Viewbix Inc

Previous wording

The following management’s discussion and analysis section should be read in conjunction with the Company’s unaudited financial statements as of June 30, 2024 and 2023, and the related statements of statement operation, statement of changes in shareholders’ equity and statements of cash flows for the six and three months then ended, and the related notes thereto contained in this Quarterly Report on Form 10-Q (this “Quarterly Report”).

Current wording

The following management’s discussion and analysis section should be read in conjunction with the Company’s unaudited financial statements as of September 30, 2024 and 2023, and the related statements of statement operation, statement of changes in shareholders’ equity and statements of cash flows for the nine and three months then ended, and the related notes thereto contained in this Quarterly Report on Form 10-Q (this “Quarterly Report”).

Previous wording

On July 10, 2024, our board of directors approved a one-for-four consolidation of our share capital, pursuant to which holders of our shares of common stock will receive one share of common stock for every four shares of common stock held. The reverse split is not yet in effect, and will be effectuated upon approval by FINRA. Unless the context expressly indicates otherwise, all references to share and per share amounts referred to herein reflect the amounts before giving effect to the reverse split.

Current wording

On July 10, 2024, our board of directors approved to effect a one-for-four consolidation of our share capital, pursuant to which holders of our shares of common stock will receive one share of common stock for every four shares of common stock held. The reverse split is not yet in effect, and will be effectuated upon approval by FINRA. Unless the context expressly indicates otherwise, all references to share and per share amounts referred to herein reflect the amounts before giving effect to the reverse split.

Previous wording

● our ability to receive credit facility to fund our operations, at favorable terms, or at all;

Current wording

● our ability to receive credit facility or utilize existing credit facilities, to fund our operations, at favorable terms, or at all;

Previous wording

● political, economic and military conditions in Israel, including the recent attack by Hamas and other terrorist organizations from the Gaza Strip and elsewhere in the region and Israel’s war against them, as well as the war’s potential impact on our business and operation.

Current wording

● political, economic and military conditions in Israel, including the attack by Hamas and the military hostilities with Hezbollah and Iran and other terrorist organizations from the Gaza Strip and elsewhere in the region and Israel’s war against them, as well as the war’s potential impact on our business and operation.

Previous wording

The term (the “June 2024 Facility Term”) of the June 2024 Credit Facility expires 12 months following the date of the June 2024 Facility Agreement (the “Initial Maturity Date”), provided that, if the effectiveness of an uplisting of our shares of common stock to a NASDAQ security exchange securities exchange (the “Uplist”) occurs prior to the Initial Maturity Date, the June 2024 Facility Term shall expire 12 months following the effective date of the Uplist. The June 2024 Facility Agreement sets forth a drawdown schedule as follows: (i) an aggregate of $350,000 was drawn down on the date of the Prior June 2024 Facility Agreement, (ii) an aggregate of $150,000 was drawn down upon the filing of the Registration Statement (as defined below) and (iii) an aggregate of $500,000 drawn down upon the effectiveness of the Uplist.

Current wording

The term (the “June 2024 Facility Term”) of the June 2024 Credit Facility expires 12 months following the date of the June 2024 Facility Agreement (the “Initial Maturity Date”), provided that, if the effectiveness of an uplisting of our shares of common stock to a Nasdaq securities exchange (the “Uplist”) occurs prior to the Initial Maturity Date, the June 2024 Facility Term shall expire 12 months following the effective date of the Uplist. The June 2024 Facility Agreement sets forth a drawdown schedule as follows: (i) an aggregate of $350,000 was drawn down on the date of the Prior June 2024 Facility Agreement, (ii) an aggregate of $150,000 was drawn down upon the filing of the Registration Statement (as defined below) and (iii) an aggregate of $500,000 drawn down upon the effectiveness of the Uplist.

Previous wording

The June 2024 Lead Lender Fee Warrant were immediately exercisable upon issuance and have a three-year term from the issuance date. Following the closing of the Private Placement (as defined below), the exercise price of the June 2024 Lead Lender Fee Warrant was adjusted to $0.118, which is the effective price per share of common stock in the Private Placement, or the June 2024 Lead Lender Fee Warrant Adjusted Exercise Price, and the number of shares of common stock issuable upon the exercise of the June 2024 Lead Lender Fee Warrant was also adjusted to a total 21,186,440 shares, or the June 2024 Lead Lender Fee Warrant Adjusted Shares, such that the product of the June 2024 Lead Lender Fee Warrant Adjusted Exercise Price and the June 2024 Lead Lender Fee Warrant Adjusted Shares is equal to an aggregate exercise amount of $2.5 million.

Current wording

The June 2024 Lead Lender Fee Warrants were immediately exercisable upon issuance and have a three-year term from the issuance date. Following the closing of the Private Placement (as defined below), the exercise price of the June 2024 Lead Lender Fee Warrant was adjusted to $0.118, which is the effective price per share of common stock in the Private Placement, or the June 2024 Lead Lender Fee Warrant Adjusted Exercise Price, and the number of shares of common stock issuable upon the exercise of the June 2024 Lead Lender Fee Warrant was also adjusted to a total 21,186,440 shares, or the June 2024 Lead Lender Fee Warrant Adjusted Shares, such that the product of the June 2024 Lead Lender Fee Warrant Adjusted Exercise Price and the June 2024 Lead Lender Fee Warrant Adjusted Shares is equal to an aggregate exercise amount of $2.5 million. The June 2024 Lead Lender Fee Warrant was recognized at fair value and as of September 30, 2024, was classified as additional paid-in capital on the Company’s condensed consolidated balance sheets (see also note 6.E to our interim condensed consolidated financial statements ended September 30,2024)

Previous wording

On July 15, 2024, the Company filed an Amendment to its Certificate of Incorporation (the “Amendment”) to effect a 1-for-4 reverse stock split of the Company’s common stock, par value $0.0001 per share (the “Common Stock” and the “Reverse Stock Split”). The Amendment became effective upon filing. Upon the effectiveness of the Reverse Stock Split, every four (4) outstanding shares of the Company’s Common Stock were converted into, and automatically became, one (1) share of the Company’s Common Stock. As a result of the effectiveness of the Amendment and the Reverse Stock Split, 18,839,686 shares of the Company’s Common Stock issued and outstanding immediately prior to the Reverse Stock Split were converted into approximately 4,709,922 shares of the Company’s Common Stock. The Reverse Stock Split did not change the par value of the Common Stock or the number of authorized shares of Common Stock, which was 490,000,000 shares of Common Stock immediately prior to the effectiveness of the Reverse Stock Split. As a result of the Reverse Stock Split, the number of shares of the Company’s Common Stock that may be purchased upon the exercise of outstanding warrants, options, or other securities convertible into, or exercisable or exchangeable for, shares of our Common Stock, and the exercise or conversion prices for these securities, have also be ratably adjusted in accordance with their terms. All descriptions of our capital stock, including share amounts and per share amounts in this Quarterly Report, are presented before giving effect to the Reverse Stock Split.

Current wording

On July 15, 2024, the Company filed an Amendment to its Certificate of Incorporation (the “Amendment”) to effect a 1-for-4 reverse stock split of the Company’s common stock, par value $0.0001 per share (the “Common Stock” and the “Reverse Stock Split”). The Amendment became effective upon filing, however the Reverse Stock Split is not yet in effect, and will be effectuated upon approval by FINRA. Upon the effectiveness of the Reverse Stock Split, every four (4) outstanding shares of the Company’s Common Stock will be converted into one (1) share of the Company’s Common Stock. The Reverse Stock Split will not change the par value of the Common Stock or the number of authorized shares of Common Stock, which is 490,000,000 shares of Common Stock. As a result of the Reverse Stock Split and upon its effectiveness, the number of shares of the Company’s Common Stock that may be purchased upon the exercise of outstanding warrants, options, or other securities convertible into, or exercisable or exchangeable for, shares of our Common Stock, and the exercise or conversion prices for these securities, will be ratably adjusted in accordance with their terms. All descriptions of our capital stock, including share amounts and per share amounts in this Quarterly Report, are presented before giving effect to the Reverse Stock Split.

Previous wording

In connection with the Cortex Acquisition, on October 13, 2021, Gix Media entered into a financing agreement with Bank Leumi Le Israel (“Leumi”), for the provision of a line of credit in the total amount of up to $3.5 million and a long-term loan totaling $6 million, which Gix Media used to finance the Cortex Acquisition (the “Financing Agreement”). On July 25, 2022, Gix Media and Leumi entered into an addendum to the Financing Agreement according to which Leumi will provide Gix Media with a loan of up to $1,500,000 to be withdrawn at the discretion of Gix Media by no later than January 31, 2023 (the “Additional Loan”). The Additional Loan was withdrawn in connection with the purchase of the additional 10% of Cortex’s share capital on January 17, 2023. On October 10, 2023, Gix Media and Leumi entered into a second addendum to the Financing Agreement (the “Second Addendum”), according to which, effective as of September 26, 2023, certain provisions, including among others, the conditions of the financial covenants contained therein and the interest rate quote, were amended according to the agreed terms between the parties.

Current wording

In connection with the acquisition of Cortex on October 13, 2021 (the “Cortex Acquisition”), Gix Media entered into a financing agreement with Bank Leumi Le Israel (“Leumi”), for the provision of a line of credit in the total amount of up to $3.5 million and a long-term loan totaling $6 million, which Gix Media used to finance the Cortex Acquisition (the “Financing Agreement”). On July 25, 2022, Gix Media and Leumi entered into an addendum to the Financing Agreement according to which Leumi will provide Gix Media with a loan of up to $1,500,000 to be withdrawn at the discretion of Gix Media by no later than January 31, 2023 (the “Additional Loan”). The Additional Loan was withdrawn in connection with the purchase of the additional 10% of Cortex’s share capital on January 17, 2023. On October 10, 2023, Gix Media and Leumi entered into a second addendum to the Financing Agreement (the “Second Addendum”), according to which, effective as of September 26, 2023, certain provisions, including among others, the conditions of the financial covenants contained therein and the interest rate quote, were amended according to the agreed terms between the parties.

Previous wording

On June 13, 2024, Gix Media and Leumi entered into an addendum to an existing loan agreement between the parties which was be effective from May 15, 2024, pursuant to which, inter alia: (i) the addendum will be effective until August 31, 2024; (ii) the Company is obligated to transfer to Gix Media $600,000; (iii) a new covenant, measured by reference to positive EBTIDA was implemented; (iv) all payments due to Leumi Long-term bank loan were deferred to August 31, 2024 and from September 1, 2024, payments will be repaid as schedule until the end of the Long-term bank loan; (v) a new $350,000 loan was granted to Gix Media on June 13, 2024, to be repaid until August 30, 2024, alongside the existing credit facility to Gix Media, which remains equal to 80% of Gix Media’s customer balance; (vi) Gix Media is obligated to perform a reduction in expenses, including reduction in force.

Current wording

On July 13 2024, Gix Media and Leumi entered into a third addendum to the Financing Agreement according to which, inter alia, effective as of May 15, 2024 and until August 31, 2024: (i) the Company is obligated to transfer to Gix Media $600,000; (ii) a new covenant, measured by reference to positive EBTIDA was implemented; (iii) all payments due to the long-term bank loan from Leumi were deferred to August 31, 2024 and from September 1, 2024, payments will be repaid as schedule until the end of the long-term bank loan; (iv) a new $350,000 loan was granted to Gix Media on June 13, 2024, to be repaid until August 30, 2024, alongside the existing credit facility to Gix Media, which remains equal to 80% of Gix Media’s customer balance and (v) Gix Media is obligated to perform a reduction in expenses, including reduction in force.

Previous wording

On September 27, 2023, our stockholders approved to grant to the Board of Directors the power to effect a reincorporation of the Company from the State of Delaware to the State of Nevada by way of a parent-subsidiary merger (the “Reincorporation”). The Reincorporation will be effected pursuant to an Agreement and Plan of Merger to be entered between the Company and Viewbix Inc., a soon to be formed wholly-owned subsidiary under the laws of the State of Nevada (the “Surviving Corporation”), which will provide that the Company, as parent in this transaction, will merge with and into the Surviving Corporation. Upon the consummation of the Reincorporation, the Company will cease its legal existence as a Delaware corporation, and the Surviving Corporation will continue the Company’s business as the surviving corporation under the name “Viewbix Inc.” succeeding to all of the Company’s rights, assets, liabilities and obligations, except that its affairs will cease to be governed by the Delaware General Corporation Law and will be subject to the Nevada Revised Statutes. In addition, as approved by our stockholders, upon completion of the Reincorporation, the Company will adopt an Articles of Incorporation and new bylaws under the Nevada Revised Statues, which will replace its current Certificate of Incorporation and Bylaws. As of the date of this Quarterly Report, our Board of Directors has not effected the Reincorporation. The Reincorporation remains subject to obtaining approval of a tax ruling from the Israeli Tax Authority. We anticipate the Reincorporation will take effect in the third quarter of 2024.

Current wording

On September 27, 2023, our stockholders approved to grant to the board of directors the power to effect a reincorporation of the Company from the State of Delaware to the State of Nevada by way of a parent-subsidiary merger (the “Reincorporation”). The Reincorporation will be effected pursuant to an Agreement and Plan of Merger to be entered between the Company and Viewbix Inc., a soon to be formed wholly-owned subsidiary under the laws of the State of Nevada (the “Surviving Corporation”), which will provide that the Company, as parent in this transaction, will merge with and into the Surviving Corporation. Upon the consummation of the Reincorporation, the Company will cease its legal existence as a Delaware corporation, and the Surviving Corporation will continue the Company’s business as the surviving corporation under the name “Viewbix Inc.” succeeding to all of the Company’s rights, assets, liabilities and obligations, except that its affairs will cease to be governed by the Delaware General Corporation Law and will be subject to the Nevada Revised Statutes. In addition, as approved by our stockholders, upon completion of the Reincorporation, the Company will adopt an Articles of Incorporation and new bylaws under the Nevada Revised Statues, which will replace its current Certificate of Incorporation and Bylaws. As of the date of this Quarterly Report, our Board of Directors has not effected the Reincorporation. The Reincorporation remains subject to obtaining approval of a tax ruling from the Israeli Tax Authority and the approval of FINRA. We anticipate that the Reincorporation will take effect in the first quarter of 2025.

Previous wording

Our revenues from Gix Media’s Search Platform were $1,115 thousand for the three months ended June 30, 2024, a decrease of $4,727 as compared to $5,842 thousand during the same period in the prior year. The reasons for the decrease during the three months ended June 30, 2024, is due to: (1) decrease in the amount of search referrals conducted by users, provided by Gix Media to Search Engines, caused primarily by changes and updates to internet browsers’ technology, which have caused a decrease in revenues from the direct model, and (2) a decrease in the number of searches received from Gix Media’s third-party strategic partners in the indirect model mainly as a result of decrease in the credit lines received from third-party strategic partners.

Current wording

Our revenues from Gix Media’s Search Platform were $789 thousand for the three months ended September 30, 2024, a decrease of $4,852 as compared to $5,641 thousand during the same period in the prior year. The reasons for the decrease during the three months ended September 30, 2024, is due to: (1) decrease in the amount of search referrals conducted by users, provided by Gix Media to Search Engines, caused primarily by changes and updates to internet browsers’ technology, which have caused a decrease in revenues from the direct model, and (2) a decrease in the number of searches received from Gix Media’s third-party strategic partners in the indirect model mainly as a result of decrease in the credit lines received from third-party strategic partners.

Previous wording

Our traffic-acquisition and related costs were $5,854 thousand for the three months ended June 30, 2024, a decrease of $18,196 compared to $24,050 thousand during the same period in the prior year. The reason for the decrease in the three months ended June 30, 2024, is due to the decrease in revenues from both the Content and Search Platforms during the three months ended June 30, 2024 as mentioned above.

Current wording

Our traffic-acquisition and related costs were $5,145 thousand for the three months ended September 30, 2024, a decrease of $9,381 compared to $14,526 thousand during the same period in the prior year. The reason for the decrease in the three months ended September 30, 2024, is due to the decrease in revenues from both the Content and Search Platforms during the three months ended September 30, 2024, as mentioned above.

Previous wording

Our research and development expenses were $532 thousand for the three months ended June 30, 2024, as compared to $717 thousand during the same period in the prior year. The reason for the decrease in the three months ended June 30, 2024, is due to the expense reduction in both the Content and Search Platforms during the three months ended June 30, 2024, as compared to the same period in the prior year.

Current wording

Our research and development expenses were $338 thousand for the three months ended September 30, 2024, as compared to $700 thousand during the same period in the prior year. The reason for the decrease in the three months ended September 30, 2024, is due to the expense reduction in both the Content and Search Platforms during the three months ended September 30, 2024, as compared to the same period in the prior year.

Previous wording

Our selling and marketing expenses decrease to $453 thousand for the three months ended June 30, 2024, as compared to $715 thousand during the same period in the prior year. The reason for the decrease in the three months ended June 30, 2024, is due to the expense reduction primarily in salaries in the Content Platforms during the three months ended June 30, 2024, as compared to the same period in the prior year.

Current wording

Our selling and marketing expenses decreased to $329 thousand for the three months ended September 30, 2024, as compared to $680 thousand during the same period in the prior year. The reason for the decrease in the three months ended September 30, 2024, is due to the expense reduction primarily in salaries in the Content Platforms during the three months ended September 30, 2024, as compared to the same period in the prior year.

Previous wording

Our depreciation and amortization expenses for the three months ended June 30, 2024, were $821 thousand as compared to $734 thousand during the same period in the prior year.

Current wording

Our depreciation and amortization expenses for the three months ended September 30, 2024, were $727 thousand as compared to $734 thousand during the same period in the prior year.

Previous wording

Our other income for the three months ended June 30, 2024, were $233 thousand, compared to $0 thousand during the three months ended June 30, 2023. The increase in our other income during to the three months ended June 30, 2024 is mainly due to Gix Media and Cortex receiving governmental grants from the Israel Tax Authority in relation to the “Iron Swords” war.

Current wording

Our other expenses for the three months ended September 30, 2024, were $213 compared to $0 during the three months ended September 30, 2023. The increase in our other expenses during the three months ended September 30, 2024, is mainly due to professional expenses incurred in connection with the Company’s planned Uplist.

Previous wording

Our net financial expenses were $2,744 thousand for the three months ended June 30, 2024, compared to $246 thousand net financial expenses during the same period in the prior year. The reason for the increase during the three months ended June 30, 2024, is mainly due to financing expenses recorded due to accounting treatment of financial instruments, created and recorded as part of the June 2024 Credit Facility.

Current wording

Our net financial income was $152 thousand for the three months ended September 30, 2024, compared to $260 thousand net financial expenses during the same period in the prior year. The reason for the decrease in our net financial expenses and an increase in our financial income during the three months ended September 30, 2024, is mainly due to financing income recorded due to accounting treatment of financial instruments, created and recorded as part of the Company’s credit facilities.

Previous wording

Our income tax benefit was $24 thousand for the three months ended June 30, 2024, as compared to a $87 thousand tax expenses during the same period in the prior year. The reason for the decrease during the three months ended June 30, 2024, is due to the decrease in income before tax.

Current wording

Our income tax benefit was $59 thousand for the three months ended September 30, 2024, as compared to a $131 thousand tax benefit during the same period in the prior year. The reason for the decrease during the three months ended September 30, 2024, is due to the fact that during the three months ended September 30, 2023, the Company recorded a loss before tax on income from the Content Platform, which retroactively decreased the income tax expenses recorded for the previous quarters.

Previous wording

Results of Operations During the Six Months Ended June 30, 2024 as Compared to the Six Months Ended June 30, 2023

Current wording

Results of Operations During the Nine Months Ended September 30, 2024 as Compared to the Nine Months Ended September 30, 2023

Previous wording

Our revenues from Gix Media’s Search Platform were 3,587 thousand for the six months ended June 30, 2024, a decrease of $7,365 thousand as compared to $10,952 thousand during the same period in the prior year. The reasons for the decrease during the Six months ended June 30, 2024, is due to: (1) decrease in the amount of search referrals conducted by users, provided by Gix Media to Search Engines, caused primarily by changes and updates to internet browsers’ technology, which have caused a decrease in revenues from the direct model, and (2) a decrease in the number of searches received from Gix Media’s third-party strategic partners in the indirect model mainly as a result of decrease in the credit lines received from third-party strategic partners.

Current wording

Our revenues from Gix Media’s Search Platform were $4,376 thousand for the nine months ended September 30, 2024, a decrease of $12,217 thousand as compared to $16,593 thousand during the same period in the prior year. The reasons for the decrease during the nine months ended September 30, 2024, is due to: (1) decrease in the amount of search referrals conducted by users, provided by Gix Media to Search Engines, caused primarily by changes and updates to internet browsers’ technology, which have caused a decrease in revenues from the direct model, and (2) a decrease in the number of searches received from Gix Media’s third-party strategic partners in the indirect model mainly as a result of decrease in the credit lines received from third-party strategic partners.

Previous wording

Our traffic-acquisition and related costs were $14,069 thousand for the six months ended June 30, 2024, a decrease of $27,962 compared to $42,031 thousand during the same period in the prior year. The reason for the decrease in the six months ended June 30, 2024, is due to the decrease in revenues from both the Content and Search Platforms during the three months ended June 30, 2024, as mentioned above.

Current wording

Our traffic-acquisition and related costs were $19,214 thousand for the nine months ended September 30, 2024, a decrease of $37,343 compared to $56,557 thousand during the same period in the prior year. The reason for the decrease in the nine months ended September 30, 2024, is due to the decrease in revenues from both the Content and Search Platforms during the three months ended September 30, 2024, as mentioned above.

Previous wording

Our research and development expenses were $1,262 thousand for the six months ended June 30, 2024, compared to $1,513 thousand during the same period in the prior year. The reason for the decrease in the six months ended June 30, 2024, is due to the reduction of expenses in the Search and Content Platform, primarily in salaries and technological services.

Current wording

Our research and development expenses were $1,600 thousand for the nine months ended September 30, 2024, compared to $ 2,213 thousand during the same period in the prior year. The reason for the decrease in the nine months ended September 30, 2024, is due to the reduction of expenses in the Search and Content Platform, primarily in salaries and technological services.

Previous wording

Our selling and marketing expenses were $1,111 thousand for the six months ended June 30, 2024, which is a decrease of $327 thousand as compared to $1,438 thousand during the same period in the prior year. The reason for the decrease in the six months ended June 30, 2024, is due to the expense reduction primarily in salaries in the Content Platforms during the six months ended June 30, 2024, as compared to the same period in the prior year.

Current wording

Our selling and marketing expenses were $1,440 thousand for the nine months ended September 30, 2024, which is a decrease of $678 thousand as compared to $2,118 thousand during the same period in the prior year. The reason for the decrease in the nine months ended September 30, 2024, is due to the expense reduction primarily in salaries in the Content and Search Platforms during the nine months ended September 30, 2024, as compared to the same period in the prior year.

Previous wording

Our depreciation and amortization expenses increased to $1,555 thousand for the six months ended June 30, 2024, as compared to $1,468 thousand during the same period in the prior year.

Current wording

Our depreciation and amortization expenses were $2,282 thousand for the nine months ended September 30, 2024, as compared to $2,202 thousand during the same period in the prior year.

Previous wording

A goodwill impairment loss of $4,739 thousand was recorded during the six months ended June 30, 2024, compared to $0 during the six mounts ended June 30, 2023. The total amount of goodwill impairment loss recognized by us, during the six mounts ended June 30, 2024, was related to the Content Platform (see also note 5.B to our interim condensed consolidated financial statements ended June 30,2024).

Current wording

A goodwill impairment loss of $4,739 thousand was recorded during the nine months ended September 30, 2024, compared to $0 during the nine months ended September 30, 2023. The total amount of goodwill impairment loss recognized by us, during the nine months ended September 30, 2024, was related to the Content Platform (see also note 5.B to our interim condensed consolidated financial statements ended September 30,2024).

Previous wording

Our net financial expenses were $2,907 thousand for the six months ended June 30, 2024, compared to $431 thousand during the same period in the prior year. The reason for the increase during the six months ended June 30, 2024, is mainly due to financing expenses recorded due to accounting treatment of financial instruments, created and recorded as part of the June 2024 Credit Facility

Current wording

Our net financial expenses were $2,755 thousand for the nine months ended September 30, 2024, compared to $691 thousand during the same period in the prior year. The reason for the increase during the nine months ended September 30, 2024, is mainly due to financing expenses recorded due to accounting treatment of financial instruments, created and recorded as part of the Company’ credit facilities and private placement.

Previous wording

Our income tax benefit was $23 thousand for the six months ended June 30, 2024, as compared to $171 thousand income tax expenses during the same period in the prior year. The reason for the decrease during the six months ended June 30, 2024, is due to the decrease in income before tax.

Current wording

Our income tax benefit was $82 thousand for the nine months ended September 30, 2024, as compared to $40 thousand income tax expenses during the same period in the prior year. The reason for the change during the nine months ended September 30, 2024, is due to the decrease in income before tax.

Previous wording

As of June 30, 2024, we had current assets of $11,362 thousand, consisting of $609 thousand in cash and cash equivalents, $42 thousand restricted deposits, $6,073 thousand in accounts receivable, $773 thousand in other current assets and $3,865 thousand in a loan to our Parent Company.

Current wording

As of September 30, 2024, we had current assets of $12,894 thousand, consisting of $1,405 thousand in cash and cash equivalents, $42 thousand restricted deposits, $6,091 thousand in accounts receivable, $1,433 thousand in other current assets and $3,923 thousand in a loan to our Parent Company.

Previous wording

As of June 30, 2024, we had non-current assets of $18,646 thousand, consisting of $95 thousand in deferred taxes, $40 thousand in property and equipment net, $10,996 thousand in intangible assets net and $7,515 thousand in goodwill.

Current wording

As of September 30, 2024, we had non-current assets of $17,907 thousand, consisting of $83 thousand in deferred taxes, $36 thousand in property and equipment net, $10,273 thousand in intangible assets net and $7,515 thousand in goodwill.

Previous wording

As of June 30, 2024, we had $15,502 thousand in current liabilities consisting of $8,797 thousand in accounts payable, $1,142 thousand in other payables and $4,439 thousand in short term loans and current maturities of long-term loans, $665 thousand in derivative warrant liability and $459 thousand in short-term convertible loans.

Current wording

As of September 30, 2024, we had $16,931 thousand in current liabilities consisting of $9,970 thousand in accounts payable, $834 thousand in other payables and $5,081 thousand in short term loans and current maturities of long-term loans, $290 thousand in derivative warrant liability and $756 thousand in short-term convertible loans.

Previous wording

As of June 30, 2024, we had $4,810 thousand in non-current liabilities consisting of $1,671 thousand long-term loans, $1,833 thousands in warrant liability and $1,306 thousand in deferred taxes.

Current wording

As of September 30, 2024, we had $2,304 thousand in non-current liabilities consisting of $1,080 thousand long-term loans and $1,224 thousand in deferred taxes.

Previous wording

We had a negative working capital of $4,140 thousand compared to a negative working capital of $1,968 thousand as of June 30, 2024 and December 31, 2023, respectively.

Current wording

We had a negative working capital of $4,037 thousand compared to a negative working capital of $1,968 thousand as of September 30, 2024, and December 31, 2023, respectively.

Previous wording

During the three months ended June 30, 2024, we had a positive cash flow from operating activities of $1,349 thousand, which was the result of $8,199 thousand in net loss, $8,113 thousand from positive adjustments to operating activities, and $1,435 thousands from positive changes in assets and liabilities items.

Current wording

During the three months ended September 30, 2024, we had a positive cash flow from operating activities of $534 thousand, which was the result of $695 thousand in net loss, $332 thousand from positive adjustments to operating activities, and $897 thousands from positive changes in assets and liabilities items.

Previous wording

During the six months ended June 30, 2024, we had positive cash flow from operating activities of $1,456 thousand, which was the result of $9,374 thousand in net loss, $8,761 thousand from positive adjustments to operating activities, and $2,069 thousands from positive changes in assets and liabilities items.

Current wording

During the nine months ended September 30, 2024, we had positive cash flow from operating activities of $1,990 thousand, which was the result of $10,069 thousand in net loss, $9,093 thousand from positive adjustments to operating activities, and $2,966 thousands from positive changes in assets and liabilities items.

Previous wording

According to the Financing Agreement, Gix Media undertook to meet financial covenants over the life of the loans, including positive EBITDA. As of June 30, 2024, Gix Media is in compliance with the financial covenants in connection with the Financing Agreement.

Current wording

According to the Financing Agreement, Gix Media undertook to meet financial covenant of positive EBITDA over the life of the loans. As of September 30, 2024, Gix Media is in compliance with the financial covenant in connection with the Financing Agreement.

Previous wording

Management’s response to these conditions included reduction of salaries and related expenses and reduction of professional services in the research and development, selling and marketing functions, reduction of other operational expenses, such as lease costs and overheads, as well as creation of new partnerships and other new income sources. In addition, the company entered into a facility agreements and a private placement, through which it has raised capital. Additionally, the Company plans to effect the Uplist, after which, in accordance with the terms of the aforesaid private placement and facility agreements, the company is expected to receive additional funds. Furthermore, the company’s subsidiaries entered into an addendum to the loan agreement with Bank Leumi pursuant to which loans repayments were deferred while short term credit lines with Bank Leumi continued to be utilized. However, there is significant uncertainty as to whether the Company will further succeed to implement its plans or be able to secure additional funds when needed

Current wording

Management’s response to these conditions included reduction of salaries and related expenses and reduction of professional services in the research and development, selling and marketing functions, reduction of other operational expenses, such as lease costs and overheads, as well as creation of new partnerships and other new income sources. In addition, the Company entered into facility agreements and a private placement agreement, through which it has raised capital. Additionally, the Company plans to effect the Uplist and submitted an application to the Nasdaq, after which, if the Uplist is successful, in accordance with the terms of the aforesaid private placement and facility agreements, the Company is expected to receive additional funds. Furthermore, the Company’s subsidiaries entered into an addendum to the loan agreement with Leumi pursuant to which loans repayments were deferred while short term credit lines with Leumi continued to be utilized. However, there is significant uncertainty as to whether the Company will further succeed in implementing its plans or be able to secure additional funds when needed.