Charging Robotics Inc. Files Q2 2024 10-Q

Ticker: CHEV · Form: 10-Q · Filed: Aug 13, 2024 · CIK: 1459188

Sentiment: neutral

Topics: 10-Q, quarterly-report, company-information

TL;DR

Charging Robotics Inc. filed its Q2 10-Q. Formerly FUEL DOCTOR HOLDINGS, INC.

AI Summary

Charging Robotics Inc. filed its 10-Q for the quarterly period ended June 30, 2024. The company, formerly known as FUEL DOCTOR HOLDINGS, INC. and Silverhill Management Services Inc., is incorporated in Delaware and headquartered in Tel Aviv, Israel. The filing covers its operations as a wholesale distributor of motor vehicle supplies and new parts.

Why It Matters

This filing provides investors with an update on Charging Robotics Inc.'s financial performance and operational status for the second quarter of 2024.

Risk Assessment

Risk Level: low — This is a standard quarterly filing with no immediate red flags or significant new information presented in the header.

Key Numbers

Key Players & Entities

FAQ

What is the primary business of Charging Robotics Inc. as indicated in this filing?

The company's Standard Industrial Classification is WHOLESALE-MOTOR VEHICLE SUPPLIES & NEW PARTS [5013].

When is the period covered by this 10-Q filing?

The quarterly period ended June 30, 2024.

What were Charging Robotics Inc.'s previous names?

The company was formerly known as FUEL DOCTOR HOLDINGS, INC. and Silverhill Management Services Inc.

Where is Charging Robotics Inc. headquartered?

The company's principal executive offices are located at 20 Raul Wallenberg Street, Tel Aviv, Israel.

What is the SEC file number for Charging Robotics Inc.?

The Commission File Number is 000-56253.

Filing Stats: 4,640 words · 19 min read · ~15 pages · Grade level 13.4 · Accepted 2024-08-13 16:01:41

Key Financial Figures

Filing Documents

Financial Statements (Unaudited)

Financial Statements (Unaudited) 1 Condensed Consolidated Balance Sheets as at June 30, 2024 (Unaudited) and December 31, 2023 (Audited) 1 Condensed Consolidated 2 Condensed Consolidated 3 Condensed Consolidated 4 Notes to the Condensed Consolidated Financial Statements (Unaudited) 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 14 Item 3. Quantitative and Qualitative Disclosures About Market Risk 18 Item 4.

Controls and Procedures

Controls and Procedures 18 Part II. Other Information 19 Item 1.

Legal Proceedings

Legal Proceedings 19 Item 1A.

Risk Factors

Risk Factors 19 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 19 Item 3. Defaults Upon Senior Securities 19 Item 4. Mine Safety Disclosures 19 Item 5. Other Information 19 Item 6. Exhibits 19

Signatures

Signatures 20 i CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q of Charging Robotics Inc. (formerly Fuel Doctor Holdings, Inc.), a Delaware corporation (the "Company"), contains "forward-looking "should", "could", "expects", "plans", "intends", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of such terms and other comparable terminology. These forward-looking statements include, without limitation, statements about our market opportunity, our strategies, competition, expected activities and expenditures as we pursue our business plan, and the adequacy of our available cash resources. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Actual results may differ materially from the predictions discussed in these forward-looking statements. The economic environment within which we operate could materially affect our actual results. Additional factors that could materially affect these forward-looking statements and/or predictions include, among other things: the Company's need for and ability to obtain additional financing and the demand for the Company's products, and other factors over which we have little or no control; and other factors discussed in the Company's filings with the Securities and Exchange Commission ("SEC"). We caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made. We disclaim any obligation subsequently to revise any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events, except as required by law. ii

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION

: CONSOLIDATED FINANCIAL STATEMENTS

ITEM 1: CONSOLIDATED FINANCIAL STATEMENTS. CHARGING ROBOTICS INC. (FORMERLY FUEL DOCTOR HOLDINGS, INC.) CONDENSED CONSOLIDATED BALANCE SHEETS U.S. dollars in thousands except share and per share data June 30, 2024 December 31, 2023 (Unaudited) (Audited) ASSETS Current assets: Cash $ 38 $ 8 Other accounts receivable 14 43 Total current assets 52 51 Non current assets: Intangible asset 104 100 Investment in an affiliate (Note 4) 83 110 Loan to an affiliate (Note 4) 63 62 Total non current assets 250 272 TOTAL ASSETS $ 302 $ 323 LIABILITIES & STOCKHOLDERS' DEFICIT Current liabilities: Accounts payable $ 103 $ 104 Other current liabilities 161 116 Receipt on account of shares 65 - Short term loans 234 30 Related parties (Note 5) 146 98 Total current liabilities 709 348 Non-current liabilities: Deferred revenues $ 31 $ 49 Total liabilities $ 740 $ 397 Stockholders' deficit (Note 6) Preferred shares of the Company, par value $ 0.0001 per share, 10,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2023 and December 31, 2022 - - Common Stock, par value $ 0.0001 , 2,990,000,000 shares authorized, 9,151,040 shares issued and outstanding at June 30, 2024 and December 31, 2023 1 1 Additional paid-in capital 1,817 1,817 Foreign currency transaction reserve ( 30 ) ( 27 ) Reserve from share-based compensation transactions 122 101 Accumulated deficit ( 2,348 ) ( 1,966 ) Total stockholders' deficit ( 438 ) ( 74 ) TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 302 $ 323 See accompanying Notes to Condensed Consolidated

Financial Statements

Financial Statements 1 CHARGING ROBOTICS INC. (FORMERLY FUEL DOCTOR HOLDINGS, INC.) CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS U.S. dollars in thousands except share and per share data (Unaudited) Three months ended Six months ended June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Research and development costs $ 85 $ 37 $ 148 $ 149 General and administrative costs 96 144 214 156 Operating loss ( 181 ) ( 181 ) ( 362 ) ( 305 ) Financial expenses 1 - 3 - Net loss ( 180 ) ( 181 ) ( 359 ) ( 305 ) Share in losses of affiliate ( 5 ) ( 10 ) ( 23 ) ( 11 ) Net loss for the period ( 185 ) ( 191 ) ( 382 ) ( 316 ) Other comprehensive loss ( 1 ) ( 7 ) ( 3 ) ( 7 ) Net loss and comprehensive loss for the period ( 186 ) ( 198 ) ( 385 ) ( 323 ) Basic and diluted loss per common share ( 0.02 ) ( 0.02 ) ( 0.04 ) ( 0.08 ) Weighted average common shares outstanding (*) 9,151,040 8,137,131 9,151,040 4,091,134 (*) On April 23, 2024, the Company received notice from FINRA that the Reverse Stock Split has been announced on FINRA's daily list and will take effect at market open on April 24, 2024 (the "Market Effective Date"). Accordingly, the FINRA corporate action to effect the Reverse Stock Split is now completed. Consequently, all share numbers, share prices, and exercise prices have been retroactively adjusted in these consolidated financial statements for all periods presented. See accompanying Notes to Condensed Consolidated

Financial Statements

Financial Statements 2 CHARGING ROBOTICS INC. (FORMERLY FUEL DOCTOR HOLDINGS, INC.) CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) U.S. dollars in thousands except share and per share data For the six and months ended June 30, 2024 (Unaudited) Common Stock Additional Paid in Stock-based Accumulated other comprehensive Accumulated Total Shareholders' Number Amount capital compensation loss Deficit Deficit Balance at January 1, 2024 9,151,040 $ 1 $ 1,817 $ 101 $ ( 27 ) $ ( 1,966 ) $ ( 74 ) Issuance of warrant 18 18 Share-based payment reserve - - - 3 - - 3 Net comprehensive loss for the period - - - - ( 3 ) ( 382 ) ( 385 ) Balance at June 30, 2024 9,151,040 $ 1 $ 1,817 $ 122 $ ( 30 ) ( 2,348 ) $ ( 438 ) Common Stock Additional Paid in Stock-based Accumulated other comprehensive Accumulated Total Shareholders' Number Amount capital compensation loss Deficit Equity Balance at January 1, 2023 182 $ - $ 741 $ 91 $ ( 12 ) $ ( 1,188 ) $ ( 368 ) Exercise of options 27 - 91 7 - - 98 Issuance of shares in respect of converted loan 51 - 509 - - - 509 Effect of reverse merger 8,240,780 1 ( 25 ) - - - ( 24 ) Issuance of shares in respect of private placement 910,000 - 501 - - - 501 Net comprehensive loss for the period - - - - ( 7 ) ( 316 ) ( 323 ) Balance at June 30, 2023 9,151,040 $ 1 $ 1,817 $ 98 $ ( 19 ) $ ( 1,504 ) $ 393 (*) On April 23, 2024, the Company received notice from FINRA that the Reverse Stock Split has been announced on FINRA's daily list and will take effect at market open on April 24, 2024 (the "Market Effective Date"). Accordingly, the FINRA corporate action to effect the Reverse Stock Split is now completed. Consequently, all share numbers, share prices, and exercise prices have been retroactively adjusted in these consolidated financial statements for all periods presented. See accompanyi

Financial Statements

Financial Statements 3 CHARGING ROBOTICS INC. (FORMERLY FUEL DOCTOR HOLDINGS, INC.) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS U.S. dollars in thousands except share and per share data (Unaudited) For the six months ended June 30, 2024 2023 CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ ( 382 ) $ ( 316 ) Adjustments to reconcile net loss to net cash used in operating activities: Share-based payment expenses 3 7 Share in losses of affiliate 23 11 Interest income 3 ( 1 ) Changes in operating assets and liabilities: Decrease (increase) in other accounts receivable 29 24 Increase (decrease) in related parties 48 ( 20 ) Increase (decrease) in accounts payable ( 1 ) ( 58 ) Increase in other accounts payable and accrued expenses 45 11 Net cash used in operating activities ( 232 ) ( 342 ) CASH FLOWS USED IN INVESTING ACTIVITIES: Investment in intangible asset ( 4 ) - Net cash used in investing activities ( 4 ) - CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of shares in respect of a private placement - 501 Proceeds from short term loans received 201 - Proceeds on account of shares 65 - Proceeds from exercise of options - 91 Net cash provided by financing activities 266 592 Net increase in cash 30 250 Effect of changes in foreign exchange rates - 1 Effect of reverse merger - ( 24 ) Cash at beginning of period 8 27 Cash at end of period $ 38 $ 254 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the period for: Interest $ - $ - Franchise taxes $ - $ - SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES: Issuance of shares to in respect of converted loan $ - $ 509 Issuance of warrants in respect of deferred revenue $ 18 $ - Investment in intangible asset $ - $ 11 See accompanying Notes to Condensed Consolidated

Financial Statements

Financial Statements 4 CHARGING ROBOTICS INC. (FORMERLY FUEL DOCTOR HOLDINGS, INC.) NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL U.S. dollars in thousands except share and per share data (UNAUDITED) NOTE 1 – GENERAL Charging Robotics Inc. (formerly Fuel Doctor Holdings, Inc.) (the "Company") was incorporated in the State of Delaware on March 25, 2008 , as Silver Hill Management Services, Inc. On August 24, 2011, the Company amended its Certificate of Incorporation and changed its name to Fuel Doctor Holdings, Inc, and on April 23, 2024, the Company changed its name to Charging Robotics Inc. On March 28, 2023, the Company entered into a Securities Exchange Agreement (the "Acquisition Agreement") with the stockholders of Charging Robotics Ltd. ("CR Israel"). Pursuant to the Acquisition Agreement, at the closing, which occurred on April 7, 2023 (the "Closing"), the Company acquired 100 % of the issued and outstanding stock of CR Israel (the "Acquisition"), making CR Israel a wholly owned subsidiary of the Company. CR Israel was formed in February 2021, as an Israeli corporation, with the main goal of developing an innovative wireless electric vehicles (EV) charging technology. At the heart of the technology is a wireless power transfer module that uses resonance coils to transfer electricity wirelessly. This module can be used for various products such as robotic and stationary platforms. The robotic platform includes a component which is small enough to fit under the vehicle, and which automatically positions itself for maximum-efficiency charging, and upon charging completion automatically returns to its docking station. CR Israel also developed a Wireless EV Charging System for automatic parking lots based on our wireless electricity transfer module. On April 6, 2023, the Company issued a total of 910,000 newly issued shares of common stock of the Company, par value $ 0.0001 per share (the "Common Stock") in respect of a private placemen

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