OMNIQ Corp.
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
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-14.
0001493152-24-045884
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.
0001641172-25-010783
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 61 previous paragraphs and 37 current paragraphs.
21 unchanged; 16 reworded; 0 added; 22 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 3 previous and 2 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.
Removed paragraphs (22)
Previous report
DISCLOSURE OF THE CHANGES IN TRADING VENUE
Previous report
On May 3, 2024, The Nasdaq Stock Market LLC (“Nasdaq”) notified OMNIQ Corp. (the “Company”) that the Nasdaq Hearings Panel (the “Panel”) has determined to delist the Company’s common stock, and that trading of the Company’s securities will be suspended at the open of trading on May 7, 2024. As previously reported, on August 9, 2023, Nasdaq Listing Qualifications Staff (the “Staff”) notified the Company that it no longer complied with the minimum $35 million market value of listed securities (“MVLS”) required for continued listing as set forth in Listing Rule 5550(b)(2). In accordance with Listing Rule 5810(c)(3)(A), the Company was provided 180 calendar days, or until February 5, 2024, to regain compliance. On February 8, 2024, Staff notified the Company that it had determined to delist the Company as it did not comply with the MVLS requirement for listing on the Exchange. On February 15, 2024, the Company requested a hearing, which was held on April 11, 2024.
Previous report
On May 7, 2024, OMNIQ Corp. stock transitioned from NASDAQ to the OTC Markets, and OMNIQ’s stock continues to trade on the OTCQB under the ticker symbol “OMQS”, ensuring uninterrupted market activity for its shareholders.
Previous report
Revenues
Previous report
For the nine months ended September 30, 2024 and 2023, the Company generated net revenues in the amount of $56 million and $65 million, respectively. The decrease between the nine-month periods was attributable to the decrease in demand.
Previous report
Cost of Goods Sold
Previous report
Operating expenses
Previous report
Total operating expenses for the nine months ended September 30, 2024 and 2023 recognized was $17 million and $21 million, respectively, representing a 17% decrease. The decreases are related to the cost reduction plan put in place by management.
Previous report
Selling, general and Administrative – Selling, general and administrative expenses for the nine months ended September 30, 2024 and 2023 totaled $15 million and $18 million, respectively, representing a 15% decrease. The decreases are related to the cost reduction plan put in place by management.
Previous report
Depreciation– Depreciation expenses for the nine months ended September 30, 2024, and 2023 totaled $298 thousand and $349 thousand, respectively.
Previous report
Intangible amortization – Intangible amortization expenses for the nine months ended September 30, 2024, and 2023 totaled $686 thousand and $1.3 million, respectively.
Previous report
Other income and expenses
Previous report
Interest Expense – Interest expense for the nine months ended September 30, 2024 totaled $2.6 million, as compared to $2.6 million for the nine months ended September 30, 2023.
Previous report
Cybersecurity
Previous report
Risk Management and Strategy
Previous 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.
Previous report
Managing Material Risks & Integrated Overall Risk Management
Previous 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.
Previous report
Oversee Third-party Risk
Previous 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.
Previous report
Risks from Cybersecurity Threats
Previous report
We have not encountered cybersecurity challenges that have materially impaired our operations or financial standing.
Reworded paragraphs (16)
Previous wording
The Company’s sales from operations for the nine months ended September 30, 2024, were $56 million, a decrease of approximately $9 million, or 14%, over the nine months ended September 30, 2023.
Current wording
The Company’s sales from operations for the three months ended March 31, 2025, were $19.9 million, an increase of approximately $1.6 million or 8.7%, over the three months ended March 31, 2024.
Previous wording
The loss from operations for the nine months ended September 30, 2024, was $3.2 million, a decrease of $3.9 million compared with the loss in the nine months ended September 30, 2023, of $7.1 million. Basic loss per share from continuing operations for the nine months ended September 30, 2024, was ($0.63) versus ($1.50) per share for the same period in 2023.
Current wording
The loss from operations for the three months ended March 31, 2025, was $690 thousand, a decrease of $569 thousand compared with the loss in the three months ended March 31, 2024, of $1.3 million. Basic loss per share from continuing operations for the three months ended March 31, 2025, was ($0.20) versus ($0.20) per share for the same period in 2024. Comprehensive loss for the three months ended March 31, 2025 and 2024 was $1.6 million and $1.9 million respectively, the only component to comprehensive loss besides net loss is foreign currency translation.
Previous wording
As of September 30, 2024, the Company had cash in the amount of $1.2 million and a working capital deficit of $50 million, compared to cash in the amount of $1.7 million, and a working capital deficit of $45 million as of December 31, 2023. The Company had stockholders’ deficit attributable to OmniQ stockholders of $40.2 million and $35 million as of September 30, 2024, and December 31, 2023, respectively. This increase in our stockholders’ deficit was primarily attributable to net losses.
Current wording
As of March 31, 2025, the Company had cash in the amount of $2.7 million and a working capital deficit of $55 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 $45.5 million and $43.8 million as of March 31, 2025, and December 31, 2024, respectively. This increase in our stockholders’ deficit was primarily attributable to net losses.
Previous wording
The Company’s accumulated deficit was $121 million and $114 million as of September 30, 2024, and December 31, 2023.
Current wording
The Company’s accumulated deficit was $126 million and $124 million as of March 31, 2025, and December 31, 2024.
Previous wording
The Company’s operations provided net cash of $230 thousand and used $2.7 million in the nine months ended September 30, 2024, and 2023, respectively. The decrease in cash used by operations of $2.9 million is due to an increase in accounts payable.
Current wording
The Company’s operations provided net cash of $1 million and used $623 thousand in the three months ended March 31, 2025, and 2024, respectively. The increase in cash provided in operations of $1.6 million is due to the increase in revenue.
Previous wording
The Company’s cash used in investing activities was $87 thousand for the nine months ended September 30, 2024, compared to cash provided by investing activities of $598 thousand for the nine months ended September 30, 2023.
Current wording
The Company’s cash used in investing activities was $31 thousand for the three months ended March 31, 2025, compared to cash used in investing activities of $48 thousand for the three months ended March 31, 2024.
Previous wording
The Company’s financing activities used $2.4 million of cash during the nine months ended September 30, 2024, and provided $323 thousand during the nine months ended September 30, 2023. During the nine months ended September 30, 2024, the Company made payments of $2.7 million on its notes payable, compared to the payments of $1.1 million for the nine months ended September 30, 2023. Additionally, the Company borrowed $329 thousand on the Company’s line of credit during the nine months ended September 30, 2024, compared to the nine months ended September 30, 2023, when $796 thousand was borrowed on the Company’s line of credit.
Current wording
The Company’s financing activities used $1.2 million of cash during the three months ended March 31, 2025, and used $971 thousand during the three months ended March 31, 2024.
Previous 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.
Current 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.
Previous wording
For the three months ended September 30, 2024 and 2023, the Company generated net revenues in the amount of $18.5 million and $17 million, respectively. The increase between the three-month periods was attributable to the increase in demand.
Current wording
For the three months ended March 31, 2025, and 2024, the Company generated net revenues in the amount of $19.9 million and $18.3 million, respectively. The increase between the three-month periods was attributable to acceleration of projects by customers.
Previous wording
For the three months ended September 30, 2024 and 2023, the Company recognized a total of $14.6 million and $13 million, respectively, of cost of goods sold. For the three months ended September 30, 2024 and 2023, cost of goods sold were 79% and 77% of net revenues, respectively.
Current wording
For the three months ended March 31, 2025, and 2024, the Company recognized a total of $14.8 million and $13.3 million, respectively, of cost of goods sold. For the three months ended March 31, 2025, and 2024, cost of goods sold were 74% and 72% of net revenues, respectively.
Previous wording
Total operating expenses for the three months ended September 30, 2024 and 2023 recognized was $5 million and $6.6 million, respectively, representing a 25% decrease. The decreases are related to the cost reduction plan put in place by management.
Current wording
Total operating expenses for the three months ended March 31, 2025, and 2024 recognized was $5.8 million and $6.3 million, respectively, representing a 7.7% decrease. The decrease in operating expenses was due primarily to management’s cost savings plan.
Previous wording
Research and Development – Research and development expenses for the three months ended September 30, 2024 and 2023 totaled $261 thousand and $482 thousand, respectively.
Current wording
Research and Development – Research and development expenses for the three months ended March 31, 2025, and 2024 totaled $507 thousand and $405 thousand, respectively.
Previous wording
Selling, general and Administrative – Selling, general and administrative expenses for the three months ended September 30, 2024 and 2023 totaled $4.4 million and $5.6 million, respectively, representing a 21% decrease. The decreases are related to the cost reduction plan put in place by management.
Current wording
Selling, general and Administrative – Selling, general and administrative expenses for the three months ended March 31, 2025, and 2024 totaled $5.1 million and $5.6 million, respectively, representing a 9% decrease. The decrease was due primarily to management’s cost savings plan.
Previous wording
Depreciation– Depreciation expenses for the three months ended September 30, 2024 and 2023 totaled $90 thousand and $146 thousand, respectively, representing a 38% decrease.
Current wording
Depreciation– Depreciation expenses for the three months ended March 31, 2025, and 2024 totaled $28 thousand and $116 thousand, respectively, representing a 76% decrease. The decrease is directly related to the reduction in fixed assets.
Previous wording
Intangible amortization – Intangible amortization expenses for the three months ended September 30, 2024 and 2023 totaled $228 thousand and $418 thousand, respectively.
Current wording
Intangible amortization – Intangible amortization expenses for the three months ended March 31, 2025, and 2024 totaled $232 thousand and $231 thousand, respectively. The increase is due to life of intangibles and what is remaining to be amortized.
Previous wording
Interest Expense – Interest expense for the three months ended September 30, 2024 totaled $929 thousand, as compared to $898 thousand for the three months ended September 30, 2023.
Current wording
Interest Expense – Interest expense for the three months ended March 31, 2025, totaled $462 thousand, as compared to $917 thousand for the three months ended March 31, 2024. The decrease is primarily attributable to the reduced line of credit.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
For the nine months ended September 30, 2024 and 2023, the Company recognized a total of $42 million and $51 million, respectively, of cost of goods sold. For the nine months ended September 30, 2024 and 2023, cost of goods sold were 75% and 79% of net revenues, respectively.
Previous report — wording carried elsewhere
Research and Development – Research and development expenses for the nine months ended September 30, 2024 and 2023 totaled $1.1 million and $1.5 million, respectively.