OMNIQ Corp.
For the period ended Sep 30, 2025. Filed Nov 14, 2025.
View on SEC.govAbout 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, 2025 · Filed Nov 14, 2025
OMQS$0.130.0%Stored close · as of Jun 29, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-19.
0001641172-25-024877
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-14.
0001493152-25-023481
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe 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 41 previous paragraphs and 60 current paragraphs.
22 unchanged; 11 reworded; 25 added; 8 removed; 0 previous and 2 current paragraphs rearranged.
Tables are not compared: 2 previous and 3 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 (25)
Current report
The Company’s sales from operations for the nine months ended September 30, 2025, were $24 million, a decrease of approximately $2.8 million, or 10%, over the nine months ended September 30, 2024.
Current report
For the three months ended September 30, 2025 and 2024, the Company generated net revenues in the amount of $8.8 million and $9.5 million, respectively. The decrease between the three-month periods was attributable to the focusing on more profitable revenue and timing on some orders.
Current report
Total operating expenses for the three months ended September 30, 2025 and 2024 recognized was $3.6 million and $2.9 million, respectively, representing a 23% increase. The increase is related to the additional commissions incurred on the sale of the division.
Current report
***Selling, general and Administrative –***Selling, general and administrative expenses for the three months ended September 30, 2025 and 2024 totaled $2.9 million and $2.1 million, respectively, representing a 41% increase. The increases are related to increases in salaries for key people in 2025 relative to 2024.
Current report
**Depreciation –**Depreciation expenses for the three months ended September 30, 2025 and 2024 totaled $17 thousand and $85 thousand, respectively, representing an 80% decrease.
Current report
Intangible amortization – Intangible amortization expenses for the three months ended September 30, 2025 and 2024 totaled $245 thousand and $228 thousand, respectively.
Current report
***Interest Expense –***Interest expense for the three months ended September 30, 2025 totaled $248 thousand, as compared to $250 thousand for the three months ended September 30, 2024.
Current report
Revenues
Current report
Cost of Goods Sold
Current report
Operating expenses
Current report
Total operating expenses for the nine months ended September 30, 2025 and 2024 recognized was $8.4 million and $9.3 million, respectively, representing a 9.5% decrease. The decreases are related to the cost reduction plan put in place by management.
Current report
Selling, general and Administrative – Selling, general and administrative expenses for the nine months ended September 30, 2025 and 2024 totaled $6.2 million and $6.9 million, respectively, representing a 10.5% decrease. The decreases are related to the cost reduction plan put in place by management.
Current report
***Depreciation –***Depreciation expenses for the nine months ended September 30, 2025, and 2024 totaled $53 thousand and $284 thousand, respectively.
Current report
Intangible amortization – Intangible amortization expenses for the nine months ended September 30, 2025, and 2024 totaled $713 thousand and $686 million, respectively.
Current report
Other income and expenses
Current report
Interest Expense – Interest expense for the nine months ended September 30, 2025 totaled $651 thousand, as compared to $820 thousand million for the nine months ended September 30, 2024.
Current report
Cybersecurity
Current report
Risk Management and Strategy
Current report
We recognize the critical importance of developing, implementing, and maintaining robust cybersecurity measures to safeguard our information systems and protect the confidentiality, integrity, and availability of our data.
Current report
Managing Material Risks & Integrated Overall Risk Management
Current report
We have strategically integrated cybersecurity risk management into our broader risk management framework to promote a company-wide culture of cybersecurity risk management. This integration ensures that cybersecurity considerations are an integral part of our decision-making processes at every level. Our management team continuously evaluates and addresses cybersecurity risks in alignment with our business objectives and operational needs.
Current report
Oversee Third-party Risk
Current report
Because we are aware of the risks associated with third-party service providers, we have implemented stringent processes to oversee and manage these risks. We conduct thorough security assessments of all third-party providers before engagement and maintain ongoing monitoring to ensure compliance with our cybersecurity standards. The monitoring includes annual assessments of the SOC reports of our providers and implementing complementary controls. This approach is designed to mitigate risks related to data breaches or other security incidents originating from third-parties.
Current report
Risks from Cybersecurity Threats
Current report
We have not encountered cybersecurity challenges that have materially impaired our operations or financial standing.
Removed paragraphs (8)
Previous report
The Company’s sales for the six months ended June 30, 2025, and 2024, were $15.8 million and $17.6 million, respectively. The decrease between the six-month periods was attributable to deceleration of projects by customers.
Previous report
Total operating expenses for the six months ended June 30, 2025, and 2024 recognized was $4.8 million and $6.4 million, respectively, representing a 24% decrease. The decrease in operating expenses was due primarily to management’s cost savings plan and the elimination of expenses associated wit the legacy business sold in the second quarter of 2025.
Previous report
Selling, general and Administrative – Selling, general and administrative expenses for the six months ended June 30, 2025, and 2024 totaled $3.4 million and $4.9 million, respectively, representing a 31% decrease. The decrease was due primarily to management’s cost savings initiatives, including headcount reductions and lower professional-services fees, and the removal of expense associated with the legacy business.
Previous report
Depreciation– Depreciation expenses for the six months ended June 30, 2025, and 2024 totaled $36 thousand and $199 thousand, respectively, representing an 82% decrease. The decrease is directly related to the reduction in fixed assets following the sale of the legacy business.
Previous report
Intangible amortization – Intangible amortization expenses for the six months ended June 30, 2025, and 2024 totaled $468 thousand and $458 thousand, respectively. The modest increase is due the timing of amortization of customer relationships, trade names and other intangible assets.
Previous report
Interest Expense – Interest expense for the six months ended June 30, 2025, totaled $403 thousand, compared to $538 thousand for the six months ended June 30, 2024. The change in interest expense is attributable to fluctuations in borrowings under the Company’s credit facilities and the retirement of debt associated with the legacy business. Other income and expenses include a gain on debt settlement of $325 thousand recorded in the six months ended June 30, 2025, and $0 in the comparable 2024 period.
Previous report
Discontinued operations – On June 30, 2025, the Company completed the sale of its legacy business. As a result, the assets and liabilities of the legacy business were classified as held for sale and its results of operations for all periods presented have been reported as discontinued operations. For the six months ended June 30, 2025 and 2024, loss from discontinued operations (net of tax) was $1.7 million and $1.0 million, respectively. The increase in loss from discontinued operations reflects transaction-related expenses and a one-time loss on the sale of certain assets.
Previous report
Net income (loss) – For the six months ended June 30, 2025, the Company recorded a net loss of $34 thousand, compared with a net loss of $5.1 million for the six months ended June 30, 2024. The significant improvement in net results was driven by higher margins on continuing operations, lower operating expenses and the gain on debt settlement, partially offset by increased loss from discontinued operations.
Reworded paragraphs (11)
Previous wording
Pursuant to the asset sale described in the Notes to the Financial Statements, the assets of one division were sold during the second quarter of 2025. Accordingly, the financial statements have reclassified the related revenues and expenses from both prior periods and the current period into a single line item for “Discontinued Operations” on the face of the financial statements, with further detail provided in the accompanying Notes.
Current wording
Pursuant to the asset sale described in the Notes to the Financial Statements, the assets of one division was sold during the second quarter of 2025. Accordingly, the financial statements have reclassified the related revenues and expenses from both prior periods and the current period into a single line item for “Discontinued Operations” on the face of the financial statements, with further detail provided in the accompanying Notes.
Previous wording
The loss from operations for the six months ended June 30, 2025, was $678 thousand, a decrease of $569 thousand compared with the loss in the six months ended June 30, 2024, of $2.27 million. Basic loss per share from continuing operations for the six months ended June 30, 2025, was ($0.00) versus ($0.48) per share for the same period in 2024. Comprehensive loss for the six months ended June 30, 2025 and 2024 was $1.87 million and $3.7 million respectively, the only component to comprehensive loss besides net loss is foreign currency translation.
Current wording
The loss from operations for the nine months ended September 30, 2025, was $1.3 million, a decrease of $1.8 million compared with the loss in the nine months ended September 30, 2024, of $3.1 million. Basic loss per share from continuing operations for the nine months ended September 30, 2025, was $0.09 versus loss of ($0.46) per share for the same period in 2024.
Previous wording
As of June 30, 2025, the Company had cash in the amount of $2.2 million and a working capital deficit of $10.9 million, compared to cash in the amount of $2.3 million, and a working capital deficit of $54.4 million as of December 31, 2024. The Company had stockholders’ deficit attributable to OmniQ stockholders of $11 million and $43.8 million as of June 30, 2025, and December 31, 2024, respectively. This decrease in our stockholders’ deficit was primarily attributable to sale of assets.
Current wording
As of September 30, 2025, the Company had cash in the amount of $679 thousand and a working capital deficit of $11.8 million, compared to cash in the amount of $2.3 million, and a working capital deficit of $54 million as of December 31, 2024. The Company had stockholders’ deficit attributable to OmniQ stockholders of $13 million and $43.9 million as of September 30, 2025, and December 31, 2024, respectively. This decrease in our stockholders’ deficit was primarily attributable to the sale of one of the divisions at June 30, 2025.
Previous wording
The Company’s accumulated deficit was $124 million and $124 million as of June 30, 2025, and December 31, 2024.
Current wording
The Company’s accumulated deficit was $124.7 million and $123.9 million as of September 30, 2025, and December 31, 2024.
Previous wording
The Company’s operations provided net cash of $6.08 million and used $3.6 million in the six months ended June 30, 2025, and 2024, respectively. The increase in cash provided in operations of approximately $10 million is due to the increase in revenue and decrease in overhead.
Current wording
The Company’s operations provided net cash of $5.4 million and provided $230 thousand in the nine months ended September 30, 2025, and 2024, respectively. The increase in cash used by operations of $5.2 million is due to an increase in accounts receivables being received as well as reliance on accounts payable being accrued.
Previous wording
The Company’s cash used in investing activities was $2.5 million for the six months ended June 30, 2025, compared to cash used in investing activities of $103 thousand for the six months ended June 30, 2024.
Current wording
The Company’s cash used in investing activities was $2.5 million for the nine months ended September 30, 2025, compared to cash used by investing activities of $87 thousand for the nine months ended September 30, 2024.
Previous wording
The Company’s financing activities used $1.7 million of cash during the six months ended June 30, 2025, and used $1.34 million during the six months ended June 30, 2024.
Current wording
The Company’s financing activities used $2 million of cash during the nine months ended September 30, 2025, and used $2.4 million during the nine months ended September 30, 2024. During the nine months ended September 30, 2025, the Company made payments of $3.4 million on its notes payable, compared to the payments of $2.7 million for the nine months ended September 30, 2024.
Previous wording
The following tables set forth certain selected unaudited condensed consolidated statements of operations data for the periods indicated in dollars. In addition, we note that the period-to-period comparison may not be indicative of future performance. Amounts are presented in thousands.
Current wording
The following tables set forth certain selected unaudited condensed consolidated statement of operations data for the periods indicated in dollars. In addition, we note that the period-to-period comparison may not be indicative of future performance.
Previous wording
Research and Development – Research and development expenses for the six months ended June 30, 2025, and 2024 totaled $969 thousand and $856 thousand, respectively.
Current wording
***Research and Development –***Research and development expenses for the three months ended September 30, 2025 and 2024 totaled $436 thousand and $492 thousand, respectively.
Previous wording
For the six months ended June 30, 2025, and 2024, the Company generated net revenues in the amount of $15.8 million and $17.6 million, respectively. The decrease between the six-month periods was attributable to deceleration of projects by customers.
Current wording
For the nine months ended September 30, 2025 and 2024, the Company generated net revenues in the amount of $24.2 million and $27.0 million, respectively. The decrease between the nine-month periods was attributable to the decrease in demand.
Previous wording
For the six months ended June 30, 2025, and 2024, the Company recognized a total of $11.6 million and $13.5 million, respectively, of cost of goods sold. For the six months ended June 30, 2025, and 2024, cost of goods sold were 74% and 77% of net revenues, respectively.
Current wording
For the nine months ended September 30, 2025 and 2024, the Company recognized a total of $17.1 million and $20.8 million, respectively, of cost of goods sold. For the nine months ended September 30, 2025 and 2024, cost of goods sold were 71% and 77% of net revenues, respectively.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
For the three months ended September 30, 2025 and 2024, the Company recognized a total of $5.9 million and $7.43 million, respectively, of cost of goods sold. For the three months ended September 30, 2025 and 2024, cost of goods sold were 66% and 78% of net revenues, respectively.
Current report — wording carried from elsewhere
Research and Development – Research and development expenses for the nine months ended September 30, 2025 and 2024 totaled $1.4 million and $1.3 million, respectively.