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My Size Inc

For the period ended Sep 30, 2024. Filed Nov 14, 2024.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 14, 2024

MYSZ$0.80-0.9%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-12.

0001493152-24-031274

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-09-30; filed 2024-11-14.

0001493152-24-045931

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 55 previous paragraphs and 66 current paragraphs.

30 unchanged; 24 reworded; 12 added; 1 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 3 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (12)

Current report

Nine and Three Months Ended September 30, 2024 Compared to Nine and Three Months Ended September 30, 2023

Current report

We recorded a goodwill impairment charge of $631,000 for the three months ended September 30, 2024 as the carrying value of SaaS Solution reporting segment exceeded its expected fair value. No impairment was recorded for the three months ended September 30, 2023.

Current report

We determine the fair value of our reporting units using the income approach. According to the income, we use discounted cash flows to estimate the fair value. Cash flow projections require us to make significant estimates of revenue growth rates and operating margins, taking into consideration the industry’s and market’s conditions. The discount rate used is based on the weighted average cost of capital, adjusted for the relevant risk associated with business-specific characteristics.

Current report

Examples of critical estimates in valuing certain of the intangible assets we have acquired or may acquire in the future include but are not limited to the discount rate, the terminal growth rate and the revenue growth rate.

Current report

We have experienced a pair of triggering events in the period ended September 30, 2024 due to sustained decreases in our share price and a decline in actual and forecasted operating results, prompting impairment assessments of goodwill and long-lived assets, including definite-lived intangibles.

Current report

The table below indicates changes in the most significant inputs to our impairment analysis on each testing date since its last annual test.

Current report

In September 2024, we updated the forecasted future cash flows used in the impairment assessment, including revenues, margin, and capital expenditures to reflect current conditions. Other changes in valuation assumptions included selection of lower revenue multiples based upon an assessment of current market conditions. As a result of this review, we did not identify an impairment to its definite-lived intangible assets or other long-lived assets.

Current report

Based on our analysis, we determined that the carrying value of our SaaS Solutions reporting unit exceeded its fair value and an impairment charge of $631,000 was recorded. The analysis was done for the Fashion and equipment e-commerce platform reporting unit as well, but the reporting value exceeds its carrying amount.

Current report

The table below indicates changes in the most significant inputs to our impairment analysis on each testing date since its last annual test for Fashion and equipment e-commerce platform segment.

Current report

In September 2024, we updated the forecasted future cash flows used in the impairment assessment, including revenues, margin, and capital expenditures to reflect current conditions. Other changes in valuation assumptions included selection of lower revenue growth rates based upon an assessment of current market conditions. As a result of this review, the Company did not identify an impairment to its definite-lived intangible assets or other long-lived assets or for its goodwill for the quarter ended September 30, 2024 (level 3 fair value measurement).
Removed paragraphs (1)

Previous report

Six and Three Months Ended June 30, 2024 Compared to Six and Three Months Ended June 30, 2023
Reworded paragraphs (24)

Previous wording

References to “U.S. dollars” and “$” are to currency of the United States of America, and references to “NIS” are to New Israeli Shekels. Unless otherwise indicated, U.S. dollar translations of NIS amounts presented in this Quarterly Report on Form 10-Q for three months ended on June 30, 2024 are translated using the rate of NIS 3.759 to $1.00.

Current wording

References to “U.S. dollars” and “$” are to currency of the United States of America, and references to “NIS” are to New Israeli Shekels. Unless otherwise indicated, U.S. dollar translations of NIS amounts presented in this Quarterly Report on Form 10-Q for three months ended on September 30, 2024 are translated using the rate of NIS 3.710 to $1.00.

Previous wording

We are an omnichannel e-commerce platform and provider of AI-driven software-as-a-service (“SaaS”) measurement solutions, including MySizeID and our subsidiaries, Naiz Fit, which provides SaaS technology solutions that solve size and fit issues and AI solutions for smarter design through data driven decisions for fashion ecommerce companies, and Orgad, an online retailer operating in the global markets. To date, we have generated almost all our revenue as a third-party seller on Amazon. Our advanced software and solutions assists us in the supply chain, identifying products that can drive growth and provides a user-friendly experience and best customer service.

Current wording

We are an omnichannel e-commerce platform and provider of AI-driven software-as-a-service (“SaaS”) measurement solutions, including MySizeID and our subsidiaries, Naiz Fit, which provides SaaS technology solutions that solve size and fit issues and AI solutions for smarter design through data driven decisions for fashion ecommerce companies, and Orgad, an online retailer operating in the global markets. To date, we have generated almost all our revenue as a third-party seller on Amazon. Our advanced software and solutions assist us in the supply chain, identifying products that can drive growth and provides a user-friendly experience and best customer service.

Previous wording

In October 2023, Hamas terrorists infiltrated Israel’s southern border from the Gaza Strip and conducted a series of attacks on civilian and military targets. Hamas also launched extensive rocket attacks on the Israeli population and industrial centers located along Israel’s border with the Gaza Strip and in other areas within the State of Israel. These attacks resulted in thousands of deaths and injuries, and Hamas additionally kidnapped many Israeli civilians and soldiers. Following the attack, Israel’s security cabinet declared war against Hamas and commenced a military campaign against Hamas and other terrorist organizations in parallel to their continued rocket and terror attacks. In addition, since the commencement of these events, there have been continued hostilities along Israel’s northern border with Lebanon (with the Hezbollah terror organization) and southern border (with the Houthi movement in Yemen). It is possible that hostilities with Hezbollah in Lebanon will escalate, and that other terrorist organizations, including Palestinian military organizations in the West Bank as well as other hostile countries will join the hostilities. In addition, Iran recently launched a direct attack on Israel involving hundreds of drones and missiles and has threatened to continue to attack Israel and is widely believed to be developing nuclear weapons. Iran is also believed to have a strong influence among extremist groups in the region, such as Hamas in Gaza, Hezbollah in Lebanon, the Houthi movement in Yemen and various rebel militia groups in Syria and Iraq. Such clashes may escalate in the future into a greater regional conflict. To date, the war with Hamas has had an immaterial effect on our operations and financial results. This is attributable to our global footprint and the offices in Spain, which has become a hub for our sizing solutions business and the majority of Orgad’s inventory utilizes fulfillment by Amazon rather than fulfilling directly.

Current wording

In October 2023, Hamas terrorists infiltrated Israel’s southern border from the Gaza Strip and conducted a series of attacks on civilian and military targets. Hamas also launched extensive rocket attacks on the Israeli population and industrial centers located along Israel’s border with the Gaza Strip and in other areas within the State of Israel. These attacks resulted in thousands of deaths and injuries, and Hamas additionally kidnapped many Israeli civilians and soldiers. Following the attack, Israel’s security cabinet declared war against Hamas and commenced a military campaign against Hamas and other terrorist organizations in parallel to their continued rocket and terror attacks. In addition, since the commencement of these events, there have been continued hostilities along Israel’s northern border with Lebanon (with the Hezbollah terror organization) and on other fronts from various extremist groups in region, such as the Houthi movement in Yemen and various rebel militia groups in Syria and Iraq. Israel has carried out a number of targeted strikes on sites belonging to these terror organizations and in October 2024, Israel began limited ground operations against Hezbollah in Lebanon. In addition, Iran recently launched direct attacks on Israel involving hundreds of drones and missiles and has threatened to continue to attack Israel and is widely believed to be developing nuclear weapons. Iran is also believed to have a strong influence among extremist groups in the region, such as Hamas in Gaza, Hezbollah in Lebanon, the Houthi movement in Yemen and various rebel militia groups in Syria and Iraq. Such clashes may escalate in the future into a greater regional conflict. To date, security situation in Israel has had an immaterial effect on our operations and financial results. This is attributable to our global footprint and the offices in Spain, which has become a hub for our sizing solutions business and the majority of Orgad’s inventory utilizes fulfillment by Amazon rather than fulfilling directly.

Previous wording

Our revenues for the six months ended June 30, 2024 amounted to $4,963,000 compared to $2,010,000 for the six months ended June 30, 2023. The increase in the six months ended June 30, 2024 from the corresponding period is primarily attributable to an increase in Orgad sales.

Current wording

Our revenues for the nine months ended September 30, 2024 amounted to $6,802,000 compared to $4,166,000 for the nine months ended September 30, 2023. The increase in the nine months ended September 30, 2024 from the corresponding period is primarily attributable to an increase in Orgad sales due to the fire occurred in the warehouse in January 2023.

Previous wording

Our revenues for the three months ended June 30, 2024 amounted to $1,979,000 compared to $1,290,000 for the three months ended June 30, 2023. The increase in the three months ended June 30, 2024 from the corresponding period is primarily attributable to an increase in Orgad sales.

Current wording

Our revenues for the three months ended September 30, 2024 amounted to $1,839,000 compared to $2,156,000 for the three months ended September 30, 2023. The decrease in the three months ended September 30, 2024 from the corresponding period is primarily attributable to a decrease in Orgad sales due to low inventory and seasonality.

Previous wording

Our cost of revenues expenses for the six months ended June 30, 2024 amounted to $2,783,000 compared to $1,918,000 for the six months ended June 30, 2023. The increase in comparison with the corresponding period was mainly due to an increase in revenues described above offset by an inventory mark-down of $643,000 due to the fire that occurred in Orgad’s warehouse during January 2023.

Current wording

Our cost of revenues expenses for the nine months ended September 30, 2024 amounted to $3,831,000 compared to $2,698,000 for the nine months ended September 30, 2023. The increase in comparison with the corresponding period was mainly due to an increase in revenues described above offset by an inventory mark-down of $643,000 due to the fire that occurred in Orgad’s warehouse during January 2023.

Previous wording

Our cost of revenues expenses for the three months ended June 30, 2024 amounted to $995,000 compared to $771,000 for the three months ended June 30, 2023. The increase in comparison with the corresponding period was mainly due to an increase in revenues described above.

Current wording

Our cost of revenues expenses for the three months ended September 30, 2024 amounted to $1,048,000 compared to $780,000 for the three months ended September 30, 2023. The increase in comparison with the corresponding period was mainly due to an increase in shipping costs and cost of goods.

Previous wording

Our research and development expenses for the six months ended June 30, 2024 amounted to $263,000 compared to $569,000 for the six months ended June 30, 2023. The decrease from the corresponding period was mainly due to a decrease in salaries expenses due to reduced headcount and a decrease in subcontractor expenses.

Current wording

Our research and development expenses for the nine months ended September 30, 2024 amounted to $352,000 compared to $811,000 for the nine months ended September 30, 2023. The decrease from the corresponding period was mainly due to a decrease in salaries expenses due to reduced headcount and a decrease in subcontractor expenses.

Previous wording

Our research and development expenses for the three months ended June 30, 2024 amounted to $131,000 compared to $227,000 for the three months ended June 30, 2023. The decrease from the corresponding period was mainly due to a decrease in salaries expenses due to reduced headcount and a decrease in subcontractor expenses.

Current wording

Our research and development expenses for the three months ended September 30, 2024 amounted to $89,000 compared to $242,000 for the three months ended September 30, 2023. The decrease from the corresponding period was mainly due to a decrease in salaries expenses due to reduced headcount and a decrease in subcontractor expenses.

Previous wording

Our sales and marketing expenses for the six months ended June 30, 2024 amounted to $1,933,000 compared to $1,646,000 for the six months ended June 30, 2023. The increase primarily resulted from an increase in Amazon fees due to the increase in sales offset by a decrease in salary expenses due to reduced headcount, consultant expenses, travel and marketing expenses.

Current wording

Our sales and marketing expenses for the nine months ended September 30, 2024 amounted to $2,670,000 compared to $2,598,000 for the nine months ended September 30, 2023. The increase primarily resulted from an increase in Amazon fees due to an increase in sales offset by a decrease in salary expenses due to reduced headcount, consultant expenses, travel and marketing expenses.

Previous wording

Our sales and marketing expenses for the three months ended June 30, 2024 amounted to $831,000 compared to $967,000 for the three months ended June 30, 2023. The decrease primarily resulted from a decrease in salary expenses due to reduced headcount, consultant expenses, travel and marketing expenses offset by an increase in Amazon fees due to the increase in sales.

Current wording

Our sales and marketing expenses for the three months ended September 30, 2024 amounted to $737,000 compared to $952,000 for the three months ended September 30, 2023. The decrease primarily resulted from a decrease in salary expenses due to reduced headcount, consultant expenses, travel and marketing expenses offset by an increase in Amazon fees due to the increase in sales.

Previous wording

Our general and administrative expenses for the six months ended June 30, 2024 amounted to $1,932,000 compared to $1,923,000 for the six months ended June 30, 2023.

Current wording

Our general and administrative expenses for the nine months ended September 30, 2024 amounted to $2,572,000 compared to $3,210,000 for the nine months ended September 30, 2023. The decrease primarily resulted from a decrease in professional services and insurance expenses.

Previous wording

Our general and administrative expenses for the three months ended June 30, 2024 amounted to $899,000 compared to $879,000 for the three months ended June 30, 2023.

Current wording

Our general and administrative expenses for the three months ended September 30, 2024 amounted to $640,000 compared to $1,287,000 for the three months ended September 30, 2023. The decrease primarily resulted from a decrease in professional services and insurance expenses.

Previous wording

As a result of the foregoing, for the six months ended June 30, 2024, our operating loss was $1,948,000 a decrease of $2,098,000 or 51.9%, compared to our operating loss for the six months ended June 30, 2023 of $4,046,000.

Current wording

As a result of the foregoing, for the nine months ended September 30, 2024, our operating loss was $3,254,000 a decrease of $1,897,000, or 36.8%, compared to our operating loss for the nine months ended September 30, 2023 of $5,151,000.

Previous wording

As a result of the foregoing, for the three months ended June 30, 2024, our operating loss was $877,000 a decrease of $677,000 or 43.6%, compared to our operating loss for the three months ended June 30, 2023 of $1,554,000.

Current wording

As a result of the foregoing, for the three months ended September 30, 2024, our operating loss was $1,306,000 an increase of $201,000, or 18.2%, compared to our operating loss for the three months ended September 30, 2023 of $1,105,000.

Previous wording

Our financial expenses, net for the six months ended June 30, 2024 amounted to $32,000 compared to financial expenses of $100,000 for the six months ended June 30, 2023 The decrease compared to the corresponding period was mainly due to a decrease in financial expenses exchange rate differences.

Current wording

Our financial expenses, net for the nine months ended September 30, 2024 amounted to $26,000 compared to financial expenses of $78,000 for the nine months ended September 30, 2023 The decrease compared to the corresponding period was mainly due to a decrease in financial expenses exchange rate differences.

Previous wording

Our financial expenses, net for the three months ended June 30, 2024 amounted to $87,000 as opposed to financial income of $46,000 for the three months ended June 30, 2023. During the three months ended June 30, 2024, we had financial expenses mainly from exchange rate differences whereas in the three months ended June 30, 2023 we had financial income from exchange rate differences.

Current wording

Our financial income, net for the three months ended September 30, 2024 amounted to $6,000 compared to financial income of $22,000 for the three months ended September 30, 2023. The decrease compared to the corresponding period was mainly due to a decrease in financial expenses exchange rate differences.

Previous wording

As a result of the foregoing, our net loss for the six months ended June 30, 2024 was $1,980,000, compared to net loss of $3,945,000 for the six months ended June 30, 2023. The decrease in net loss was mainly due to the reasons mentioned above.

Current wording

As a result of the foregoing, our net loss for the nine months ended September 30, 2024 was $3,280,000, compared to net loss of $5,077,000 for the nine months ended September 30, 2023. The decrease in net loss was mainly due to the reasons mentioned above.

Previous wording

As a result of the foregoing, our net loss for the three months ended June 30, 2024 was $964,000, compared to net loss of $1,291,000 for the three months ended June 30, 2023. The decrease in net loss was mainly due to the reasons mentioned above.

Current wording

As a result of the foregoing, our net loss for the three months ended September 30, 2024 was $1,300,000, compared to net loss of $1,132,000 for the three months ended September 30, 2023. The increase in net loss was mainly due to the reasons mentioned above.

Previous wording

As of June 30, 2024, we had cash, cash equivalents, and restricted cash of $3,275,000 compared to $2,264,000 of cash, cash equivalents and restricted cash as of December 31, 2023. This increase primarily resulted from the warrant repricing transaction that was completed in May 2024, offset by payments that were made to suppliers, resources that were deployed to grow our businesses and payments related to the Orgad acquisition.

Current wording

As of September 30, 2024, we had cash, cash equivalents and restricted cash of $2,371,000 compared to $2,264,000 of cash, cash equivalents and restricted cash as of December 31, 2023. This increase primarily resulted from the warrant repricing transaction that was completed in May 2024, offset by payments that were made to suppliers, resources that were deployed to grow our businesses and payments related to the Orgad acquisition.

Previous wording

Cash used in operating activities amounted to $2,076,000 for the six months ended June 30, 2024, compared to $3,640,000 for the six months ended June 30, 2023. The decrease in cash used in operating activity is derived mainly from a change in inventory and a decrease in the net loss offset by a change in account receivables and trade payables.

Current wording

Cash used in operating activities amounted to $2,523,000 for the nine months ended September 30, 2024, compared to $4,910,000 for the nine months ended September 30, 2023. The decrease in cash used in operating activity is derived mainly from a change in inventory, impairment of goodwill and a decrease in the net loss offset by a change in account receivables, trade payables and liabilities to related parties.

Previous wording

Net cash provided by investing activities was $60,000 or the six months ended June 30, 2024, compared to none for the six months ended June 30, 2023.

Current wording

Net cash provided by investing activities was $60,000 or the nine months ended September 30, 2024, compared to none for the nine months ended September 30, 2023.

Previous wording

Net cash provided by financing activities was $2,961,000 for the six months ended June 30, 2024, compared to $2,596,000 for the six months ended June 30, 2023. The cash flow from financing activities for the six months ended June 30, 2024 resulted from the May 2024 warrant repricing transaction and a loan that was received compared to the public and private offering that occurred in January 2023.

Current wording

Net cash provided by financing activities was $2,626,000 for the nine months ended September 30, 2024, compared to $6,230,000 for the nine months ended September 30, 2023. The cash flow from financing activities for the nine months ended September 30, 2024 resulted from the May 2024 warrant repricing transaction and a loan that was received in February 2024 compared to the public and private offerings that occurred in January and August 2023.

Previous wording

Current conditions in the capital markets are such that traditional sources of capital may not be available to us when needed or may be available only on unfavorable terms. Our ability to raise additional capital, if needed, will depend on conditions in the capital markets, economic conditions the current war between Israel and Hamas, and a number of other factors, many of which are outside our control, and on our financial performance. Accordingly, we cannot assure you that we will be able to successfully raise additional capital at all or on terms that are acceptable to us. If we cannot raise additional capital when needed, it may have a material adverse effect on our business, results of operations and financial condition.

Current wording

Current conditions in the capital markets are such that traditional sources of capital may not be available to us when needed or may be available only on unfavorable terms. Our ability to raise additional capital, if needed, will depend on conditions in the capital markets, economic conditions, the security situation in Israel, and a number of other factors, many of which are outside our control, and on our financial performance. Accordingly, we cannot assure you that we will be able to successfully raise additional capital at all or on terms that are acceptable to us. If we cannot raise additional capital when needed, it may have a material adverse effect on our business, results of operations and financial condition.