ASNS Actelis Networks Inc

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): December 14, 2023

 

Actelis Networks, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware		001-41375		52-2160309
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

 

4039 Clipper Court, Fremont, CA 94538

(Address of principal executive offices)

 

(510) 545-1045

(Registrant’s telephone number, including area code)

 

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 par value per share		ASNS		Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☒

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 7.01 Regulation FD Disclosures.

 

On December 14, 2023, Actelis Networks, Inc. (the "Company") issued a press release titled “Actelis Announces Order Received and Launch of New Last Mile Hybrid-Fiber Multi-Gigabit Broadband Solution For Buildings and IoT Applications.” A copy of the Company’s press release containing such business update is attached hereto as Exhibit 99.1 The information set forth in the press release is incorporated by reference into this Item 9.01 of this Current Report on Form 8-K.

 

This Current Report on Form 8-K and Exhibit 99.1 contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are based on current expectations and are not guarantees of future performance. Further, the forward-looking statements are subject to the limitations listed in Exhibit 99.1 and in the other reports of the Company filed with the United States Securities and Exchange Commission (the "SEC"), including that actual events or results may differ materially from those in the forward-looking statements. 

 

Investors and others should note that the Company may announce material information about its finances, product development, clinical trials and other matters to its investors using its website (https://actelis.com/) in addition to SEC filings, press releases, public conference calls and webcasts. The Company uses these channels to communicate with the Company’s shareholders and the public about the Company and other issues. It is possible that the information the Company posts on these channels could be deemed to be material information. Therefore, the Company encourages investors, the media, and others interested in the Company to review the information it posts on the Company’s website (referenced above) in addition to following its press releases, SEC filings, public conference calls, and webcasts.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.		Exhibit Description
99.1		Press release dated December 14, 2023
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	ACTELIS NETWORKS, INC.
Dated: December 14, 2023	By:	/s/ Yoav Efron
	Name:	Yoav Efron
	Title:	Chief Financial Officer

 

 

2

Exhibit 99.1

 

 

Actelis Announces Order Received and Launch of New Last Mile Hybrid-Fiber Multi-Gigabit Broadband Solution For Buildings and IoT Applications

 

Instant, Cost-Effective Deployment of Secure Multi-Gigabit Connectivity Over Extended Distances Is Now Possible With the GigaLine 800 Series

 

FREMONT, Calif., December 14, 2023 — Actelis Networks, Inc. (NASDAQ:ASNS) (“Actelis” or the “Company”), a market leader in cyber-hardened, rapid deployment networking solutions for IoT applications, today announced the official launch of the cyber and temperature hardened GigaLine 800 Hybrid-Fiber, last mile broadband networking solution. This new solution is designed to help network operators solve the challenge of deploying multi-Gigabit connectivity over thousands of feet in a secure, instantaneous, and economical manner by extending fiber connectivity utilizing existing copper and coax wiring. Now, without the need to wait for fiber availability, millions of homes and businesses can be connected immediately to broadband services generating new revenue opportunities for providers. Additionally, with GigaLine 800, operators of smart rail, smart campus, smart city as well as industrial and military networks have a fast path to completing their IoT projects on time and under budget.

 

In recent years, network providers have made strong progress in deploying fiber, however, in millions of cases it has not been economical to install fiber all the way to a building, a specific location or device. For example, today fiber is installed nearby or “passes” approximately half of the primary homes in the United States, however, less than half of those homes in buildings that are “passed” by fiber are actually connected to the fiber outside. Getting fiber all the way to a home or business is expensive and time consuming due to construction costs, labor shortages, permitting issues and landlord-carrier friction. Actelis’ new GigaLine 800 aims at extending the fiber connection to all the buildings that fiber does not reach and helps get broadband services all the way through to homes or offices. Installation is instant and low cost by utilizing the wiring that is already present in the building. Similarly, all IoT applications that require secure, high speed, long reach connectivity to cameras, radars, small wireless or Wi-Fi base stations, or other devices may enjoy similar advantages.

 

The GigaLine 800 solution delivers 5 Gbps over the last 1,000 feet and 1 Gbps over the last 3,000 feet closing the gap between the fiber termination point and the out of fiber reach building. The installation process is simple, saving providers the time and cost of digging up concrete while eliminating the need to obtain permits. The GigaLine 800 can be configured for point-to-point or point-to-multi-point applications, with capability to connect multiple buildings or IoT devices from one unit.

 

Actelis places high importance on network security when designing its products which is why it incorporated high-end security protocols into the GigaLine 800. The device features 256-bit MACsec encryption and integrates seamlessly with Actelis’ encrypted MetaASSIST element management system to offer protection at the switching, transmission, and network management levels. The Gigaline 800 also supports FIPS cyber-security standards as required by DoD for sensitive applications.

 

“There is a growing demand in the market to get multi-Gigabit connectivity to unserved and underserved locations but in many cases running fiber takes many months to deliver, and the cost has been way too high to make it happen,” said Tuvia Barlev, chairman and CEO of Actelis. “Until now, millions of people have been denied broadband services and we believe that the GigaLine 800 will be used to solve that problem immediately.”

 

As previously reported, Actelis showcased its new GigaLine 800 solution at the Broadband Communities Summit in May 2023, helping to generate interest from local and state agencies as well as network providers and system integrators. A recent order has been received by a global integrator of infrastructure, demonstrating the appeal of the GigaLine 800 in the market.

 

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About Actelis Networks, Inc.

 

Actelis Networks, Inc. (NASDAQ: ASNS) is a market leader in cyber-hardened, rapid-deployment networking solutions for wide-area IoT applications including federal, state and local government, ITS, military, utility, rail, telecom and campus applications. Actelis’ unique portfolio of hybrid fiber-copper, environmentally hardened aggregation switches, high density Ethernet devices, advanced management software and cyber-protection capabilities, unlocks the hidden value of essential networks, delivering safer connectivity for rapid, cost-effective deployment. For more information, please visit www.actelis.com.

 

Forward-looking Statements

 

This press release contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are identified by the use of the words “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “may,” “continue,” “predict,” “potential,” “project” and similar expressions that are intended to identify forward-looking statements. All forward-looking statements speak only as of the date of this press release. You should not place undue reliance on these forward-looking statements. Although we believe that our plans, objectives, expectations and intentions reflected in or suggested by the forward-looking statements are reasonable, we can give no assurance that these plans, objectives, expectations or intentions will be achieved. Forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from historical experience and present expectations or projections. Actual results to differ materially from those in the forward-looking statements and the trading price for our common stock may fluctuate significantly. Forward-looking statements also are affected by the risk factors described in the Company’s filings with the U.S. Securities and Exchange Commission. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

 

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Media Contact:

 

Sean Renn

Global VP Marketing & Communications

srenn@actelis.com

 

Investor Relations Contact:

 

Kirin Smith

PCG Advisory, Inc.

Ksmith@pcgadvisory.com

 

 

 

 

v3.23.3

Cover	Dec. 14, 2023
Cover [Abstract]
Document Type	8-K
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Document Period End Date	Dec. 14, 2023
Entity File Number	001-41375
Entity Registrant Name	Actelis Networks, Inc.
Entity Central Index Key	0001141284
Entity Tax Identification Number	52-2160309
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	4039 Clipper Court
Entity Address, City or Town	Fremont
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94538
City Area Code	510
Local Phone Number	545-1045
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Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	ASNS
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false

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