Page | |
F-2 - F-3 | |
F-4 | |
F-5 | |
F-6 - F-7 | |
F-8 - F-16 |
|
September 30,
|
December 31,
|
|||||||
|
2025
|
2024
|
|||||||
|
ASSETS
|
||||||||
|
CURRENT ASSETS:
|
||||||||
|
Cash and cash equivalents
|
$
|
|
$
|
|
||||
|
Short-term restricted cash
|
|
|
||||||
|
Bank deposits
|
|
|
||||||
|
Marketable securities
|
|
|
||||||
|
Trade receivables, net
|
|
|
||||||
|
Inventory
|
|
|
||||||
|
Prepaid expenses and other current assets
|
|
|
||||||
|
Total current assets
|
|
|
||||||
|
LONG-TERM ASSETS:
|
||||||||
|
Restricted deposits
|
|
|
||||||
|
Property and equipment, net
|
|
|
||||||
|
Operating lease right-of-use assets, net
|
|
|
||||||
|
Other long-term assets
|
|
|
||||||
|
Total long-term assets
|
|
|
||||||
|
Total assets
|
$
|
|
$
|
|
||||
|
September 30,
|
December 31,
|
|||||||
|
2025
|
2024
|
|||||||
|
LIABILITIES AND SHAREHOLDERS' EQUITY
|
||||||||
|
CURRENT LIABILITIES:
|
||||||||
|
Trade payables
|
$
|
|
$
|
|
||||
|
Deferred revenues
|
|
|
||||||
|
Employees and payroll accruals
|
|
|
||||||
|
Accrued expenses and other current liabilities
|
|
|
||||||
|
Operating lease liabilities
|
|
|
||||||
|
Total current liabilities
|
|
|
||||||
|
LONG-TERM LIABILITIES:
|
||||||||
|
Operating lease liabilities
|
|
|
||||||
|
Warrants liability
|
|
|
||||||
|
Total long-term liabilities
|
|
|
||||||
|
SHAREHOLDERS' EQUITY:
|
||||||||
|
Ordinary shares of
|
|
|
||||||
|
Additional paid-in capital
|
|
|
||||||
|
Accumulated deficit
|
(
|
)
|
(
|
)
|
||||
|
Total shareholders' equity
|
|
|
||||||
|
Total liabilities and shareholders' equity
|
$
|
|
$
|
|
||||
|
Nine Months Ended
September 30,
|
||||||||
|
2025
|
2024
|
|||||||
|
Revenues
|
$
|
|
$
|
|
||||
|
Cost of revenues
|
(
|
)
|
(
|
)
|
||||
|
Gross profit (loss)
|
|
(
|
)
|
|||||
|
Operating expenses:
|
||||||||
|
Research and development
|
|
|
||||||
|
Sales and marketing
|
|
|
||||||
|
General and administrative
|
|
|
||||||
|
Total operating expenses
|
|
|
||||||
|
Operating loss
|
(
|
)
|
(
|
)
|
||||
|
Financial income, net
|
|
|
||||||
|
Loss before taxes on income
|
(
|
)
|
(
|
)
|
||||
|
Taxes on income
|
(
|
)
|
(
|
)
|
||||
|
Net loss
|
$
|
(
|
)
|
$
|
(
|
)
|
||
|
Basic and diluted net loss per ordinary share
|
$
|
(
|
)
|
$
|
(
|
)
|
||
|
Weighted average number of ordinary shares used in computing basic and diluted net loss per ordinary share
|
|
|
||||||
|
|
Ordinary Shares
|
Additional
Paid-in Capital |
Accumulated
Deficit
|
Total
Shareholders’ Equity
|
||||||||||||||||
|
|
Number
|
Amount
|
||||||||||||||||||
|
Balance as of January 1, 2024
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
||||||||||
|
Exercise of shares options
|
|
|
|
|
|
|||||||||||||||
|
Vesting of RSUs
|
|
|
|
|
|
|||||||||||||||
|
Share-based compensation
|
-
|
|
|
|
|
|||||||||||||||
|
Net Loss
|
-
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
|
Balance as of September 30, 2024
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
||||||||||
|
Balance as of January 1, 2025
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
||||||||||
|
Issuance of ordinary shares and warrants, net of issuance costs
|
|
|
|
|
|
|||||||||||||||
|
Issuance of ordinary shares, net of issuance costs
|
|
|
|
|
|
|||||||||||||||
|
Exercise of shares options
|
|
|
|
|
|
|||||||||||||||
|
Vesting of RSUs
|
|
|
|
|
|
|||||||||||||||
|
Share-based compensation
|
-
|
|
|
|
|
|||||||||||||||
|
Net Loss
|
-
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
|
Balance as of September 30, 2025
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
||||||||||
|
Nine Months Ended
September 30,
|
||||||||
|
2025
|
2024
|
|||||||
|
Cash flows from operating activities:
|
||||||||
|
Net loss
|
$
|
(
|
)
|
$
|
(
|
)
|
||
|
Adjustments required to reconcile net loss to net cash used in operating activities:
|
||||||||
|
Depreciation and amortization
|
|
|
||||||
|
Remeasurement of warrants liability
|
(
|
)
|
(
|
)
|
||||
|
Change in accrued interest on bank deposits
|
(
|
)
|
|
|||||
|
Change in marketable securities
|
(
|
)
|
(
|
)
|
||||
|
Share-based compensation
|
|
|
||||||
|
Foreign exchange gain, net
|
(
|
)
|
(
|
)
|
||||
|
Change in prepaid expenses and other assets
|
|
|
||||||
|
Change in trade receivables, net
|
(
|
)
|
|
|||||
|
Change in inventory
|
|
|
||||||
|
Change in operating lease assets and liabilities, net
|
|
(
|
)
|
|||||
|
Change in trade payables
|
|
(
|
)
|
|||||
|
Change in accrued expenses and other liabilities
|
(
|
)
|
(
|
)
|
||||
|
Change in employees and payroll accruals
|
|
|
||||||
|
Change in deferred revenues
|
|
(
|
)
|
|||||
|
Net cash used in operating activities
|
(
|
)
|
(
|
)
|
||||
|
Cash flows from investing activities:
|
||||||||
|
Purchase of property and equipment
|
(
|
)
|
(
|
)
|
||||
|
Proceeds from sales of property and equipment
|
|
|
||||||
|
Investment in bank deposits
|
(
|
)
|
(
|
)
|
||||
|
Withdrawal of bank deposits
|
|
|
||||||
|
Investment in restricted deposits
|
(
|
)
|
(
|
)
|
||||
|
Investment in marketable securities
|
(
|
)
|
(
|
)
|
||||
|
Proceeds from sales and maturities of marketable securities
|
|
|
||||||
|
Net cash provided by (used in) investing activities
|
$
|
(
|
)
|
$
|
|
|||
|
Nine Months Ended
September 30,
|
||||||||
|
2025
|
2024
|
|||||||
|
Cash flows from financing activities:
|
||||||||
|
Issuance of ordinary shares and warrants, net of issuance costs
|
|
|
||||||
|
Issuance of ordinary shares, net of paid issuance costs
|
|
|
||||||
|
Proceeds from exercise of options
|
|
|
||||||
|
Net cash provided by financing activities
|
|
|
||||||
|
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
|
|
||||||
|
Increase (decrease) in cash, cash equivalents and restricted cash
|
(
|
)
|
|
|||||
|
Cash, cash equivalents and restricted cash at the beginning of the period
|
|
|
||||||
|
Cash, cash equivalents and restricted cash at the end of the period
|
$
|
|
$
|
|
||||
|
Supplementary disclosure of cash flows activities:
|
||||||||
|
(1) Cash paid during the period for:
|
||||||||
|
Income taxes
|
$
|
|
$
|
|
||||
|
(2) Non-cash transactions:
|
||||||||
|
Purchase of property and equipment
|
$
|
|
$
|
|
||||
|
Reclassification from property and equipment, net to inventory
|
$
|
|
$
|
|
||||
|
Exercise of options
|
$
|
|
$
|
|
||||
|
Right-of-use assets recognized with corresponding lease liabilities due to lease modification
|
$
|
|
$
|
|
||||
|
Sale of machinery (see Note 4)
|
$
|
|
$
|
|
||||
|
Issuance costs to be paid
|
$
|
|
$
|
|
||||
|
(3) Cash, cash equivalents and restricted cash at the end of the period:
|
||||||||
|
Cash and cash equivalents
|
$
|
|
$
|
|
||||
|
Short-term restricted cash
|
|
|
||||||
|
$
|
|
$
|
|
|||||
|
NOTE 1:- |
GENERAL |
|
| a. |
Innoviz Technologies Ltd. and its subsidiaries (the “Company” or “Innoviz”) is a Tier-1 direct supplier of high-performance, automotive grade LiDAR sensor platforms and complementary solutions that feature technological breakthroughs across core components and bring enhanced vision and superior performance to enable safe autonomous driving at a mass scale. The Company provides a comprehensive solution for OEMs (original equipment manufacturers) and Tier-1 partners that are developing and marketing autonomous driving vehicles to the passenger car and other relevant markets, such as robotaxis, shuttles, delivery vehicles and trucks.
|
|
| b. |
The Company was incorporated on January 18, 2016, under the laws of the state of Israel.
|
| c. |
On December 10, 2020, the Company entered into definitive agreements in connection with a merger (the “Transactions”) with Collective Growth Corporation (“Collective Growth”), a special purpose acquisition company, that resulted in Collective Growth becoming a wholly owned subsidiary of the Company upon the consummation of the Transactions on April 5, 2021 (the “Closing Date”).
|
| d. |
As of September 30, 2025 the Company’s principal source of liquidity includes its cash and cash equivalents in the amount of $
|
| e. |
In October 2023, Israel was attacked by a terrorist organization and entered a state of war. In October 2025, the sides agreed to a ceasefire, although there is no assurance that this agreement will be upheld. As of the date of these interim consolidated financial statements, the potential for renewed hostilities and any future escalation are difficult to predict, as such are the economic implications of the conflict on the Company’s operational and financial performance. The Company considered the impact of the war and determined that there were no material adverse impacts on the interim consolidated financial statements, including related significant estimates made by management, for the period ended September 30, 2025.
|
| NOTE 2:- |
SIGNIFICANT ACCOUNTING POLICIES
|
| a. |
Interim financial statements
|
F - 8
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
| NOTE 2:- |
SIGNIFICANT ACCOUNTING POLICIES (Cont.)
|
| b. |
Significant accounting policies
|
| c. |
Use of estimates:
|
| d. |
Concentration of credit risk:
|
F - 9
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
| NOTE 2:- |
SIGNIFICANT ACCOUNTING POLICIES (Cont.)
|
| e. |
Recently issued accounting pronouncement not yet adopted:
|
| 1. |
In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The ASU introduces a practical expedient for the application of the current expected credit loss (“CECL”) model to current accounts receivable and contract assets. The ASU is effective for fiscal years beginning after December 15, 2025, and interim periods within those fiscal years, Early adoption is permitted. The Company is currently evaluating the effect that ASU 2025-05 will have on its consolidated financial statements and related disclosures.
|
| 2. |
In September 2025, the FASB issued ASU 2025-06, Intangibles, Goodwill and Other Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The ASU removes all references to software development stages throughout ASC 350-40. Therefore, under the ASU, an entity will be required to start capitalizing software costs when management has authorized and committed to funding the software project, and it is probable that the project will be completed and the software will be used to perform the intended function. The ASU is effective for fiscal years beginning after December 15, 2027, and interim periods within those fiscal years. The ASU allows adoption either on a prospective basis, a modified prospective approach or a retrospective approach. The Company is currently evaluating the effects that ASU 2025-06 will have on its consolidated financial statements and related disclosures.
|
|
September 30,
|
December 31,
|
|||||||
|
2025
|
2024
|
|||||||
|
Raw materials
|
$
|
|
$
|
|
||||
|
Work in process
|
|
|
||||||
|
Finished goods
|
|
|
||||||
|
|
||||||||
|
$
|
|
$
|
|
|||||
F - 10
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
F - 11
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
|
September 30, 2025
|
||||||||||||||||
|
|
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||||||
|
Assets:
|
||||||||||||||||
|
Marketable securities
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
|
|
||||||||||||||||
|
Total financial assets
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
|
Liabilities:
|
||||||||||||||||
|
Warrants (1)
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
|
Total financial liabilities
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
|
December 31, 2024
|
||||||||||||||||
|
|
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||||||
|
Assets:
|
||||||||||||||||
|
Marketable securities
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
|
|
||||||||||||||||
|
Total financial assets
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
|
Liabilities:
|
||||||||||||||||
|
Warrants (1)
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
|
Total financial liabilities
|
$
|
|
$
|
|
$
|
|
$
|
|
||||||||
| (1) |
As part of the Transactions (see Note 1c), the Company assumed a derivative warrants liability related to previously issued private placement warrants in connection with Collective Growth’s initial public offering. The Company utilizes a Black-Scholes option pricing model to estimate the fair value of the private placement warrants which is considered a Level 3 fair value measurement. The warrants are measured at each reporting period, with changes in fair value recognized in financing income, net.
|
|
Nine Months Ended
September 30,
|
||||||||
|
2025
|
2024
|
|||||||
|
Balance as of January 1
|
$
|
|
$
|
|
||||
|
Change in fair value of warrants liability
|
(
|
)
|
(
|
)
|
||||
|
Balance as of September 30
|
$
|
|
$
|
|
||||
F - 12
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
| NOTE 6:- |
COMMITMENTS AND CONTINGENCIES
|
| NOTE 7: - |
EQUITY ISSUANCE
|
| a. |
On February 12, 2025, the Company issued a total of
|
|
F - 13
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
| NOTE 7: - |
EQUITY ISSUANCE (Cont.)
|
| b. |
On August 13, 2025, the Company entered into an Open Market Sale Agreement (the “Sales Agreement”) with a sales agent. In accordance with the terms of the Sales Agreement, the Company may offer and sell its ordinary shares from time to time through the sales agent, having an aggregate offering price of up to $ As of September 30, 2025, the Company issued
|
| NOTE 8:- |
BASIC AND DILUTED NET LOSS PER SHARE
|
|
Nine Months Ended
September 30,
|
||||||||
|
2025
|
2024
|
|||||||
|
Numerator:
|
||||||||
|
Net Loss
|
$
|
(
|
)
|
$
|
(
|
)
|
||
|
Denominator:
|
||||||||
|
|
||||||||
|
|
|
|||||||
| a. |
|
| b. |
|
F - 14
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
| NOTE 9:- |
SEGMENT INFORMATION |
| a. |
Segment information:
|
|
|
Nine Months Ended
September 30,
|
||||||||
|
2025
|
2024
|
|||||||
|
Revenues from external customers
|
$
|
|
$
|
|
||||
|
Less:
|
||||||||
|
Cost of revenues
|
|
|
||||||
|
Research and development expenses
|
|
|
||||||
|
Sales and marketing expenses
|
|
|
||||||
|
General and administrative expenses
|
|
|
||||||
|
Financial income, net
|
(
|
)
|
(
|
)
|
||||
|
Taxes on income
|
|
|
||||||
|
Segment loss
|
$
|
|
$
|
|
||||
|
Other segment disclosures:
|
||||||||
|
Depreciation and amortization expenses
|
$
|
|
$
|
|
||||
|
Share-based compensation expenses
|
$
|
|
$
|
|
||||
|
Interest income
|
$
|
|
$
|
|
||||
|
Expenditures for segment assets
|
$
|
|
$
|
|
||||
|
September 30,
|
December 31,
|
|||||||
|
2025
|
2024
|
|||||||
|
Assets:
|
||||||||
|
Segment assets
|
$
|
|
$
|
|
||||
F - 15
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
U.S. dollars in thousands (except share and per share data)
| NOTE 9:- |
SEGMENT INFORMATION (Cont.) |
| b. |
Geographic information:
|
|
Nine Months Ended
September 30,
|
||||||||
|
2025
|
2024
|
|||||||
|
Europe, Middle East and Africa (*)
|
$
|
|
$
|
|
||||
|
Americas (**)
|
|
|
||||||
|
Israel
|
|
|
||||||
|
Asia Pacific
|
|
|
||||||
|
$
|
|
$
|
|
|||||
| (*) |
Includes revenues from Germany only.
|
|
| (**) |
Includes revenues from United States in the amount of $
|
| c. |
Concentration of credit risk from major customers:
As of September 30, 2025, Customer A and Customer B accounted for approximately
As of December 31, 2024, Customer A and Customer C accounted for approximately
|
F - 16