Good morning everyone, and thank you for listening. I'm Teresa Thuruthiyil, Joby's Head of Investor Relations. Before the market opened on August 11, 2026, Joby announced that we have entered into a definitive agreement to acquire Resonant Sciences, a Dayton, Ohio-based defense technology company, for approximately $500 million. The transaction is expected to close in the first half of 2027 subject to customary closing conditions, including applicable regulatory reviews. This recorded briefing accompanies the press release, slide presentation, blog, and Form 8-K that we filed this morning, all of which are available on the investor relations page of our website at ir.jobyaviation.com. In a moment, you'll hear from JoeBen Bevirt, Joby Aviation's Founder and CEO. Please note that this briefing includes statements regarding future events and financial performance, as well as statements of belief, expectation, and intent, including statements regarding the anticipated benefits and expected timing of the proposed transaction. These forward-looking statements are based on management's current expectations and involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied, including the risk that the transaction may not be completed in a timely manner or at all. For a more detailed discussion of these risks and uncertainties, please refer to our filings with the SEC, including the Form 8-K filed today, and the safe harbor disclaimer contained in today's press release. The forward-looking statements in this briefing are made only as of the date of this recording. With all of that said, here's JoeBen. Thank you, Teresa, and thank you everyone for taking the time to listen in. Today, I'd like to talk about the value that the Resonant team and their technologies bring to Joby, why we believe the companies fit so well together, and the opportunity presented by building a defense business alongside our commercial business. Joby has been working with defense and intelligence customers for more than a decade. That work has given government customers firsthand insight into an emerging technology class and helped position the United States as the global leader in the eVTOL industry. The acquisition we announced today will significantly expand that work, giving Joby immediate scale through a rapidly growing EBITDA-positive defense business that already supports active U.S. national security programs. Over the last 12 months, Resonant generated more than $100 million in revenue, an increase of approximately 40% year-over-year. Our intention is that Resonant and its 250-person team will become Joby's dedicated defense business. It will continue to operate under the Resonant Sciences name, led by its Co-Founder and CEO, Micah North. As well as continuing to grow with existing programmes, We plan to move Joby's defense initiatives into the Resonant business under Micah's leadership. This will enable us to capitalize on our investments in dual-use turbine electric and hydrogen electric aircraft, as well as our dual-use autonomy stack with Resonant leading the application of our technology to defense missions. By housing this work within Resonant, we will create a clear home for Joby's defense work and allow our commercial aviation organization to stay focused primarily on certifying, manufacturing, and commercializing our electric air taxi. Over the last three years, our companies have quietly worked together on the design and development of next-generation aircraft. Through that work, I've gotten to know Micah and his team well, and I'm confident we're building from the same founder DNA. We share a passion for deep technical innovation and a bias towards solving hard problems from first principles. Both of our companies are also deeply vertically integrated, a differentiator we believe is fundamental to building breakthrough technology. If you are unfamiliar with Resonant as a defense innovator, that is perhaps how it should be for a company that specializes in low observability. Resonant develops technologies that help aircraft see, communicate, and operate more safely in difficult environments while remaining unseen themselves. Its sensors and antennas gather information, send and receive secure signals, and protect communications from interference. Alongside those systems, Resonant is a global leader in low observability design with expertise ranging from individual structures and subsystems to complete aircraft. The company's capabilities span RF-sensitive aerostructures, advanced sensing, electronic countermeasures, and resilient communications. Resonant supplies the U.S. government, defense primes, and next-generation defense technology companies with design services, aircraft signature and materials measurement, apertures, radomes, and RF hardware, as well as signal processing, payload integration, and aircraft modification services. Resonant's electronics, apertures, and radomes are already qualified on more than 20 commercial and defense airframes, and the company holds content positions across many next-generation platforms. Resonant sells directly to the U.S. government and prime contractors, supporting classified national security initiatives and active U.S. defense programs of record. It also sells to international governments. Its longstanding facility security clearance, accredited facilities, and cleared technical workforce allow the team to carry out sensitive work at scale, with more than 90% of Resonant's team members holding security clearances, something that would take years to build from scratch. For Resonant's existing customers, our commitment is straightforward. Resonant will continue to be a best-in-class supplier, delivering its existing programs with the same technical excellence and close partnership they have come to expect. But we believe we can offer those customers even greater value. The acquisition brings Joby's expertise in aircraft, propulsion, and autonomy together with Resonant's classified infrastructure, qualified products, established production operations, and long-standing customer relationships. That will allow us to develop integrated solutions and pursue opportunities that neither company could address alone. We are starting from a position of real strength because Resonant is already growing rapidly. As I said earlier, they have generated more than $100 million in revenue over the last 12 months, representing approximately 40% year-on-year growth. The company has been operating at high teens adjusted EBITDA margins in recent periods, and those margins are expected to expand as production volumes increase and recently awarded programs move into production. To put their growth in context, bookings for the first half of 2026 were more than three times the prior year level, while their backlog more than doubled. That growth is primarily driven by long-cycle programs with the U.S. government. Our thesis for this acquisition also recognizes the significant near-term upswing in U.S. defense spending with the proposed fiscal year 2027 defense budget expected to allocate more than $750 billion to the development and procurement of military capabilities. We believe the technologies our two companies bring to the table are particularly relevant to the defense sector's next-generation platforms, which reflect a broader shift in priorities towards autonomous, lower-cost aircraft. Resonant already holds content positions across multiple next-generation platforms and has the products, security clearances, and manufacturing operations to expand its role as those programs scale. Once the acquisition is complete, an early focus is expected to be on the integration of Joby's dual-use autonomy stack with Resonant's RF sensing and signal processing capabilities, accelerating the development of software-defined autonomous systems for defense customers. What makes that really exciting is that the aircraft sensing and autonomous decision-making can be brought together from the outset. The airframe, apertures, communications, sensing, and autonomy can all be considered in one system rather than adding the mission technology after the aircraft has already been designed. I was first introduced to Micah and the team at Resonant Sciences by our close friends at JobsOhio when we were first evaluating potential expansion locations. JobsOhio was instrumental in our decision to make Dayton our second home, and we have already secured more than 700,000 sq ft of facilities there. This transaction will significantly deepen our commitment to the region. Resonant already operates around 105,000 sq ft of engineering, integration, testing, and manufacturing space across seven buildings in the Dayton area, and they're currently doubling their footprint in order to further scale their capacity for RF testing, advanced composites, and large-scale machining. Together, the combined company will have approximately 1 million square feet of manufacturing, integration, and testing space across the Dayton region, establishing a major hub for advanced aviation and defense technology in one of the deepest aerospace talent pools in the country. We expect this to help attract even more top-tier aerospace talent and industry partners to the region while supporting the reindustrialization of Ohio and the continued growth of American aerospace manufacturing. Turning to the transaction itself, the approximately $500 million purchase price is expected to be funded with approximately $450 million of cash and $50 million of Joby common stock. Certain Resonant employee stockholders will receive a portion of their consideration in shares of Joby common stock, giving them an ongoing economic interest in the combined company. As we shared in our recent quarterly financial results call, Joby ended the second quarter with approximately $2.3 billion in cash and short-term investments. We are therefore funding the transaction from a position of financial strength while preserving significant balance sheet flexibility. We believe this to be a disciplined investment in a differentiated and rapidly growing defense technology business with strong margins and significant strategic value. Thanks to the complementary nature of our technologies, we believe the value of the transaction to be multiplicative rather than purely additive, delivering a scaled defense growth platform that accelerates autonomy and helps expand the value of Joby's existing technology stack. In our second quarter financial results call, we reported on the incredible progress we're seeing on the commercial side of our business. We had our strongest quarterly progress yet on the fifth and final stage of FAA type certification. We now have five electric air taxis flying, including our first FAA-conforming aircraft and another 12 in production, two of which we expect to deliver this year. We intend to complete our first EIPP flights in Texas next month as part of a White House-backed program, and we continue to target carrying our first passengers this year. We have never been closer to commercializing our technology, and we have never been more ready. During that call, we also reported record performance from our Blade business, which grew revenue by 32% year-over-year in the first half, supporting us in raising our full-year revenue guidance. That performance gives us confidence in our ability to identify and acquire strong businesses and provide the right circumstances for them to thrive and grow. As with Blade, the transaction announced today reflects a broader ambition. We want to accelerate the pace at which our technology reaches the market, expand the impact and value of our platform, and deliver new capabilities that solve our customers' most important needs. We remain absolutely committed to our vision of making quiet and emissions-free flight an everyday reality. What changes is the breadth of technology available to our teams and the scale at which we can build and deliver. To Micah and everyone at Resonant, we have enormous respect for what you've built. We look forward to welcoming you to Joby following closing, and we are incredibly excited about what our teams can achieve together. The team at Resonant builds just a few miles from the bicycle shop where the Wright brothers began the work that made powered flight possible. They succeeded because they refused to believe that it couldn't be done, and in doing so, they revolutionized the way we live and travel. More than a century later, that same conviction is still alive in Dayton and across both of our teams. Together, we have an opportunity to build the next generation of aerospace, both in commercial aviation and in service of our national security, and we couldn't be more excited. Thank you so much
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