Revenue and Gross Margin - Revenue increased by 7.5million(22.110.8 million, up from 8.4millioninQ32023[171]−Revenuesdecreasedby0.2 million (0.2%) for the nine months ended September 30, 2024, compared to the same period in 2023, driven by the Pangiam Acquisition offset by decreased volume from the Air Force EPASS program[185] Operating and Net Loss - Operating loss for Q3 2024 was 10.5million,comparedto8.2 million in Q3 2023[171] - Net loss for Q3 2024 was 12.2million,comparedtoanetincomeof4.0 million in Q3 2023[171] - Adjusted EBITDA for the nine months ended September 30, 2024, was (4.358)million,comparedto(6.870) million in the same period in 2023[199] Acquisition and Strategic Initiatives - The company completed the acquisition of Pangiam on February 29, 2024, enhancing its vision and edge AI portfolio[150] - Transaction expenses decreased by 1.4million(100.05.5 million (183.9%) for the nine months ended September 30, 2024, compared to the same period in 2023, driven by increased headcount and the inclusion of Pangiam's results[188] Financial Performance and Expenses - Cost of revenues decreased to 74% of total revenues for the three months ended September 30, 2024, compared to 75% in the same period in 2023, driven by a higher mix of higher margin solutions[174] - SG&A expenses as a percentage of total revenues decreased to 42% for the three months ended September 30, 2024, compared to 46% in the same period in 2023, primarily due to higher revenue[175] - SG&A expenses as a percentage of total revenues increased to 51% for the nine months ended September 30, 2024, compared to 46% in the same period in 2023, driven by non-recurring strategic initiatives and integration costs[187] - Research and development expenses increased by 4.2million(1194.6437.494 million, a significant increase from 167.810millionasofDecember31,2023[209]−FundedbacklogasofSeptember30,2024,was77.422 million, compared to 30.112millionasofDecember31,2023[209]−ThecompanyanticipatespotentialdelaysinnewcontractawardsduetothecontinuingresolutionfundingtheU.S.governmentthroughDecember20,2024[156]−GeopoliticaltensionsinUkraine,theMiddleEast,andthePacificregionhaveslowedthepaceofcontractawards,pushingrevenueintosubsequentperiods[159]LiquidityandFinancing−Thecompanyraised20.6 million through the exercise of RDO warrants and 33.2millionthroughtheexerciseofPIPEwarrantsinearly2024[151][152]−ThecompanyenteredintoaControlledEquityOfferingsalesagreementonMay10,2024,allowingittosellupto150.0 million in common stock[213] - The company's primary sources of liquidity are cash flows from operations and access to credit facilities, with projected cash flow expected to meet needs for the next 12 months[210] - Available cash and cash equivalents increased to 65.584millionasofSeptember30,2024,comparedto32.557 million as of December 31, 2023[217] - Net cash used in operating activities was 23.3millionfortheninemonthsendedSeptember30,2024,primarilyduetoanetlossof22.2 million and unfavorable changes in net working capital[232] - Net cash provided by investing activities was 6.2millionfortheninemonthsendedSeptember30,2024,primarilyfromcashacquiredinthePangiamAcquisition[234]−Netcashprovidedbyfinancingactivitieswas50.2 million for the nine months ended September 30, 2024, mainly from the exercise of PIPE and RDO warrants[235] - The Company entered into warrant exercise agreements, raising approximately 53.8millionfromtheexerciseofPIPEandRDOwarrants[229][230]DebtandConvertibleNotes−Totaldebtremainedat200.0 million as of September 30, 2024, with unamortized issuance costs of 4.262million[218][221]−TheCompanyissued200.0 million of unsecured convertible notes with a 6.0% annual interest rate, convertible into 18,844,600 shares of common stock[219][220] - The Company has a 25.0millionseniorsecuredrevolvingcreditfacilitywithBankofAmerica,maturingonDecember7,2025[222][223]−TheCompany′slong−termdebt,netofunamortizedissuancecosts,was195.738 million as of September 30, 2024[218] - The conversion rate for the Convertible Notes was adjusted to 94.2230 shares per 1,000principalamountduetotheaveragedailyvolume−weightedaveragepriceofthecommonstockbeinglessthan10.00 during the preceding 30 trading days[245] - The adjusted conversion price is 10.61,andtheConvertibleNotesareconvertibleinto18,844,600shares,excludinginterestpaymentssettledwithshares[245]−Theoutstandingprincipalamountofthecompany′slong−termdebtasofSeptember30,2024,was200.0 million, excluding unamortized discounts and issuance costs of 4.3million[245]TaxandValuation−IncometaxexpensefortheninemonthsendedSeptember30,2024,was22 million, a decrease of 56.9% compared to 51millioninthesameperiodin2023[196]−TheeffectivetaxratefortheninemonthsendedSeptember30,2024,wasconsistentwiththepreviousyear,primarilyinfluencedbystateandlocaltaxes,permanentdifferences,anddiscreteitems[196]−ThecompanymaintainsafullvaluationallowanceagainstitsdeferredtaxassetsasofSeptember30,2024,duetouncertaintyabouttheirrealization[197]−TheCompanyperformedaquantitativegoodwillimpairmenttestasofSeptember30,2024,usingadiscountrateof12.085.0 million was recognized for the nine months ended September 30, 2024, primarily due to a decrease in share price[192] Market Risk and Management - The company is exposed to market risk related to interest rates, primarily through fixed-rate long-term debt and revolving credit[245] - The company has policies and procedures in place to manage and mitigate market risks[247] National Defense Budget - The FY 2024 National Defense budget was set at 886billion,with842 billion allocated to the DoD base budget[154] - The FY 2025 National Defense budget request is 895billion,with850 billion proposed for the DoD base budget[155] Derivatives and Fair Value - Net decrease in fair value of derivatives was 1.3millionforthethreemonthsendedSeptember30,2024,comparedtoadecreaseof15.7 million in the same period in 2023, primarily due to the settlement of warrants[180] - Net increase in fair value of derivatives was 14.8millionfortheninemonthsendedSeptember30,2024,comparedtoadecreaseof1.9 million in the same period in 2023, driven by fair value remeasurements of warrants[193] Free Cash Flow - Free cash flow for the nine months ended September 30, 2024, was (31.013)million,comparedto(20.979) million in the same period in 2023[201] Senior Revolver Covenants - The company was in compliance with the Senior Revolver covenants as of September 30, 2024, but is currently unable to draw on it due to Adjusted EBITDA requirements[214]