8-K
DUOS TECHNOLOGIES GROUP, INC. (DUOT)
UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported):December 7, 2022
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Duos Technologies Group, Inc.
(Exact name of registrant as specified in itscharter)
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| Florida | 001-39227 | 65-0493217 |
|---|---|---|
| (State or Other Jurisdiction | (Commission | (I.R.S. Employer |
| of Incorporation) | File Number) | Identification No.) |
7660 Centurion Parkway, Suite 100, Jacksonville,Florida 32256
(Address of Principal Executive Offices) (ZipCode)
(904) 296-2807
(Registrant’s telephone number, includingarea code)
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:
☐ 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 (par value $0.001 per share) | DUOT | The Nasdaq Stock Market LLC |
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. ☐
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K includes information that may constitute forward-looking statements. These forward-looking statements are based on the Company’s current beliefs, assumptions and expectations regarding future events, which in turn are based on information currently available to the Company. By their nature, forward-looking statements address matters that are subject to risks and uncertainties. Forward-looking statements include, without limitation, statements relating to projected industry growth rates, the Company’s current growth rates and the Company’s present and future cash flow position. A variety of factors could cause actual events and results, as well as the Company’s expectations, to differ materially from those expressed in or contemplated by the forward-looking statements. Risk factors affecting the Company are discussed in detail in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable securities laws.
Item 7.01 Regulation FD Disclosure.
As previously announced, Duos Technologies Group, Inc. (the “Company”) presented at the Planet MicroCap Showcase: VIRTUAL 2022 on December 7, 2022 at 10:00 a.m., Eastern time. Pursuant to Regulation FD, the Company hereby furnishes the materials presented in the form of a PowerPoint Presentation.
The information provided under this Item 7.01 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, is “furnished” and shall not be deemed “filed” with the Securities and Exchange Commission or incorporated by reference in any filing under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended. The PowerPoint Presentation may also be found on our website at https://duostechnologies.com.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description of Exhibit |
|---|---|
| 99.1 | PowerPoint<br> Presentation |
| 99.2 | Press Release, dated December 1, 2022 |
| 104 | Cover Page Interactive Data File<br> (formatted as Inline XBRL and contained in Exhibit 101) |
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.
| DUOS TECHNOLOGIES GROUP, INC. | ||
|---|---|---|
| Dated: December 7, 2022 | By: | /s/ Andrew W. Murphy |
| Andrew W. Murphy<br><br> <br>Chief Financial Officer |
EXHIBIT 99.1
| Nasdaq: DUOT INVESTOR PRESENTATION DECEMBER 2022 REV5.1 Nasdaq: DUOT
| Nasdaq: DUOT Safe Harbor Statement This presentation, as well as other written or oral statements made from time to time, includes “forward - looking statements” . Forward - looking statements are not based on historical information and include, without limitation, statements regarding our future financial condition and future results of operations, business strategy and plans and objectives of management for future operations This presentation includes statistical and other industry and market data that we obtained from industry publications and research, surveys and studies conducted by third parties or us . Industry publications and third - party research, surveys and studies generally indicate that their information has been obtained from sources believed to be reliable, although they do not guarantee the accuracy or completeness of such information . All of the market data used in this presentation involves a number of assumptions and limitations, and you are cautioned not to give undue weight to such estimates . While we believe these industry publications and third - party research, surveys and studies are reliable, we have not independently verified such data . The industry in which we operate is subject to a high degree of uncertainty, change and risk due to a variety of factors, which could cause results to differ materially from those expressed in the estimates made by the independent parties and by us including statements regarding projected revenue and margins, new product developments, potential increases in our customer base and deployments, possible mergers and acquisitions activity, and our plans to expand into new markets, countries and categories .. Forward - looking statements reflect our current views with respect to future events . The words “may,” “will,” “expect,” “intend,” “anticipate,” “believe,” “project,” “estimate,” “plans,” “continuing,” or the negative of these words and similar expressions identify forward - looking statements . These forward - looking statements are based upon estimates and assumptions made by us or our officers that, although believed to be reasonable, are subject to certain known and unknown risks and uncertainties that could cause actual results to differ materially and adversely as compared to those contemplated or implied by such forward - looking statements . All forward - looking statements involve risks, assumptions and uncertainties . You should not rely upon forward - looking statements as predictors of future events . The occurrence of the events described, and the achievement of the expected results, depend on many events, some or all of which are not predictable or within our control . Actual results may differ materially from expected results . These risks, assumptions and uncertainties are not all of the important factors that could cause actual results to differ materially from those expressed in any of our forward - looking statements . Other known as well as unknown or unpredictable factors also could harm our results . All of the forward - looking statements we have included in this presentation are based on information available to us on the date of this presentation . We undertake no obligation, and specifically decline any obligation, to update publicly or revise any forward - looking statements, whether as a result of new information, future events or otherwise . In light of these risks, uncertainties and assumptions, the forward - looking events discussed in this presentation might not occur . Any reference to financial projections in this presentation, if any, are for illustrative purposes only and are based upon certain hypothetical assumptions, which we believe are reasonable as of the date of this presentation . The selection of assumptions requires the exercise of judgment and is subject to uncertainty due to the effect that economic or other changes may have on future events . 2
| Nasdaq: DUOT Duos Technologies Overview – Nasdaq: DUOT Advanced technology company that specializes in Machine Vision & Artificial Intelligence to analyze fast moving objects. Inspection Portals Hardware Artificial Intelligence IT O & M Manufacture Project Mgt Installation Software All aspects of solutions self - performed using our intellectual property and patents. • Headquarters in Jacksonville, FL • ~ 75 Employees • 15 x Portals deployed/contracted • FY 2021 Revenue: $8M • FY 2022 Revenue: ~$16.5 - $18.0M We help customers move commerce safer and more efficiently. 3
| Nasdaq: DUOT Charles (Chuck) Ferry Chief Executive Officer Adrian Goldfarb Strategic Advisor Connie Weeks Chief Accounting Officer • Over 35 years of military and private - sector leadership • Previously CEO for APR Energy • Previously GM for ARMA Global • 26 years Army Enlisted, NCO Combat Veteran • Infantry, Ranger, and Special Operations Commander 40+ years experience in commercial, operational, and financial positions in technology companies including over 12 years as CFO of public companies. 35+ years with Duostech responsible for all aspects of financial reporting, internal controls, and auditing. Jeff Necciai Chief Technology Officer 30+ years of experience in designing, developing, and delivering value - driven technology solutions across a wide range of industries. Former CTO for Nascent Technologies. Management Team 4 Andrew Murphy Chief Financial Officer 16+ years of experience in finance and accounting leadership roles in private equity and public companies in asset intensive markets such as power and recycling/waste management. John White Dir. Program Management Office 40+ years of military and private sector experience. Decorated Infantry Combat Veteran. SME with installation of power plants, solar farms, and Railcar Inspection Portals. John Pugliese Dir. IT & Software 33+ years of military and private - sector leadership experience. Combat Veteran. IT, SW, and 5G TELECOM SME. Experience supporting DoD with 5G transformation and coaching. Battalion and Brigade level active - duty officer.
| Nasdaq: DUOT Strategy Truck Inspection Portal Aircraft Inspection Portal EDGE Data Centers Railcar Inspection Portal Rail Transportation $3.5 Billion by FY27 1 Aviation MRO to grow to $4.7 Billion by FY30 2 $13.5 Billion by FY25 3 Global Cargo Inspection to reach $2.3 Billion by FY26 4 (1) Source: Acumen Research and Consulting (2) Source: Copper Mobile (3) Source: PWC (4) Source: PR Newswire 5 EDGE Data Centers Expand and diversify in the rail sector; Expand primarily to a data subscription business model; Diversify into other sectors through organic growth and M&A.
| Nasdaq: DUOT History and Future Pathway 20 20 2015 Public company by reverse merger to OTC 20 21 20 22 FEB 2020 Up listed to Nasdaq: DUOT SEP 2020 New CEO Initiate turn - around 11 x portals deployed $8M Revenue Improve technical & operational delivery Regain customer confidence Amtrak Win Develop and deploy ObliqueVUE Raise $5.5M to drive growth strategy $8M Revenue Image ~ 5.4M railcars Deploy 28x AI Use Cases at 95%+ reliability Expand contracts; 100% renewal rate with current customers 13 x portals deployed Guidance: $16.5 - 18M Revenue 20 23 20 24 Image ~ 8M railcars Deploy 40x AI Use Cases Expand contracts; 100% renewal rate Expand to subscription model ~ 20 x portals deployed Objective: $20 - 24M Revenue; Achieve Break Even Image ~ 16M railcars Deploy 60x AI Use Cases Expand contracts; 100% renewal rate; diversify in rail and other sectors ~ 30 x portals deployed 6
| Nasdaq: DUOT Railcar Inspection Portal ( r i p ® ) 7 Gen 2 Up to 92 NEW Inspection points Gen 1 20 - 25 Inspection points
| Nasdaq: DUOT High Resolution Images at 70mph 8 For Visual Inspections Area of Interest • Safety appliances • Brake piston • Brake shoes • Sander nozzles • Tank dump outlet covers • “F” sticker/stencil • Spring condition • Ladder lighting Area of Interest • Coupler carrier iron • Angle cock securement • Air hose condition • Air hose support • Uncoupling lever condition • Lock lifter condition • Knuckle pin condition Area of Interest • Knuckle pin • Coupler(s) Area of Interest • Brake piston • Leaver securement • Cotter keys • Slack adjuster condition
| Nasdaq: DUOT Raw images from multiple sensors Collected, processed, analyzed in cen t raco ® Presented to user to make a decision cen t raco ® Proprietary SW and AI User Interface 9
| Nasdaq: DUOT Examples of Freight Railcar AI Detections Tank Car Missing Cap Illegal Riders Body - mounted Brake Piston Engaged Knuckle Pin Missing Open Hopper Gate Axle Rubbing 95%+ reliability ; portfolio of 28 AI Use Cases 10 person
| Nasdaq: DUOT Rail Industry Ownership (North America) Approximately 1.63 million railcars RAILROADS ▪ Ownership of railcars continues to decline ▪ Virtuall y no tank car ownership due to complexities and regulations ▪ Focuses capital investment on infrastructure 16% (2022) 17% (2022) 10% (2022) SHIPPERS ▪ Shipper ownership share has declined slightly ▪ Alternative focus of capital on core business versus railcar investments ▪ Railcar maintenance and management not a core competency TTX ▪ Railroad - owned equipment pool focused on box, flat, intermodal, and gondola cars ▪ Overall market share has remained steady since 2008 at ~10% of the North American fleet 25% (2012) 19% (2012) 9% (2012) Source: UMLER as of January 2022 11 57% (2022) LESSORS ▪ Shift from railroad - and shipper - owned railcars to lessors ▪ Lessors dominate the tank car segment due to complex services and compliance requirements 47% (2012)
| Nasdaq: DUOT Rail Industry Technology Adoption Headwinds Challenges with Class 1s, Regulators, and Labor Unions: • Publicly praise the technology, but internally challenged to quickly adopt full - scale. • Capital investment needed is competing with other critical investments for the RRs. • Challenged to replace labor with technology due to regulations and labor unions. “We must find an alternate, more predictable pathway to market to achieve our growth targets.” Challenges with Supply Chain and Inflation: • The time from contract close to RIP installation is now ~six months or more due to long lead procurement items. • Difficult to hold profit margins with price increases on material while negotiating price increase with Class 1s. “ To make the pathway to market more predictable (in our control) we purchase more inventory ahead of time.” TAM for RIPs across all Class 1 track network is 150 x RIP (no change). Class 1 is slow to adopt & to push regulators for full - scale implementation on leading - edge inspection technology. 12
| Nasdaq: DUOT Transition to Subscription Business Model CURRENT OFFERING ▪ Currently operate 11 x RIPs; Q2 2023, 15 x RIPs ▪ All RIPs sold as a CAPEX model to Class 1s and Transit Agencies (mostly one - time revenue & small percentage recurring) ▪ 7 Class 1s (soon to be 6) + Major Transit Agencies DUOS DATA ▪ There are ~1.63M railcars on the North American Network. ▪ Duos will image ~5.4M railcars in FY2022 (some multiple times). ~432K (8%) owned by Class 1s with the balance held by owners who ultimately pay for the maintenance of the car. ▪ Class 1 car ownership continues to decline. ▪ Great interest by the railcar owners to access this type of data for cars they own & pay to maintain. CAPITAL FORECAST ▪ Order long lead items in advance while closing deals on initial two Subscription RIPs ▪ Expand railcar owners' network with new RIP locations ▪ Operate existing portals (up to 10xRIP) and expand another 5 x RIP by EOY 2023 SUBSCRIPTION OFFERING ▪ Subscription model significantly lowers the customer entry point making it much more attractive ▪ Subscription sold either as a flat fee and/or on a per car basis (variable rate) ▪ 6 Class 1 s + thousands of railcar owners Mission: We will own and operate a network of RIPs on key RR choke points and offer our data directly to the car owners as a subscription. BENEFITS expand TAM recurring REVENUE increase GROSS MARGIN biz & profit SUSTANABILITY 13
| Nasdaq: DUOT (1) Guidance for 2022 based on contracts in backlog (2) Forgiveness of Cares Act/PPP Loan (3) Reflets reclassification of costs consistent with latest 10Q filings Consolidated Income Statement (in ‘000s) 9 months 2021 (Unaudited) 9 months 2022 (Unaudited) FY 2021 (Audited) FY 2022 (Guidance) 1 Revenues $4,544 $9,079 $8,260 $16.5 - $18M Cost of Revenues $4,239 $6,474 $10,819 Gross Margin $305 $2,604 ($2,599) Operating Expenses $7,522 $8,509 $4,898 3 Income (Loss) from Operations ($7,217) ($5,905) ($7,457) Other Income (Expense) $1,408 ($7.2) $1,448 2 Net Income (Loss) ($5,809) ($5,912) ($6,009) EPS (LPS) ($1.63) ($1.01) ($1.63) Weighted Average Shares Outstanding 3,559 5,859 3,694 14
| Nasdaq: DUOT Balance Sheet (in ‘000s) Sept. 30, 2022, 10 - Q ( Unaudited ) Dec 31, 2021, 10 - K (Audited) Current Assets $9,369 $3,289 Cash, A/R, Contract Assets (1) $8,024 $2,636 Current Liabilities $6,646 $3,940 Contract Liabilities (2) $3,880 $1,829 Debt $0 $0 Cash $4,965 $894 Working Capital (3) $ 2,723 ($336) Stockholders' Equity $4,293 $781 Selected Data (1) Contract Assets become A/R as projects complete milestones (2) Contract Liabilities reduce as project milestones completed 15
| Nasdaq: DUOT (1) Weighted Average Exercise Price: $8.63/share (2) Weighted Average Exercise Price: $5.85/share (3) Common Stock Equivalent as converted = 1299 Preferred Shares (Series D), Exercise Price: $3.00/share (4) Note: Calculated by Intrinsic Value Method As of 11/21/22 Common Stock 7,140,540 Warrants Options 147,591 (1) 926,266 (2) Series D Convertible Preferred 433,000 (3 ) Total Share Count Fully Diluted 8,647,397 Market Capitalization (Nov. 23)/Fully Diluted $21M/$22M (4) Capital Structure 16
| Nasdaq: DUOT Investment Highlights Significant Global Market Opportunities * • Combined North American markets exceed $24B • $3.5B Rail Transportation • $2.3B Global Cargo Inspection • $4.7B Aviation Maintenance and Repair Operations • $13.5B 5G/Edge Data Centers • Multiple sources previously cited Expanded Potential Customer Base • Multiple multi - million dollar deployments announced in 2022 continuing in 2023 • Potential for 100s of additional customers through new subscription data program Improving Financial Position • 2021 revenue of $8.25 million • 2022 expected revenue of $16.5 - $18 million with improved margins anticipated • Improved Balance sheet with sufficient working capital - Strengthening cash position to tackle subscription market • Increasing project scopes & recurring revenue base Strong Rail Industry Tailwinds • Industry rapidly moving toward automation and optimization to reduce costs, increase safety and improve efficiency • Planned deployments of Duos owned portals in strategic locations on North American rail network Superior Proprietary Technology • Spent majority of 2021 on further developing in - house technologies to enable exponential scaling in 2022 – 2024 • Significant capabilities to acquire value added data for Class 1 & transit rail companies Built for the Future • Expanded AI and deep learning functionality • Developed “ Expert AI ” concept • Launch AI Detection Catalogue • Ongoing Focus on AI and Software Technology - Expected increased margins and recurring revenues 17
| Nasdaq: DUOT Contact Us Duos Technologies Corporate Fei Kwong Duos Technologies Group, Inc. 904 - 652 - 1625 fk@duostech.com Investor Relations Matt Glover or Tom Colton Gateway Investor Relations 949 - 574 - 3860 DUOT@gatewayir.com Nasdaq: DUOT
EXHIBIT 99.2
Duos Technologies to Presentat the Planet MicroCap Showcase:VIRTUAL 2022 on Wednesday, December 7, 2022
**JACKSONVILLE, FL / ACCESSWIRE / December 1,2022 / Duos Technologies Group, Inc. ("Duos" or the "Company") (NASDAQ:DUOT),**through its operating subsidiary Duos Technologies, Inc., a provider of machine vision and artificial intelligence that analyzes fast moving trains and trucks, today announced that it will be presenting at the Planet MicroCap Showcase: VIRTUAL 2022 on Wednesday, December 7, 2022 at 10:00 a.m. ET (7:00 a.m. PT).
To access the presentation, please use the following information:
Planet MicroCap Showcase: VIRTUAL 2022
Date: Wednesday, December 7, 2022
Time: 10:00 a.m. ET (7:00 a.m. PT)
Webcast: Link
If you would like to book 1x1 investor meetings with Duos Technologies and to attend the Planet MicroCap Showcase 2022, please make sure you are registered here. 1x1 meetings will be scheduled and conducted in person at the conference venue.
The Planet MicroCap Showcase 2022 website is available here. If you can't make the live presentation, all company presentation "webcasts" will be available directly on the conference event platform on this link under the tab "Agenda."
About Duos Technologies Group, Inc.
Duos Technologies Group, Inc. (Nasdaq:DUOT), based in Jacksonville, Florida, through its wholly owned subsidiary, Duos Technologies, Inc., designs, develops, deploys and operates intelligent vision based technology solutions supporting rail, logistics, intermodal and government customers that streamline operations, improve safety and reduce costs. The Company provides cutting edge solutions that automate the mechanical and security inspection of fast-moving trains, trucks and automobiles through a broad range of proprietary hardware, software, information technology and artificial intelligence. For more information, visit www.duostech.com.
About Planet MicroCap
Planet MicroCap is a global multimedia and publishing financial news investor portal specifically focused on covering the MicroCap market by providing news, insights, education tools and expert commentary. We have cultivated an active and engaged community of folks that are interested in learning about and to stay ahead of the curve in the MicroCap space.
If you would like to attend the Planet MicroCap Showcase, please register here: https://planetmicrocapshowcase.com/signup
Contacts:
Corporate
Fei Kwong, Director, Corporate Communications
Duos Technologies Group, Inc. (Nasdaq:DUOT)
904-652-1625
fk@duostech.com
Investor Relations
Matt Glover or Tom Colton
Gateway Investor Relations
949-574-3860
DUOT@gatewayIR.com