
(UNAUDITED)
INDEX
- - - - - - - - - - - -
PARAZERO TECHNOLOGIES LTD.
CONDENSED INTERIM BALANCE SHEETS (Unaudited)
U.S. dollars
June 30, | December 31, | |||||||||
Note | 2025 | 2024 | ||||||||
ASSETS | ||||||||||
CURRENT ASSETS: | ||||||||||
Cash and cash equivalents | ||||||||||
Short term deposits | ||||||||||
Trade receivables | ||||||||||
Other current assets | 3 | |||||||||
Inventories | ||||||||||
TOTAL CURRENT ASSETS | ||||||||||
NON-CURRENT ASSETS: | ||||||||||
Restricted deposit | 4 | |||||||||
Prepaid expenses | ||||||||||
Operating lease right-of-use asset | 5 | |||||||||
Property and equipment, net | ||||||||||
TOTAL NON-CURRENT ASSETS | ||||||||||
TOTAL ASSETS |
The accompanying notes are an integral part of these condensed interim financial statements.
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PARAZERO TECHNOLOGIES LTD.
CONDENSED INTERIM BALANCE SHEETS (Unaudited)
U.S. dollars
June 30, | December 31, | |||||||||
Note | 2025 | 2024 | ||||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||||
CURRENT LIABILITIES: | ||||||||||
Trade payables | ||||||||||
Operating lease liabilities | 5 | |||||||||
Other current liabilities | 6 | |||||||||
TOTAL CURRENT LIABILITIES | ||||||||||
NON-CURRENT LIABILITIES: | ||||||||||
Operating lease liabilities, net of current portion | 5 | |||||||||
Derivative warrant liabilities | 7 | |||||||||
TOTAL NON-CURRENT LIABILITIES | ||||||||||
COMMITMENTS AND CONTINGENCIES | 9 | |||||||||
SHAREHOLDERS’ DEFICIT | 8 | |||||||||
Ordinary shares, NIS | ||||||||||
Additional paid-in capital | ||||||||||
Accumulated losses | ( | ) | ( | ) | ||||||
TOTAL SHAREHOLDERS’ EQUITY | ( | ) | ||||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
The accompanying notes are an integral part of these condensed interim financial statements.
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PARAZERO TECHNOLOGIES LTD.
CONDENSED INTERIM STATEMENTS OF COMPREHENSIVE LOSS (Unaudited)
U.S. dollars
Six months ended June 30, | Six months ended June 30, | |||||||
2025 | 2024 | |||||||
U.S. dollars | ||||||||
Sales | ||||||||
Cost of Sales | ||||||||
GROSS PROFIT (LOSS) | ( | ) | ||||||
Research and development expenses | ||||||||
Selling and marketing expenses | ||||||||
General and administrative expenses | ||||||||
OPERATING LOSS | ( | ) | ( | ) | ||||
Change in fair value of derivative warrant liabilities | ||||||||
Other finance income, net | ||||||||
NET LOSS AND COMPREHENSIVE LOSS | ( | ) | ( | ) | ||||
Net loss per ordinary share, basic and diluted | ( | ) | ( | ) | ||||
Weighted average number of ordinary shares outstanding, basic and diluted |
The accompanying notes are an integral part of these condensed interim financial statements.
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PARAZERO TECHNOLOGIES LTD.
CONDENSED INTERIM STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT (Unaudited)
U.S. dollars
Ordinary shares | Additional | |||||||||||||||||||
Number | paid-in | Accumulated | ||||||||||||||||||
of shares | Amount | capital | losses | Total | ||||||||||||||||
BALANCE AS OF DECEMBER 31, 2023 | ( | ) | ||||||||||||||||||
CHANGES DURING THE SIX MONTHS ENDED JUNE 30, 2024: | ||||||||||||||||||||
Stock based compensation | - | |||||||||||||||||||
Exercise of pre-funded warrants and consultant warrants (Note 8B and 8E) | ( | ) | ||||||||||||||||||
Comprehensive loss | - | ( | ) | ( | ) | |||||||||||||||
BALANCE AS OF JUNE 30, 2024 | ( | ) | ||||||||||||||||||
BALANCE AS OF DECEMBER 31, 2024 | ( | ) | ( | ) | ||||||||||||||||
CHANGES DURING SIX MONTHS ENDED JUNE 30, 2025: | ||||||||||||||||||||
Issuance of ordinary shares and pre-funded warrants, net of issuance costs (Note 8D) | ||||||||||||||||||||
Stock based compensation | ||||||||||||||||||||
Issuance of ordinary shares from vested restricted share units | ( | ) | ||||||||||||||||||
Exercise of series A warrants (Note 8B) | ||||||||||||||||||||
Comprehensive loss | ( | ) | ( | ) | ||||||||||||||||
BALANCE AS OF JUNE 30, 2025 | ( | ) |
The accompanying notes are an integral part of these condensed interim financial statements.
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PARAZERO TECHNOLOGIES LTD.
CONDENSED INTERIM STATEMENTS OF CASH FLOWS (Unaudited)
U.S. dollars
Six months ended June 30, | ||||||||
2025 | 2024 | |||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
Net loss | ( | ) | ( | ) | ||||
Adjustments required to reconcile net loss to net cash used in operating activities: | ||||||||
Depreciation | ||||||||
Stock based compensation | ||||||||
Inventory write-down | ||||||||
Changes in fair value of derivative liabilities | ( | ) | ( | ) | ||||
Loss from exchange differences on cash and cash equivalents | ||||||||
Finance (expenses) income | ( | ) | ||||||
Changes in operating assets and liabilities: | ||||||||
Trade receivables, net | ( | ) | ||||||
Other current assets | ( | ) | ( | ) | ||||
Prepaid expenses | ||||||||
Inventories | ( | ) | ( | ) | ||||
Operating lease right-of use asset | ||||||||
Trade payables | ( | ) | ||||||
Operating lease liabilities | ( | ) | ( | ) | ||||
Other current liabilities | ( | ) | ||||||
Net cash used in operating activities | ( | ) | ( | ) | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
Investment in short term deposits | ( | ) | ||||||
Change in restricted deposit | ( | ) | ( | ) | ||||
Purchase of property and equipment | ( | ) | ( | ) | ||||
Net cash used in investing activities | ( | ) | ( | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
Proceeds from exercise of series A warrants (Note 8B) | ||||||||
Issuance of ordinary shares and prefunded warrants, net of issuance costs (Note 8D) | ||||||||
Net cash from financing activities | ||||||||
Effect of exchange rate changes on cash, cash equivalents | ( | ) | ( | ) | ||||
Net decrease in cash and cash equivalents | ( | ) | ( | ) | ||||
Cash and cash equivalents at beginning of period | ||||||||
Cash and cash equivalents at end of period |
Six months ended June 30, | ||||||||
2025 | 2024 | |||||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOWS: | ||||||||
Cash received from interest | ||||||||
Supplemental disclosure of non-cash investment and financing activities: | ||||||||
Derivative warrants liabilities exercised into ordinary shares | ||||||||
Right-of-use assets obtained in exchange for operating lease liabilities |
The accompanying notes are an integral part of these condensed interim financial statements.
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PARAZERO TECHNOLOGIES LTD.
Note 1 – General
A. | PARAZERO TECHNOLOGIES LTD. (the “Company”) was incorporated in Israel on
The Company’s ordinary shares began trading on the Nasdaq Capital Market under the ticker symbol “PRZO” on July 27, 2023, following its initial public offering transaction. See Note 8.A below. |
B. | The Company has funded its operations substantially through issuances of its equity securities in public and private offerings.
The Company is in its early commercialization stage and has not generated significant revenues at this stage.
As of June 30, 2025, the Company had $
Subsequent to the balance sheet date, the Company closed a registered direct offering and received gross proceeds of approximately $
Considering the above, the Company’s management estimates, based on its operating plan, its cash position, together with anticipated revenue from existing customers pursuant to existing purchase orders, it will be sufficient to fund its current operations and satisfy its obligations through for a period of at least 12 months, from the date of issuance of these interim financial statements. |
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PARAZERO TECHNOLOGIES LTD.
Note 2 – Basis for Presentation and Significant Accounting Policies
A. | Basis for Presentation |
The Company’s accompanying unaudited condensed interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnote disclosures required by U.S. GAAP for complete financial statements.
The condensed interim financial statements reflect all adjustments considered necessary for a fair presentation of the results of operations and financial position for the interim periods presented. All such adjustments are of a normal recurring nature.
These unaudited interim financial statements should be read in conjunction with the financial statements of the Company for the year ended December 31, 2024 and notes thereto that are included in the Company’s Form 20-F, filed with the Securities and Exchange Commission (the “SEC”) on March 21, 2025. The preparation of financial statements in conformity with U.S. GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The results of operations for the six months ended June 30, 2025 are not necessarily indicative of the results to be expected for any other interim period or for the year ending December 31, 2025.
B. | Significant Accounting Policies |
The significant accounting policies followed in the preparation of these unaudited interim condensed consolidated financial statements are identical to those applied in the preparation of the latest annual financial statements except for the following:
C. | Short term deposits |
Bank deposits with maturities of more than three months but less than one year are included in short-term bank deposits. Such short-term bank deposits are stated at cost which approximates fair market value.
D. | Stock based compensation |
The Company accounts for restricted share units (“RSUs”) under ASC Topic 718, Compensation - Stock Compensation (“ASC 718”), which requires the measurement and recognition of compensation expense based on estimated fair values for all share-based payment awards made to employees, non-employee consultants and directors, based on the fair value of the awards on the date of grant based on the closing trading price of the underlying shares at the date of grant.
The expense for RSUs cost is recognized over the requisite service period of each individual grant using the straight-line basis.
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PARAZERO TECHNOLOGIES LTD.
Note 3 – Other Current Assets:
June 30 | December 31 | |||||||
2025 | 2024 | |||||||
Governmental institutions | ||||||||
Prepaid expenses | ||||||||
Deferred contract costs (1) | ||||||||
Other current assets | ||||||||
(1)
June 30 | December 31 | |||||||
2025 | 2024 | |||||||
Balance at the beginning of the period | ||||||||
Contract costs recognized during the period | ( | ) | ( | ) | ||||
Contract costs relating to new sales | ||||||||
Balance at the end of the period |
Note 4 – Restricted Deposits:
The restricted deposits consist of funds
that are contractually restricted as to usage or withdrawal due to guarantees made with regard to lease payments for the Company’s
office space. The bank deposit bears an annual interest rate of
Note 5 – Leases:
On February 1, 2024, the Company entered
into a three-year lease agreement commencing on March 15, 2024 (the “Lease Agreement”), to move its corporate headquarters,
including the offices and research and development facility, to 1 Hatahana Street, Menivim Tower, Kfar Saba 4453001 Israel where it occupies
approximately
In addition, the Company provided a
bank guarantee in the amount of approximately NIS
Previously, the Company had a two-year
lease agreement for its office in Kiryat Ono, Israel that began in 2020, and was renewed in 2022 for an additional two years that
ended in February 2024 and further extended by one month that ended in March 2024. The facility occupied approximately
The Company’s lease expenses were as follows:
Six months ended | ||||||||
June 30, | ||||||||
2025 | 2024 | |||||||
Lease expense | $ | $ |
Other information related to the new operating leases as follows:
Six months ended | ||||||||
June 30, | ||||||||
2025 | 2024 | |||||||
Weighted-average remaining lease term — operating leases (years) | ||||||||
Weighted-average discount rate — operating leases (%) |
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PARAZERO TECHNOLOGIES LTD.
Undiscounted maturities of operating lease payments are summarized as follows:
June 30, 2025 | ||||
2025 | $ | |||
2026 | $ | |||
2027 | $ | |||
Total undiscounted cash flows | $ | |||
Imputed interest | $ | |||
Operating lease liabilities | $ |
Note 6 – Other Current Liabilities:
June 30 | December 31 | |||||||
2025 | 2024 | |||||||
Accrued employee compensation | ||||||||
Deferred Revenue (1) | ||||||||
Warranty provision | ||||||||
Advances from customers | ||||||||
Accrued expenses | ||||||||
Other current liabilities | ||||||||
(1)
June 30 | December 31 | |||||||
2025 | 2024 | |||||||
Balance at the beginning of the period | ||||||||
Deferred revenue relating to new sales | ||||||||
Revenue recognized during the period | ( | ) | ( | ) | ||||
Balance at the end of the period |
Remaining Performance Obligations (“RPO”) represents contracted
revenue that has not yet been recognized, which includes deferred revenue and amounts that will be recognized as revenue in future periods.
As of June 30, 2025, the total RPO amounted to $
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PARAZERO TECHNOLOGIES LTD.
Note 7 – Derivatives Warrant Liabilities:
Private Placement Warrants
The Company issued pre-funded warrants,
series A warrants and series B warrants as part of the PIPE (as defined in Note 8.B below) from October 2023. The pre-funded warrants
and series B warrants have been fully exercised. As of June 30, 2025,
The fair value of the series A warrants as of June 30, 2025 was calculated by an independent valuation expert, performing numerous iterations using the Black–Scholes option price model, based on a probability of an adjustment event and using the following assumptions:
June 30, 2025 | December 31, 2024 | |||||||
Expected volatility (%) | % | % | ||||||
Risk-free interest rate (%) | % | % | ||||||
Expected Life (years) | ||||||||
Value per share | $ | $ | ||||||
Exercise price (U.S. dollars per share) | $ | $ |
The following table sets forth the changes in the number of outstanding series A warrants during the six months ended June 30, 2025:
Balance as of December 31, 2024 | ||||
Exercise of warrants | ( | ) | ||
Balance as of June 30, 2025 |
The following table sets forth the fair value changes of the series A warrants during the six months ended June 30, 2025:
Balance as of December 31, 2024 | ||||
Change in fair value | ( | ) | ||
Exercise of warrants | ( | ) | ||
Balance as of June 30, 2025 |
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PARAZERO TECHNOLOGIES LTD.
Note 8 – Shareholders’ Equity:
A. | Initial public offering (the “IPO”) |
On July 31, 2023, the Company closed an initial public offering of its ordinary shares (the “IPO”). The Company issued and sold |
B. | Private investment |
On October 30, 2023, the Company raised gross proceeds of approximately $
During 2023, certain warrant holders exercised
During January and February 2024, certain warrant holders exercised
During December 2024, certain warrant holders exercised
As of December 31, 2024, the pre-funded warrants and series B warrants have been exercised in full.
During January 2025, certain warrant holders exercised
As of June 30, 2025, there were |
C. | Form F-3 (the “Form F-3”) | |
On August 9, 2024, the Company filed a Shelf Registration Statement on Form F-3 (the “Form F-3”) with the SEC for the registration under the Securities Act of 1933, as amended, of such indeterminate number of ordinary shares, warrants to purchase ordinary shares, and units, in one or more offerings for an aggregate initial offering price of up to $50,000,000 on Form F-3. The Form F-3 was declared effective by the SEC on August 16, 2024. |
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PARAZERO TECHNOLOGIES LTD.
D. | Registered direct offering - February 13, 2025 |
On February 13, 2025, the Company closed a registered direct offering utilizing the Form F-3. The Company issued and sold |
E. | Equity Warrants |
During April 2024, certain consultants exercised
As of June 30,2025, the remaining outstanding equity warrants (excluding series A warrants) are summarized in the table below:
Issuance date | In connection with | Expiry date | No. of warrants issued | Exercise price per ordinary share | No. of Ordinary shares underlying warrants | |||||||||||
2022 | $ | |||||||||||||||
2023 | $ | |||||||||||||||
2023 | $ |
* | Warrants issued as part of the Delta Drone transaction with the Former Parent Company and upon the IPO completion. |
F. | Stock-based Compensation |
The Company’s Global Share Incentive Plan (2022) (the “Plan”) was adopted by Company’s Board of Directors (the “Board”) on March 28, 2022. The Plan provides for the grant of options to purchase ordinary shares, restricted share units representing ordinary shares and ordinary shares (collectively, the “Awards”) to the Company’s employees, officers, directors, advisors and consultants in order to promote a close identity of interests between those individuals and us.
On February 19, 2025 the Company’s pool
of shares under the Plan was increased by
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PARAZERO TECHNOLOGIES LTD.
For the six months ended June 30, 2025,
the Board approved the grant of an aggregate of
A summary of the stock option activity for the six months ended June 30, 2025 is as follows:
Number of Options | Weighted Average Exercise Price | |||||||
Options outstanding as of December 31, 2024 | $ | |||||||
Granted | $ | |||||||
Forfeited | $ | |||||||
Options outstanding as of June 30, 2025 | $ | |||||||
Options exercisable as of June 30, 2025 | $ |
As of June 30, 2025, the Company had
As of June 30, 2025, the unrecognized
compensation cost related to all unvested options of $
The Company used the Black-Scholes option-pricing model to determine the fair value of options granted during 2023 - 2025. The following assumptions were applied in determining the options’ fair value on their grant date:
2025 | 2024 | ||||||
Risk-free interest rate | % | $ | % | ||||
Expected option term (years) | $ | ||||||
Expected share price volatility | |||||||
Dividend yield |
G. | Restricted Share Units Grant |
On February 19, 2025, the Board resolved
to approve the grant of an aggregate of
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PARAZERO TECHNOLOGIES LTD.
The Company calculates the fair value of RSUs based on the fair value on the closing trading price of the underlying shares at the date of grant. Each RSU vests based on continued service to the Company, between 12 – 36 months. The grant date fair value of the award is recognized as stock-based compensation expense over the requisite service period.
The fair value of this grant was $
A summary of the RSUs activity for the six months ended June 30, 2025 is as follows:
Amount of RSUs | Weighted Average Grant date Fair Value per Share | |||||||
Outstanding as of December 31, 2024 | $ | |||||||
Granted | $ | |||||||
Forfeited | $ | |||||||
Vested | $ | |||||||
Unvested and Outstanding as of June 30, 2025 | $ |
Note 9 – Commitments and Contingencies
A. | Israel Innovation Authority |
The Company has received royalty-bearing
grants from the Israel Innovation Authority (the “IIA”), for approved research and development projects. The programs include
grants for: wages, materials, subcontractors and miscellaneous. The Company is required to pay royalties at the rate of
As of December 31, 2019, the research
and development projects funded by the IIA were completed. The total amount of the IIA grant received was $
As of June 30, 2025, the maximum
obligation with respect to the grants received from the IIA, including accrued interest, contingent upon entitled future sales, is $
When a company develops know-how, technology or products using IIA grants, the terms of these grants and the Research Law restrict the transfer of such know-how, and the transfer of manufacturing or manufacturing rights of such products, technologies or know-how outside of Israel, without the prior approval of the IIA. Therefore, the discretionary approval of an IIA committee would be required for any transfer to third parties inside or outside of Israel of know-how or manufacturing or manufacturing rights related to those aspects of such technologies. There is no certainty that the Company would obtain such approvals.
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PARAZERO TECHNOLOGIES LTD.
B. | Liens |
The Company’s long-term restricted
deposits held in a bank in the amount of NIS
NOTE 10 — SEGMENT REPORTING
Segment information is prepared on the same basis
that the chief executive officer, who is the Company’s chief operating decision maker, manages the business, makes business decisions
and assesses performance. The Company has
The chief executive officer assesses performance for this segment and decides how to allocate resources based on operating expenses excluding non-cash items and net loss. The measure of segment assets is reported on the balance sheet as cash and cash equivalents. The chief executive officer performs the assessment of segment performance by using the reported measure of segment profit or loss to monitor budget versus actual results.
The table below summarizes the significant expense categories regularly reviewed by the chief operating decision maker for the period ended June 30, 2025 and December 31, 2024:
June 30 | June 30 | |||||||
2025 | 2024 | |||||||
Sales | ||||||||
Cost of Sales (*) | ||||||||
Payroll and payroll related | ||||||||
Others | ||||||||
Research and Development expenses (*) | ||||||||
Payroll and payroll related | ||||||||
Material, subcontractors, consultants and other | ||||||||
Selling and Marketing expenses (*) | ||||||||
Payroll and payroll related | ||||||||
Professional services, tradeshows and others | ||||||||
General and Administrative expenses (*) | ||||||||
Payroll and payroll related | ||||||||
Professional services and Facility related and other | ||||||||
Other segment items: (*) | ( | ) | ( | ) | ||||
Net loss |
(*) |
Note 11 – Subsequent Events
A. | On July 3, 2025, the Company’s shareholders resolved the following:
1. To extend the shareholders resolution from July 24, 2024, to approve a reverse share split of the Company’s issued and outstanding ordinary shares, NIS
2. To approve the terms of employment of the Company’s new Chief Executive Officer |
B. | On August 4, 2025, the Company closed a registered direct offering utilizing Form F-3 (the “Form F-3”). The Company issued and sold |
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