Brightline Interactive, Inc./NV
For the period ended Mar 31, 2025. Filed May 15, 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.
Mar 31, 2025 · Filed May 15, 2025
BTLN$3.50+6.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-12-31; filed 2025-02-13.
0001493152-25-006263
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-15.
0001641172-25-010548
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 73 previous paragraphs and 64 current paragraphs.
38 unchanged; 24 reworded; 2 added; 11 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 7 previous and 7 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 (2)
Current report
Intangible Asset and Goodwill Impairment
Current report
Net cash used in investing activities for the nine months ended March 31, 2025 was approximately $1.54 million compared to a negligible amount during the comparable 2024 period. The 2025 amount primarily represents a $1.50 million payment of contingent consideration related to the BLI acquisition.
Removed paragraphs (11)
Previous report
Significant Transactions
Previous report
Divestiture
Previous report
As part of our strategic realignment around Spatial Core and divestiture of non-core assets, effective October 1, 2024 we divested the business of our then wholly owned entities QReal, LLC (“QReal”) and its related operating entity GLIMPSE GROUP YAZILIM VE ARGE TİCARET ANONİM ŞİRKET (“Turkey”) in a management buyout by the general manager of QReal (the “Divestiture”).
Previous report
Pursuant to the Divestiture, we retain the contract and resulting revenues from QReal’s largest customer in full until such time that we have collected and retained $1.35 million net cash in the aggregate, after taking into account all related operating expenses and fees (the “Milestone”). After satisfaction of the Milestone, we will receive a monthly cash revenue share for a period of 18 months in relation to any revenues generated from this same customer. In connection with the Divestiture, we were also issued (i) a $1.56 million senior secured convertible note in the new independent entity and (ii) a minority equity stake in the new independent entity. Principal payback on the senior secured convertible note is currently considered remote and is tied directly to revenue collected by the new entity (separate from the Milestone).
Previous report
Securities Purchase Agreement
Previous report
On December 23, 2024, we closed a registered direct offering pursuant to a securities purchase agreement to which we sold to an institutional investor 1,990,000 shares of our common stock and prefunded warrants to purchase up to 760,000 shares of our common stock. The purchase price for each share of common stock was $2.65 and the purchase price for each prefunded warrant was $2.649 (which was equal to the purchase price per share of common stock, less $0.001).
Previous report
The prefunded warrants had an exercise price of $0.001 per share of common stock, became immediately exercisable upon issuance, and were fully exercised in January 2025.
Previous report
We realized net proceeds (after placement agent fees and other offering expenses) of $6.79 million from the offering.
Previous report
For the three months ended December 31, 2024 and 2023, internal staffing was approximately $0.86 million (75% of total cost of revenue) and approximately $0.44 million (67% of total cost of revenue), respectively. For the six months ended December 31, 2024 and 2023, internal staffing was approximately $1.28 million (77% of total cost of revenue) and approximately $1.10 million (60% of total cost of revenue), respectively. The percentage increase reflects our strategic shift to Spatial Core and less reliance on third party, higher cost suppliers.
Previous report
Intangible Asset Impairment
Previous report
Net cash used in investing activities for the six months ended December 31, 2024 was approximately $0.03 compared to a $0.01 million during the comparable 2023 period. Both periods represent minimal fixed asset additions.
Reworded paragraphs (24)
Previous wording
We are an Immersive technology company, providing enterprise focused Virtual Reality (VR), Augmented Reality (AR) and Spatial Computing software and services (Immersive technologies). Glimpse’s operating entities are located primarily in the United States. We believe that we offer significant exposure to the rapidly growing and potentially transformative Immersive technology markets, while mitigating downside risk via our diversified model and ecosystem.
Current wording
We are an Immersive technology company, providing enterprise focused Virtual Reality (VR), Augmented Reality (AR) and Spatial Computing software and services (Immersive technologies). Glimpse’s operating entities are located in the United States. We believe that we offer significant exposure to the rapidly growing and potentially transformative Immersive technology markets, while mitigating downside risk via our diversified model and ecosystem.
Previous wording
At the time of this filing, we have approximately 45 full time employees, primarily software developers, engineers and 3D artists.
Current wording
At the time of this filing, we have approximately 44 full time employees, primarily software developers, engineers and 3D artists.
Previous wording
Financial Highlights for the three and six months ended December 31, 2024 compared to the three and six months ended December 31, 2023.
Current wording
Financial Highlights for the three and nine months ended March 31, 2025 compared to the three and nine months ended March 31, 2024.
Previous wording
The following table sets forth our results of operations for the three months and six months ended December 31, 2024 and 2023:
Current wording
The following table sets forth our results of operations for the three months and nine months ended March 31, 2025 and 2024:
Previous wording
Total revenue for the three months ended December 31, 2024 was approximately $3.17 million compared to approximately $2.08 million for the three months ended December 31, 2023, an increase of 52%. Total revenue for the six months ended December 31, 2024 was approximately $5.61 million compared to approximately $5.18 million for the six months ended December 31, 2023, an increase of 8%. The increase for both periods reflects a new Spatial Core customer, with the six month 2023 period also including revenue of certain legacy non-Spatial core customers.
Current wording
Total revenue for the three months ended March 31, 2025 was approximately $1.42 million compared to approximately $1.90 million for the three months ended March 31, 2024, a decrease of 25%. The decrease reflects the revenue recognition timing of certain projects and license renewals. Total revenue for the nine months ended March 31, 2025 was approximately $7.03 million compared to approximately $7.08 million for the nine months ended March 31, 2024, flat period over period. This reflects a new Spatial Core customer replacing certain legacy non-Spatial core customers.
Previous wording
For the three months ended December 31, 2024, Software Services revenue was approximately $3.13 million compared to approximately $2.03 million for the three months ended December 31, 2023, an increase of approximately 54%. For the six months ended December 31, 2024, Software Services revenue was approximately $5.36 million compared to approximately $5.04 million for the six months ended December 31, 2023, an increase of approximately 6%. The increase for both periods reflects a new Spatial Core customer, with the six month 2023 period also including revenue of certain legacy non-Spatial core customers.
Current wording
For the three months ended March 31, 2025, Software Services revenue was approximately $1.28 million compared to approximately $1.47 million for the three months ended March 31, 2024, a decrease of 13%. The decrease reflects the revenue recognition timing of certain projects. For the nine months ended March 31, 2025, Software Services revenue was approximately $6.64 million compared to approximately $6.51 million for the nine months ended March 31, 2024, an increase of 2%. The increase reflects a new Spatial Core customer replacing certain legacy non-Spatial core customers.
Previous wording
For the three months ended December 31, 2024, Software License revenue was approximately $0.04 million compared to approximately $0.05 million for the three months ended December 31, 2023, essentially flat period over period. For the six months ended December 31, 2024, Software License revenue was approximately $0.25 million compared to approximately $0.14 million for the six months ended December 31, 2023, an increase of 79%. The increase reflects the addition of a new customer.
Current wording
For the three months ended March 31, 2025, Software License revenue was approximately $0.14 million compared to approximately $0.43 million for the three months ended March 31, 2024, a decrease of 67%. For the nine months ended March 31, 2025, Software License revenue was approximately $0.39 million compared to approximately $0.57 million for the nine months ended March 31, 2024, a decrease of 32%. The decrease for both periods reflects the timing of license renewals and the divestiture of the QReal business.
Previous wording
Three customers accounted for approximately 80% (56%, 14% and10%, respectively) of the Company’s total gross revenues during the three months ended December 31, 2024. One of the same customers accounted for approximately 28% of the Company’s total gross revenues during the three months ended December 31, 2023. Two customers accounted for approximately 65% (44% and 21%, respectively) of the Company’s total gross revenues during the six months ended December 31, 2024.One of the same customers and another customer accounted for approximately 44% (22% and 22%, respectively) of the Company’s total gross revenues during the six months ended December 31, 2023.
Current wording
Three customers accounted for approximately 52% (32%, 10% and 10%, respectively) of the Company’s total gross revenues during the three months ended March 31, 2025. One of the same customers and another customer accounted for approximately 58% (35% and 23%, respectively) of the Company’s total gross revenues during the nine months ended March 31, 2025. Two customers accounted for approximately 40% (25% and 15%, respectively) of the Company’s total gross revenues during the three months ended March 31, 2024. The same two customers and another customer accounted for approximately 48% (23%, 15% and 10%, respectively) of the Company’s total gross revenues during the nine months ended March 31, 2024.
Previous wording
Gross profit margin was approximately 64% for the three months ended December 31, 2024, compared to approximately 68% for the three months ended December 31, 2023. This decrease reflects a change in revenue mix where project related comparatively lower margin revenue represented a greater portion of total revenue than higher margin recurring revenue. Gross profit margin was approximately 70% for the six months ended December 31, 2024 compared to approximately 64% for the six months ended December 31, 2023. The increase reflects higher project margin in the current period reflecting greater use of internal staffing.
Current wording
Gross profit margin was approximately 72% for the three months ended March 31, 2025, compared to approximately 70% for the three months ended March 31, 2024. The increase reflects the revenue mix having less labor costs. Gross profit margin was approximately 71% for the nine months ended March 31, 2025 compared to approximately 66% for the nine months ended March 31, 2024. The increase reflects the revenue mix having less third party costs.
Previous wording
Operating expenses for the three months ended December 31, 2024 were approximately $2.02 million compared to approximately $2.23 million for the three months ended December 31, 2023, a decrease of approximately 9%. Operating expenses for the six months ended December 31, 2024 were approximately $4.97 million compared to approximately $4.33 million for the six months ended December 31, 2023, an increase of approximately 15%. Excluding the change in fair value of acquisition contingent consideration and intangible asset impairment, operating expenses decreased 43% and 34% for the three and six months ended December 31, 2024 compared to the comparable periods in 2023. The decrease reflects our Strategic Shift and reduction in non core businesses.
Current wording
Operating expenses for the three months ended March 31, 2025 were approximately $2.60 million compared to approximately $2.93 million for the three months ended March 31, 2024, a decrease of 11%. Operating expenses for the nine months ended March 31, 2025 were approximately $7.58 million compared to approximately $7.26 million for the nine months ended March 31, 2024, an increase of 4%. Excluding the change in fair value of acquisition contingent consideration and intangible asset impairment, operating expenses decreased 20% and 30%, respectively, for the three and nine months ended March 31, 2025 compared to the comparable periods in 2024. The decrease reflects our Strategic Shift, divestiture of the QReal business and reduction in non core businesses.
Previous wording
Research and development expenses for the three months ended December 31, 2024 were approximately $0.66 million compared to $1.39 million for the three months ended December 31, 2023, a decrease of approximately 53%. Research and development expenses for the six months ended December 31, 2024 were approximately $1.78 million compared to $3.07 million for the six months ended December 31, 2023, a decrease of approximately 42%.The decreases for both periods reflect the divestiture of QReal/Turkey, more efficient use of headcount (portion that is allocated to cost of goods sold) and other headcount reductions as part of our Strategic Shift.
Current wording
Research and development expenses for the three months ended March 31, 2025 were approximately $0.83 million compared to approximately $1.14 million for the three months ended March 31, 2024, a decrease of 27%. Research and development expenses for the nine months ended March 31, 2025 were approximately $2.61 million compared to approximately $4.21 million for the nine months ended March 31, 2024, a decrease of 38%. The decreases for both periods reflect the divestiture of the QReal business, more efficient use of headcount (portion that is allocated to cost of goods sold) and other headcount reductions as part of our Strategic Shift.
Previous wording
General and administrative expenses for the three months ended December 31, 2024 were approximately $0.85 million compared to approximately $1.05 million for the three months ended December 31, 2023, a decrease of approximately 19%. General and administrative expenses for the six months ended December 31, 2024 were approximately $1.78 million compared to approximately $2.14 million for the six months ended December 31, 2023, a decrease of approximately 17%. The decreases for both periods reflect the divestiture of QReal/Turkey, headcount reductions as part of our Strategic Shift, and certain corporate administrative cost reductions.
Current wording
General and administrative expenses for the three months ended March 31, 2025 were approximately $1.16 million compared to approximately $1.23 million for the three months ended March 31, 2024, a decrease of 6%. The decrease reflects the divestiture of the Qreal business. General and administrative expenses for the nine months ended March 31, 2025 were approximately $2.95 million compared to approximately $3.37 million for the nine months ended March 31, 2024, a decrease of 12%. The decrease reflects the divestiture of the QReal business and certain corporate administrative cost reductions.
Previous wording
Sales and marketing expenses for the three months ended December 31, 2024 were approximately $0.38 million compared to approximately $0.77 million for the three months ended December 31, 2023, a decrease of approximately 51%. Sales and marketing expenses for the six months ended December 31, 2024 were approximately $1.12 million compared to approximately $1.57 million for the six months ended December 31, 2023, a decrease of approximately 29%. The decrease for both periods reflect the divestiture of Qreal/Turkey, partially offset by an increase in incentive pay related to the increase in revenue.
Current wording
Sales and marketing expenses for the three months ended March 31, 2025 were approximately $0.48 million compared to approximately $0.56 million for the three months ended March 31, 2024, a decrease of 14%. Sales and marketing expenses for the nine months ended March 31, 2025 were approximately $1.61 million compared to approximately $2.14 million for the nine months ended March 31, 2024, a decrease of 25%. The decrease for both periods reflect the divestiture of the QReal business, partially offset by an increase in revenue related incentive pay.
Previous wording
Amortization of acquisition intangible assets expense for the three months ended December 31, 2024 was approximately $0.10 million compared to approximately $0.29 million for the three months ended December, 2023, a decrease of approximately 66%. Amortization of acquisition intangible assets expense for the six months ended December 31, 2024 was approximately $0.23 million compared to approximately $0.66 million for the six months ended December, 2023, a decrease of approximately 65%. The decrease for both periods is attributable to the write off of BLI intangible assets – legacy customer relationships in June 2024.
Current wording
Amortization of acquisition intangible assets expense for the three months ended March 31, 2025 was approximately $0.10 million compared to approximately $0.29 million for the three months ended March, 2024, a decrease of 66%. Amortization of acquisition intangible assets expense for the nine months ended March 31, 2025 was approximately $0.33 million compared to approximately $0.95 million for the nine months ended March, 2024, a decrease of 65%. The decrease for both periods is attributable to the write off of Brightline Interactive’s (“BLI”) intangible assets – legacy customer relationships in June 2024.
Previous wording
The $0.01 million and $0.90 million impairment for the three and six months ended December 31, 2023 represents the write-off of goodwill and the net intangible asset - technology attributable to the divestiture of PulpoAR, LLC.
Current wording
Intangible asset and goodwill impairment for the three months ended March 31, 2025 and 2024 was zero. Intangible asset impairment for the nine months ended March 31, 2025 was zero compared to approximately $0.90 million for the nine months ended March 31, 2024. The $0.90 million impairment for the nine months ended March 31, 2024 represents the write-off of goodwill and the net intangible asset - technology attributable to the divestiture of PulpoAR, LLC.
Previous wording
Change in fair value of acquisition contingent consideration for the three months ended December 31, 2024 was an expense of approximately $0.03 million compared to a gain of $1.28 million for the three months ended December 31, 2023. Change in fair value of acquisition contingent consideration for the six months ended December 31, 2024 was an expense of approximately $0.06 million compared to a gain of $4.01 million for the six months ended December 31, 2023. The expense in 2024 represents the change in the time value of money related to the present value of future consideration payments related to the BLI acquisition. The gain in 2023 was driven by revisions to revenue forecasts and a decrease in the common stock price of Glimpse between measurement dates.
Current wording
Change in fair value of acquisition contingent consideration for the three months ended March 31, 2025 was an expense of approximately $0.03 million compared to a gain of approximately $0.29 million for the three months ended March 31, 2024. Change in fair value of acquisition contingent consideration for the nine months ended March 31, 2025 was an expense of approximately $0.08 million compared to a gain of approximately $4.31 million for the nine months ended March 31, 2024. The expense in 2025 represents the change in the time value of money related to the present value of future consideration payments related to the BLI acquisition. The gain in 2024 was driven by revisions to revenue forecasts and a decrease in the common stock price of Glimpse between measurement dates.
Previous wording
Other income was approximately $0.01 million and $0.07 million, respectively, for the three months ended December 31, 2024 and 2023. Other income was approximately $0.04 million and $0.13 million, respectively, for the six months ended December 31, 2024 and 2023. This income represents interest income and the decreases in 2024 reflect reduced cash balances.
Current wording
Other income was approximately $0.08 million and approximately $0.06 million, respectively, for the three months ended March 31, 2025 and 2024. Other income was approximately $0.12 million and approximately $0.19 million, respectively, for the nine months ended March 31, 2025 and 2024. This income represents interest income and reflects changes in cash and cash equivalent balances.
Previous wording
Net income for the three months ended December 31, 2024 was approximately $0.02 million compared to a loss of approximately $0.74 million for the comparable 2023 period. This improvement reflects our Strategic Shift and reduction in non core businesses. Net loss for the six months ended December 31, 2024 and 2023 was approximately $0.98 million and $0.86 million, respectively. Excluding the gain from change in fair value of acquisition contingent consideration and intangible asset impairment in 2023 (see Operating Expenses section above), the loss in 2023 was approximately $3.97 million, and the reduction in loss based on this comparison reflects our Strategic Shift and reduction in non core businesses.
Current wording
Net loss for the three months ended March 31, 2025 was approximately $1.50 million compared to a loss of approximately $1.54 million for the comparable 2024 period. Net loss for the nine months ended March 31, 2025 was approximately $2.49 million compared to a loss of approximately $2.40 million for the nine months ended March 31, 2024. Excluding the gains from change in fair value of acquisition contingent consideration and intangible asset impairment in 2024 (see Operating Expenses section above), the losses for the three and nine months ended March 31, 2024 were approximately $1.83 million and approximately $5.81 million, respectively. The reduction in loss based on this comparison reflects our Strategic Shift, divestiture of the QReal business and reduction in non core businesses.
Previous wording
The following table presents a reconciliation of net loss to Adjusted EBITDA for the three and six months ended December 31, 2024 and 2023:
Current wording
The following table presents a reconciliation of net loss to Adjusted EBITDA for the three and nine months ended March 31, 2025 and 2024:
Previous wording
Adjusted EBITDA income was $0.28 million for the three months ended December 31, 2024 compared to a $1.33 million loss for the three months ended December 31, 2023. Adjusted EBITDA loss was $0.17 million for the six months ended December 31, 2024 compared to a $2.61 million loss for the six months ended December 31, 2023. The improvement in both periods reflects our Strategic Shift and reduction in non core businesses.
Current wording
Adjusted EBITDA loss was approximately $1.04 million for the three months ended March 31, 2025 compared to an approximate $0.89 million loss for the three months ended March 31, 2024. This is primarily driven by reduced revenue. Adjusted EBITDA loss was approximately $1.22 million for the nine months ended March 31, 2025 compared to an approximate $3.5 million loss for the nine months ended March 31, 2024. The improvement reflects our Strategic Shift, divestiture of the QReal business and reduction in non core businesses.
Previous wording
Net cash used in operating activities was approximately $0.25 million for the six months ended December 31, 2024, compared to approximately $3.36 million during the six months ended December 31, 2023, an improvement of approximately $3.11 million. This was driven primarily driven by improved profit margins and expenses reductions reflective of our Strategic Shift and reduction in non core businesses.
Current wording
Net cash used in operating activities was approximately $0.13 million for the nine months ended March 31, 2025, compared to approximately $4.28 million during the nine months ended March 31, 2024, an improvement of 97%. This was driven by improved profit margins and expense reductions reflective of our Strategic Shift, divestiture of the QReal business and reduction in non core businesses.
Previous wording
Net cash provided by financing activities during the six months ended December 31, 2024 was approximately $6.87 million compared to approximately $2.97 million during the six months ended December 31, 2023. Both periods represent proceeds of securities purchase agreements entered into with institutional investors.
Current wording
Net cash provided by financing activities during the nine months ended March 31, 2025 was approximately $6.88 million compared to approximately $2.97 million during the nine months ended March 31, 2024. Both periods represent proceeds of securities purchase agreements entered into with institutional investors.
Previous wording
As of December 31, 2024, the Company had cash and cash equivalents of $8.45 million.
Current wording
As of March 31, 2025, the Company had cash and cash equivalents of $7.06 million.
Previous wording
As of December 31, 2024, contingent consideration for acquisition liabilities contains cash components ranging up to $3.0 million, potentially payable through September 2025 contingent on BLI achieving certain revenue milestones.
Current wording
As of March 31, 2025, contingent consideration for acquisition liabilities contains cash components ranging up to $1.50 million, potentially payable through September 2025 contingent on BLI achieving certain revenue milestones.